Trading Companies
Companies Act regulates types, establishment and organization of trading companies.
Trading companies are divided into:
- companies - joint stock company
- limited liability company
- partnerships - general partnership
- limited partnership
Establishment, amount of basic capital and organization of certain types of companies are regulated by special laws (stock broker company, bank, insurance company etc).
Members of Limited Liability Company and limited partner in Limited Partnership are not liable for obligation of Limited Liability Company and Limited Partnership unless liability is defined by Companies Act.
Members of General Partnership and general partner in Limited Partnership are liable personally with all private assets for obligation of Partnership.
Companies
Joint Stock Company
- legal person whose basic capital is divided into stocks owned by stockholders (stockholder can be foreign or domestic physical or legal person)
Incorporation act: Statute
Number of founders: minimum 1
Basic capital: minimum HRK 200.000,00
Value of stock: minimum HRK 10,00
Bodies (obligatory): - Management Board (minimum 1 member, number is defined by the Statute, members are appointed by Supervisory Board)
- Supervisory Board (minimum 3 members, number is defined by the Statute but it has to be uneven, members are appointed by General Assembly)
- General Assembly
Limited Liability Company
- legal person whose basic capital is divided into shares owned by shareholders (shareholder can be foreign or domestic physical or legal person)
Incorporation act: Act of Incorporation (when company has 1 founder), Article of Association (when company has 2 or more founders)
Number of founders: minimum 1
Basic capital: minimum HRK 20.000,00
Value of share: minimum HRK 200,00
Bodies (obligatory): - Management Board (minimum 1 member, number is defined by the Incorporation Act, members are appointed by Shareholders Assembly)
- Shareholders Assembly
Supervisory board is obligatory body only in situations defined by the Companies Act.
Partnerships
General Partnership
Incorporation act: Articles of Association
Number of founders: minimum 2
Each member of General Partnership is authorized to represent partnership unless right for representation is excluded by Articles of Association.
Members of General Partnership are liable with all private assets for obligation of General Partnership.
Limited Partnership
Incorporation act: Articles of Association
Number of founders: minimum 2
Right to represent Limited Partnership has only general partner.
