BUSINESS LAW 4, 5, 6 - Company law Flashcards

(42 cards)

1
Q

What are the subjects of law?

A

State, natural persons (humans), legal persons (organizations)

In business life, entrepreneurs (natural persons) and companies (legal persons) play an important role, along with cooperatives.

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2
Q

What are the two main reasons for choosing a company form over entrepreneurship?

A
  • Limited liability
  • Easier to collect capital
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3
Q

What is one of the most important aspects to consider when deciding the form of business activity?

A

Taxation

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4
Q

What does company regulation typically include?

A
  • Commercial codes
  • Separate company laws
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5
Q

In Hungary, where are companies regulated?

A

In the Civil Code

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6
Q

What is the definition of a company?

A

Legal persons established by the monetary or in-kind contributions of their members for the pursuit of their common businesslike economic activities

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7
Q

List the forms a company may be established in.

A
  • General partnership
  • Limited partnership
  • Limited liability company
  • Company limited by shares (stock corporation)
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8
Q

What are the minimal capital requirements for an LLC in Hungary?

A

3.0 M HUF

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9
Q

What forms of contribution can be made to a company?

A
  • Monetary
  • In-kind (not monetary)
  • Tangible asset
  • Intellectual property
  • Property right
  • Claim
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10
Q

What does legal personality mean in the context of companies?

A

Legal personality separate from its members

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11
Q

What is the main rule for profit and loss sharing in companies?

A

In proportion to the financial contribution

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12
Q

What is required for a company name?

A

It should differ from other companies’ names registered in Hungary

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13
Q

What is the main activity of a company?

A

You may do everything that is not prohibited or restricted by law

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14
Q

What is the purpose of the company registry?

A

Publicity and authenticity

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15
Q

What are the stages of company formation?

A
  • Conclusion of the articles of association
  • Signature of the articles by a lawyer
  • Registration of the company with the company court
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16
Q

Who is the highest organ of a company?

A

Members’ meeting

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17
Q

What is the role of the supervisory board?

A

Controlling body of the members with insight to each document

18
Q

What is the definition of a general partnership?

A

Members undertake to make contributions and bear unlimited, joint and several liability for obligations not covered by partnership assets

19
Q

What happens to a member’s liability after they leave a general partnership?

A

The former member is liable for the debts of the partnership incurred prior to termination for up to five years

20
Q

What differentiates a limited partnership from a general partnership?

A

At least one general partner has joint and several liability, while limited partners are not liable unless otherwise provided by law

21
Q

What is a limited liability company?

A

A company formed through the provision of an initial capital where the liability of members is limited to their contributions

22
Q

What is the minimum required initial capital for a limited liability company in Hungary?

A

3 million HUF

23
Q

What is a core deposit in the context of a limited liability company?

A

The capital contribution of members provided in the form of core deposits

24
Q

What is the supreme body of a limited liability company?

A

Members’ meeting

25
True or False: A single-member company can be formed without other members.
True
26
What is the supreme body of a limited liability company called?
Members’ meeting ## Footnote It appoints management and has exclusive competence for certain approvals
27
What is required for the transfer of business shares in a limited liability company?
Executed in writing; memorandum of association need not be amended ## Footnote This outlines the formalities for share transfers
28
Who manages a limited liability company?
One or more managing directors ## Footnote Management structure can vary based on company size and needs
29
True or False: Shareholders of a company limited by shares are liable for the company's obligations.
False ## Footnote Their obligation is limited to the nominal value or issue price of the shares
30
What are the two types of companies limited by shares in Hungary?
Public company limited by shares, Private company limited by shares ## Footnote Public companies have higher minimum capital requirements
31
What is the minimum capital requirement for a public company limited by shares in Hungary?
20 million HUF ## Footnote This is the threshold for companies whose shares are listed on a stock exchange
32
What must be attached to the articles of association when in-kind contributions are provided?
A report by an auditor or expert ## Footnote This ensures proper valuation of the asset being contributed
33
What are stocks (shares) in a company?
Equity securities representing membership rights ## Footnote They are registered, have a nominal value, and are tradable
34
What is a dividend in the context of a limited company?
A share from the taxed profit ordered for distribution ## Footnote Dividends are distributed based on the nominal value of shares
35
Who manages companies limited by shares?
Boards of directors ## Footnote This management structure is typical in larger corporations
36
How many members are typically on a board of directors for companies limited by shares?
Three natural persons ## Footnote This is a standard requirement for governance
37
What must public companies limited by shares establish in addition to common rules?
A supervisory board ## Footnote This board oversees company management beyond regulatory requirements
38
What is the role of the audit committee in public companies limited by shares?
Assist the supervisory board or management in financial reporting and auditor selection ## Footnote This committee enhances oversight of financial practices
39
What is the difference between insolvency and bankruptcy?
Insolvency is a payment failure situation; bankruptcy is a legal proceeding for debtors ## Footnote These terms describe different stages of financial distress
40
What is liquidation?
The proceedings aimed to satisfy creditors of an insolvent debtor upon winding-up ## Footnote This process concludes the business affairs of the company
41
Fill in the blank: The proceedings where the company is wound up without succession, if it is not insolvent, is called _______.
Dissolution ## Footnote This process formally ends the company's existence
42
What is a payment failure situation in the context of company finance?
Insolvency ## Footnote This indicates the company cannot meet its financial obligations