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Ho Thuy Hang - LLM.

9/22/2022

Lecture 3
ENTERPRISE LAW 2

Ho Thuy Hang – LLM.

Ho Thuy Hang - LLM.

2. SHAREHOLDING COMPANY
• Charter capital is divided into equal portions
(shares)
• Shareholders: limited liability.
• Free to transfer their shares
• Legal status
• Entitled to issue securities

Ho Thuy Hang - LLM.

Types of shares

Types of shares:
+ Ordinary stocks
+ Preference stocks:
- Voting preference share
- Dividend preference share;
- Redeemable preference share;
- Others stipulated in the charter.

Ho Thuy Hang - LLM.

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Ho Thuy Hang - LLM. 9/22/2022

Ordinary shares
• 1 share = 1 vote
• Free to transfer
• Nominate candidates of managers
• Attend meeting
• Receive dividend

Ho Thuy Hang - LLM.

Shareholders’ meeting
• Comprise all shareholders with voting rights

• Be the highest decision-making body on


important matters of company.

• Lawful meeting

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BOM

• Managing body

• Meet at least once every quarter

Ho Thuy Hang - LLM.

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Ho Thuy Hang - LLM. 9/22/2022

Director

• Decide all issues relating to day to day


operation

• Be company’s representative if the charter


does not provide otherwise

Ho Thuy Hang - LLM.

Control Board

• Compose of 3 to 5 members.

• At least one is professional in accountancy

• Supervise company’s activities.

Ho Thuy Hang - LLM.

3. Private enterprises

A private enterprise is owned by one


individual liable for all activities with all his
assets

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Ho Thuy Hang - LLM. 9/22/2022

Features
• Owned by ONE individual
• The owner holds all 3 rights of the
ownership (possession-usage-
determination)
• No legal status
• Unlimited liability
• Not issue securities

Ho Thuy Hang - LLM.

Management
• The owner has the full power to decide all
business activities

• He has full power to decide the use of profits


after fulfilling all obligations

Ho Thuy Hang - LLM.

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