PART 4 (CHAPTER 6) Flashcards
Affiliated companies
- companies in relationship of simple/mutual participation
- companies in a control/group relationship
Relationship in simple participation
when one company holds quotas or shares of the other in an amount equivalent to or higher than 10% of the share capital of another company
Relationship of mutual participation
when each company holds at least 10% of the share capital of the other
Control relationship
- when one company (the controlling company) can exercise a controlling influence over another (the controlled company)
- a controlling influence when the controlling company holds:
- majority of capital
- majority of voting rights
-right to appoint majority of members of management
Group relationship
three types of mechanisms for the creation of a group relationship:
1. Groups incorporated by means of total control
2. Groups incorporated by means of the execution of a horizontal group
agreement
3. Groups incorporated by means of a subordination agreement
Groups incorporated by means of total control
- total initial control: when one company incorporates a share company, the incorporating company is the sole partner and holds 100% of the share capital
- total subsequent control
Groups incorporated by means of the execution of a horizontal group
agreement
two or more companies agree to submit their management to a single common management
Groups incorporated by means of a subordination agreement
company subordinates its management to the corporate bodies of another company