of December 6, 2001 No. 310-II
About societies with the limited and accessorial liability
The purpose of this Law is regulation of the relations in the field of creation, activities, reorganization and liquidation of societies with the limited and accessorial liability.
The legislation on societies with the limited and accessorial liability consists of this Law and other acts of the legislation.
Limited liability company the economic society founded by one or several persons is recognized, the authorized capital (authorized capital) of which is divided into shares of the sizes determined by constituent documents. Members of limited liability company do not answer for its obligations and bear risk of the losses connected with activities of society, within the cost of the contributions made by them.
The members of limited liability company who did not completely make contributions bear joint liability according to its obligations within the cost of unpaid part of contribution of each of members of society.
Additional liability company the economic society founded by one or several persons is recognized, the authorized capital (authorized capital) of which is divided into shares of the sizes determined by constituent documents. Members of such society solidary bear subsidiary responsibility according to its obligations the property in the multiple size, identical to all, to the cost of the contributions made by them determined by constituent documents of society.
The extreme extent of responsibility of participants of additional liability company is provided in the charter of additional liability company.
In case of bankruptcy of one of participants its responsibility according to obligations of additional liability company is distributed between other participants in proportion to their deposits if other procedure for distribution of responsibility is not provided by constituent documents of society.
Society with the limited or accessorial liability (further - society) acquires the status of the legal entity from the moment of its state registration according to the procedure, established by the legislation.
Society has the right to act as the founder or to participate otherwise in authorized fund (authorized capital) of other legal entities, to create representations and branches according to the procedure, established by the legislation.
Society is created sine die if other is not established by its constituent documents.
The society which is not small business entity shall have the round stamp containing its full trade name in state language and specifying on the society location. The seal of society may contain also its trade name in other languages at the choice of society.
Society has the right to have stamps and forms with the trade name, own emblem, and also the trademark registered in accordance with the established procedure and other means of individualization of participants of civil circulation, goods, works and services. The society which is the small business entity having the right to have seal.
Society has the isolated property considered on its separate balance in property can acquire on its own behalf the rights, perform duties, to be claimant and the defendant in court.
Society can perform the any kinds of activities which are not forbidden by the legislation.
Society can be engaged in separate types of activity which list is determined by legal acts only based on the license.
Society bears responsibility according to the obligations all property belonging to it.
Society does not answer for obligations the participants.
In case of bankruptcy of society because of person acting as the participant subsidiary responsibility according to its obligations can be conferred on such person in case of insufficiency of property of society.
The state and its bodies do not bear responsibility according to obligations of society, as well as society does not bear responsibility according to obligations of the state and its bodies.
Society shall have complete and has the right to have the reduced trade name in state language and at the same time in other languages at the choice of society.
The full trade name of limited liability company shall contain full name of society and the word "with the limited liability". The reduced trade name of limited liability company shall contain the complete or reduced its name and the words "with the limited liability" or abbreviation of MChJ.
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