The Simple Limited Companies are those that exist under a trade name and are composed of one or several joint partners that respond in a subsidiary, limitless and shared manner for the social obligations, and one or several joint partners that only are obligated up to the payment of their contributions.
Particular Characteristics
- Number of partners: Minimum of two (2)
- Trade name: will be made of the names of one or more joint partners, followed by the words “and Company” or equivalents, if in it does not mention the name of all the joint partners. The words “Limited Partnership” or the abbreviation “S. in C.”
- Capital: will be established in the Social Contract. The contributions of the joint partners will always be in nature or in cash.
- Cession of social parts: the social parts can only be yielded with the approval of all the partners, unless admitted stipulations in the social statutes.
- Accounts commissioner: its designation it not obligatory. The faculties of internal inspection and supervision of the society will be executed by the joint partners.
- Administration: the appointment of the manager will be by majority of all the partners, unless there is a clause to the contrary in the social statutes. The joint partners can’t be managers, representatives or occasional leaders of the company.
Limited Stocks Partnership Societies
The Limited Stocks Partnership Societies are those composed by one or several joint partners that will have the quality of retailers/merchants and will respond indefinitely and jointly of the social debts, and the limited partners, that will have the quality of shareholders and will only bear the losses in proportion to their contributions. The social capital will be divided in shares. The number of the joint partners can’t be inferior to three (3).
Particular Characteristics
- Number of silent Partners: minimum, three (3) - general partners: minimum, one (1).
- Trade Name: composed by the name of one or several partners followed by the words “and company” or its abbreviation if in it were not displayed the names of the general partners.
- Capital: will be divided in shares. Will be established in the social statutes.
- Accounts Commissioner: the designation of one or several accounts commissioners is obligatory. In addition, a supervision counsel will be named composed by at least three (3) limited partners in accordance with the statutes, for permanent control of the management of the society.
In next week´s entry, we´ll wrap up the last 2 company types established by our new Company Law. As always, feel free to send us your comments or questions....
