PART III REDUCTION OF CAPITAL
Article 215 º .- Organo competente y formalidades
La reducción del capital se acuerda por junta general, cumpliendo los requisitos establecidos para la modificación del estatuto, consta en escritura pública y se inscribe en el Registro.
Artículo 216º.- Modalidades
La reducción del capital determina la amortización de acciones emitidas o la disminución del valor nominal de ellas.
Se realiza mediante:
1. La entrega a sus titulares del valor nominal amortizado;
2. La entrega a sus titulares del importe correspondiente a su participación en el patrimonio neto de la sociedad;
3. La condonación de dividendos pasivos;
4. El reestablecimiento del equilibrio entre el capital social and equity decreased due to losses, or,
5. Otherwise specifically provided by agreeing to reduce capital.
Article 217 º .- Formalities
The capital reduction agreement must state the amount that reduces the capital, the way is done, the resources from which it is performed and the procedure that is performed .
The reduction must affect all shareholders in proportion to their equity without changing its shareholding percentage or by lot to be applied equally to all shareholders. When you remember a different involvement, it should be decided by unanimous vote of the shares subscribed voting.
The plea agreement must be published three times at intervals of five days.
Article 218 º .- Deadline for implementation
The reduction may be implemented immediately when intended to restore the balance between capital and net worth, or any other amount no refund of contributions or exemption of debts to shareholders.
When the capital reduction amount of contribution refund or exemption of capital calls or any other amount due by reason of the contributions, she can only take place after thirty days after the last publication of the notice referred to in article above.
If it makes the return or cancellation mentioned in the preceding paragraph before the expiry of that period, such delivery will not be binding on the creditor and the directors shall be jointly liable with the company to the creditor who exercises the right of opposition referred to the following article.
Article 219 .- Right Opposition
The creditor of the company, even if your credit is subject to a condition or term, is entitled to oppose the implementation of capital reduction agreement if your credit is not properly secured.
The right of opposition expires within thirty days from the date of the last publication of the notices referred to in Article 217 º. Applies the opposition made jointly by two or more creditors, if raised separately should be accumulated before the judge who heard the first opposition.
The opposition is handled by summary process, execution suspended until the company agreed to pay the loans or guarantees to the satisfaction of the judge, who proceeds to order the appropriate precautionary measure. Similarly, the reduction of capital may be implemented as soon as you notify the creditor that an entity subject to supervision by the Superintendency of Banking and Insurance, has been caring for bail society for the amount of credit, interest, commissions and other components of the debt and the time as is necessary to expire the claim to require compliance.
Article 220 º .- Reduction
losses mandatory capital reduction will be mandatory when losses have reduced the capital in more than fifty percent and elapsed exercise without having been passed, except when you count legal reserves or freely available, new contributions are made or shareholders take the loss in value to offset the expense.
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