of January 3, 1992 No. 845-XII
About entrepreneurship and the companies
This Law determines the subjects having the right on its own behalf (firm) to be engaged in business activity in the Republic of Moldova, and establishes legal, organizational and economic basis of these activities.
This Law does not extend on the legal entities and physical person which are engaged in other activities except entrepreneurial.
1. The entrepreneurship is the initiative, performed independently, on its own behalf, on the risk and sort the property responsibility activities of citizens and their associations for production, performance of works and rendering services for the purpose of providing permanent source of the income.
1-1. Social entrepreneurship is one of types of business activity which main objective is the solution of social problems for the benefit of community. Provisions of Chapters I-VI are applied to activities in the field of social entrepreneurship in that measure in what they do not contradict provisions of Chapter VI-1.
2. Work on the employment contract (the contract, the agreement) is not entrepreneurship.
3. The entrepreneurship connected with creation and use of inventions, improvement suggestions, discoveries, literary works, art and other intellectual property items is regulated along with this Law as well the special legislation.
1. Can be the entrepreneur:
any citizen of the Republic of Moldova who is not limited in the rights, according to the procedure, established by this Law and other legal acts;
any citizen of foreign state or the stateless person according to the current legislation;
group of citizens and stateless persons (partners) - the collective entrepreneur;
any company with the rights of physical person or legal entity.
The state and bodies of local public authority are special type of entrepreneurs. Functions of the entrepreneur at the state (municipal) companies are performed by managers-heads of the companies on the basis of the contracts signed with them.
2. Heads and specialists of bodies of public management as whom the solution of the questions connected with implementation of business activity or control of such activities enters have no right to carry on business.
1. Business activity is performed in form of business of the company.
2. The company is the economic subject having the firm (name) created by the entrepreneur in the procedure established by the legislation.
3. The company according to this Law has the rights of legal entity or physical person.
The companies - legal entities and the companies - physical persons have the identical rights and obligations, except for property responsibility according to the obligations.
4. The company becomes the person of law from the moment of its state registration.
5. The companies and entrepreneurs shall not possess own seal and put down it on documents of any nature. In case the legislation provides need of putting down of seal of the company or the entrepreneur, the requirement is considered executed if the document is signed by person who received on that powers from the company or the entrepreneur.
1. The owner of property (entrepreneur) has the right to transfer all or separate competences on implementation of business activity to the manager-director on the basis of the contract.
The contract between the owner and the manager-director determines the rights and cross liabilities of the parties, including restriction of rights to use and the order with property, implementation of separate types of activity, financial relations, responsibility for non-execution or improper execution of the obligations, and also effective period, conditions of termination (change) of the contract.
The contract can join also other provisions which are not contradicting the current legislation.
2. The manager-head bears financial responsibility according to obligations of the company run by him, and also for non-execution or improper execution of the obligations determined by terms of the contract.
Responsibility of the manager-director on all its property specified to obligations, except for property on which according to the current legislation collection cannot be turned can be provided in the contract.
3. The owner of property and any third party have no right to interfere with activities of the manager-director during the term of the agreement, except the cases provided by terms of the contract or the current legislation.
1. The relations connected with entrepreneurship irrespective of patterns of ownership and types of activity, are regulated by this Law, civil and other legislation.
2. Features of business activity of foreign legal entities and physical persons are regulated also by the legislation on foreign investments.
3. The relations where one of the parties are foreign legal entities and physical persons, are regulated by conditions of the international treaty if they differ from the regulations established by the legislation on entrepreneurship.
The company according to the current legislation has the right:
perform business activity under the firm;
acquire (to attract) to conducting business activity property and property rights (including on intellectual property) other legal entities and physical persons;
participate the property in activities of other economic subjects;
use in the activities any kinds of resources, including natural, information and intellectual;
to independently determine types of activity, to create the production program, to choose suppliers and consumers of the made products (works, services), to perform works on state orders on contractual basis;
establish the prices and rates for the made products (works, services);
open accounts in banks and/or payment accounts for implementation of all types of settlement, credit, cash and other operations;
hire and dismiss workers according to the employment contract (the contract, the agreement) and on other conditions;
to independently establish forms and the amount of compensation and other income types of persons working on hiring;
act as the subject of the external economic relations;
perform currency transactions;
it is free to dispose of the profit (income) got as a result of the business activity remaining after tax payment and introduction of other obligatory payments;
gain any unrestricted personal income;
use services of system of the state social security, medical and social insurance;
appeal in competent degree of jurisdiction of action of the state and other bodies infringing its rights or legitimate interests.
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