Procedures prescribed by law for incorporation and dissolution When the Zrt. is set up and in the event of subsequent capital increases, new capital may be injected in the form of cash or non-cash contributions. On 13 July 2016, the Luxembourg Parliament adopted a comprehensive reform of company law, namely: In Denmark, there is a concept of small company for which a simplified form of annual accounts is foreseen. A registered trustee is formed when 2 or more trustees are appointed by a community of persons bound by custom, religion, kinship or nationality for religious, educational, literary, scientific, social, developmental, cultural, sporting or charitable purposes. The characteristics are as follows:  In accordance with Directives (EU) 2016/2258 and 2015/849 on the prevention of the use of the financial system for the purpose of money laundering or terrorist financing and its implementation in the Portuguese jurisdiction by Laws Nos 83/2017, 18 August and 89/2017, 21 August, all Portuguese companies are now required to comply with the disclosure obligations relating to their final beneficial owners (UBO). IVS report formats are similar to ApS in all respects. Designated Partners are responsible for all actions of an LLP, and Designated Partners must be responsible for compliance with legal and regulatory requirements. No minimum capitalization requirement. Note: Since the LLC is the most commonly used investment vehicle by foreign investors, we only discuss the LLC in detail in the following sections and can provide information on other forms of companies upon request. The document – an analogue of the registration certificate of the Danish company is the so-called “transcription”, which, in addition to the types of authorized activities and the state registration number, contains other information, such as the address of the company, the names of the general partner, director and auditor, etc. The names of the sponsors are not reproduced in this document.
In Denmark, the most popular form of company is a limited liability company (anpartsselskab or ApS in Danish). This legal form of the company is rooted in trust and “seriousness” in the national and international business world. This has to do with the amount of capital with which the company is founded. The limited liability company is incorporated with a registered capital of at least DKK 40,000, which is why investors and banks, among others, are less hesitant when it comes to financing. LLC2 is a separate and distinct legal entity. Typically, it is managed by the MC, who makes decisions on the most important matters of the LLC2 and oversees the general affairs of the LLC2. The MC consists of all shareholders (or their authorized representatives) who jointly contribute their capital to LLC2`s charter capital. The General Manager (or CEO) appointed by the MC is responsible for the day-to-day operations of LLC2. Typical documents include: (i) a list of the quota holders of the Italian company and all the information about the foreign company it wishes to set up; (ii) a notarized and, where appropriate, apostilled power of attorney granted for the benefit of the persons invited to hold the founding meeting in Italy; (iii) certification of the existence and reliability of quota holders; (iv) specific information on corporate governance; v) the Italian Tax Code of the Directors of the Italian Company and the Supervisory Authority (if any) (in this regard, please note that any director of non-Italian nationality must apply for the issuance of an Italian tax law); vi) The articles of association and the instrument of incorporation of the company, which must comply with the specific requirements of the Italian Civil Code. The following two tables illustrate the most common feature types and list the most relevant characteristics of each type. Table 1 describes the types of limited liability companies and Table 2 describes other types of legal forms, including a limited partnership. Each type of entity is described in more detail in the tables.
The 2 basic principles of this reform are the strengthening of contractual freedom and the promotion of a business-friendly environment. This reform will make it possible to adapt the legal framework to economic circumstances and to improve the coherence of Luxembourg company law and the competitiveness of the Grand Duchy of Luxembourg. Although Brazilian law provides for other types of companies, Brazilian companies usually take the form of a limited liability company (Sociedade Empresária Limitada) or a company (Sociedade Anônima). Before starting a business, it is necessary to consider the type of preferred legal entity. The choice may depend on many different factors, but the most common factors are one or more of the following: As mentioned above, each company must be registered with the Danish Economic Authority to become legally valid.