Corporate agenda – establishment and management of the company
Foundation of the company
Selection of the right form of company is the first step to company formation. The Office works with the information given by client such as: the objective of the company, number of shareholders, turnover expectancy and others. On the basis of this information, the Office recommends to client the right legal form of the company that best fits the needs of the client. Most frequently used legal form of the company is Limited Liability Company.
In case of third person’s interest in legal services, the Office proceeds with foundation of the company as follows:
- Initial meeting with a client
- The purpose of initial meeting is acquiring the basic information about the future activities which will be performed by newly founded company. Essential question is the number of shareholders of the company, ratio of their shares contributed into company, decision-making process of shareholders, etc. If the client has no preference for legal form of the company, the Office recommends optimal legal form for newly founded the company. During the initial meeting, the Office presents the optimal decision-making process as well as effective protection of shareholders share (e.g. in case of minority shareholder).
- Formation of founding corporate documents
- In compliance with initial meeting with client, the Office prepares founding corporate documents anticipated by legal regulations as necessary conditions for foundation of the company. Proposals of all documents are discussed with the client. Final version of documents is presented for approval to other shareholders (if there is more than one shareholder). Depending on relation among shareholders, the Office may represent client in negotiations with other shareholders in order to gain mutual consent with presented documents. Along with this stage, the Office holds a separate consultation with Trade licensing office (or other competent authority) regarding the issuance of license to perform business activities.
- Assistance with foundation of the company
- After reaching consent on the founding corporate documents, the foundation of the company itself by signing the founding corporate documents follows. The Office can ensure the presence of Public Notary at the act of signing the documents, who verifies the signatures of the founders of the company. The company is being founded by putting down the founder’s signature.
- Ensuring the acquirement of license for business activities
- Company usually performs its business activities on the basis of Trade license; this fact stems from the nature of business activities. Therefore, it is necessary to check in detail business activities which are to be performed by company and to determine whether a business activity falls under trade license or other decision of competent authorities (licenses, approvals). The office deals with these matters from the initial meeting; at the moment of final approval of company’s founders on the wording of the founding corporate documents, the type of license should be clear as well as the precise wording of the business activities stated in corporate documents. In case that formulation of business activities is false, Trade licensing office shall not issue a trade license, which will cause conflict between Deed of association and trade license. The Office discusses all business activities with competent authorities which issue authorization for performance of business activities. After formation of the company, the Office takes all necessary steps for the issuance of authorizations for performance of business activities.
- Formulation of application for registration of company in Commercial Register
- After receiving all authorization for performance of business activities, the Office completes all required documents and formulates the application for registration of the company in Commercial Register. Registration in Commercial Register means the formation of the company as a legal subject.
