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statements to be approved from the (General) Assembly. The Small Entities may (non-mandatorily) include a provision for audit at their articles of association or it can be provided by a decision of the (General) Assembly. Furthermore, the requirements regarding the form/content of the financial statements vary depending on the size of the business entity. 3.1.6 Tax Obligations All the above-mentioned business entities have several obligations to the Tax Authorities. The major is the submission of an income tax return/declaration annually and the submission of a tax return/declaration regarding the VAT (the latter is submitted periodically, during the year). 3.2 Requirements for local shareholding/directors For all the above company types, there are no nationality requirements for the shareholders/partners and the directors. 3.3 Minority shareholders’ rights and protection 3.3.1 The Société Anonyme (S.A.) The main minority shareholders’ rights at the S.A. are the following: - The shareholder(s) with shares representing the 1/20 of the share capital may: i) demand from the
General Assembly additional issues; iii) demand from and the President of the General Assembly is obliged to adjourn the General Assembly (this right is exercised once per General Assembly); iv) apply before a court in order to reduce the remuneration of the members of the BoD under several circumstances; v) apply to the Board of Directors to file a claim against any member of the Board of Directors regarding the administration of the company’s affairs. The BoD is not obliged to act, but it has the right to dismiss the minority’s application after it has assessed the interests of the company. - The company may settle any claim against any member of the Board of Directors unless there is an opposition of the shareholder(s) representing the 1/10 of the share capital. - The shareholder(s) with shares representing the 1/3 has the right to apply to the Court for the termination of the company, if there is any serious reason that dictates the termination of the company. - The shareholder(s) with shares representing the 1/20 or 1/5 (under specific conditions) of the share capital may apply to a Court to order audit of the company. - Each shareholder may demand from the Board of Directors to provide information to the General Assembly which is material to the agenda.
Board of Directors the convocation of the General Assembly and if it does not comply within 20 days, they have the right to do it themselves; ii) demand from the Board of Directors to include in the agenda of the
ILN Corporate Group – Establishing a Business Entity Series
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