Introduction. Companies Flashcards
- What is a company according to Romanian law?
o A contract where associates pool resources to perform activities for profit (Art. 1881 Civil Code).
- What are the key legal frameworks for companies?
o Law No. 31/1990 and the Romanian Civil Code.
- What are the types of companies under Law No. 31/1990?
o General partnership, limited partnership, limited liability company, limited partnership by shares, and joint stock company.
- What is affectio societatis?
o The associates’ will to collaborate and share profits.
- How do companies differ based on liability?
o General partnerships have unlimited liability; limited partnerships and companies limit liability to contributions.
- What are companies of persons?
o Companies relying on mutual trust, like general partnerships.
- What are companies of capital?
o Companies focusing on financial contributions, like joint stock companies.
- What is the significance of negotiable instruments in companies?
o Companies by shares can issue shares or bonds; partnerships cannot.
- What are parts of interest in companies?
o Non-negotiable units of ownership in partnerships and LLCs.
- What defines a joint stock company?
a company where ownership is divided into freely transferable shares.
- What are social parts?11. What are social parts?
o Ownership units in limited liability companies.
- What are the features of companies of persons?
o Personal involvement, mutual trust, and non-transferable interests
- What are the features of companies of capital?
o Focus on financial contributions, limited liability, and transferable shares.
- What determines the dissolution of a partnership?
o Bankruptcy, incapacity, or withdrawal of partners reducing the partnership to one person.
- How are sole-associate companies classified?
o Companies with only one member, common in LLCs.
- What is the difference between active and passive partners?
o Active partners manage; passive partners contribute capital.
- What determines a company’s structure?
o Whether capital is divided into parts of interest or shares.
- What is the purpose of company registration?
o To ensure transparency and compliance with trade laws.
- What is the role of the Trade Register?
o To document and validate companies’ legal existence.
- What is the public disclosure requirement for companies?
o Company details must be published for transparency.
