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Corporate law. Additional liability company (most important)

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50. Company with additional liability

An additional liability company is an independent subject of civil circulation. An additional liability company (ALC) is an intermediate link between a partnership and a limited liability company, since the structure of the ALC is characteristic of the company, and the nature of the responsibility of its participants is for the partnership. At the same time, a company with additional liability makes it possible to quite effectively manage the organization and at the same time protect the interests of the company's creditors in the most reliable way.

An additional liability company structurally and organizationally has the same structure as a limited liability company. These two organizations are the closest. Their legal status is so close that Art. 95 of the Civil Code of the Russian Federation "Basic Provisions on Additional Liability Companies" refers to the rules governing the position of a limited liability company. According to this article, the rules of the Civil Code of the Russian Federation on a limited liability company are applied to an additional liability company insofar as otherwise is not provided for by the Civil Code of the Russian Federation.

Company with additional liability

a company founded by one or more persons is recognized, the authorized capital of which is divided into shares of the sizes determined by the constituent documents; the participants in such a company jointly and severally bear subsidiary liability for its obligations with their property in the same multiple for all to the value of their contributions, determined by the constituent documents of the company. In case of bankruptcy of one of the participants, his liability for the obligations of the company is distributed among the other participants in proportion to their contributions, unless a different procedure for the distribution of responsibility is provided for by the constituent documents of the company.

Companies with additional liability have the following features:

1) is an organization;

2) may be established by one or more persons;

3) has an authorized capital;

4) the authorized capital of the company is divided into shares;

5) the participants of the company bear subsidiary liability for its obligations with their property in the same multiple of the value of their contributions for everyone;

6) in case of bankruptcy of one of the participants, his liability for the obligations of the company is distributed among the other participants in proportion to their contributions.

The Civil Code of the Russian Federation contains requirements regarding the name of a company with additional liability. The company name of a company with additional liability must contain the name of the company and the words "with additional liability".

Author: Sazykin A.V.

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