Sole Shareholder Company: project it is capital is wholly owned by one person, whether natural or legal, and the owner of the company is only asked about its obligations by the amount of capital allocated to it.
Prior to the emergence of the idea of Sole Shareholder Company, the company owned by one person was considered an individual company, and its owner is fully responsible for all of its obligations, so the owner is required to pay the losses from his own funds if the losses exceed the company’s capital.
In order to avoid obligations from private funds in case of loss, investors usually resorted to Associate a limited liability companies. But companies with limited liability their minimum owners may not be less than two, at the event of emergence of Sole Shareholder Company, it is possible to associate a monetary company owned by one person only, this person is liable for any obligations except within the limits of its capital.
In this article, we will review the rules of the Association of Sole Shareholder Company in Kuwait in accordance with Kuwait Companies Act No. 1 of 2016.
The registration of the company’s address, its trade name and its capital attached with the phrase (Sole Shareholder Company) or (SPLC) with all papers and publications used in its work and contracts made with others.
Association Contract and Statute
Sole Shareholder Company has a statute according to the model prepared by the Ministry of Commerce and Industry, which must include the following data:
- Company Name and Address.
- Equity interests owner name, title and nationality.
- The company’s main location.
- Duration, if any.
- The purposes for which the company was established.
- Company’s capital Amount, number of shares cash or in kind.
- The names of those entrusted with management by the owner of the capital, if any.
- Winding up of company.
The capital of Sole Shareholder Company shall be divided into equally indivisible shares. It may include in-kind shares. Capital shall be sufficient and paid in full for the purposes of the company. In case of multiple owners of capital shares, the company shall become a limited liability company, in case of sale, gift, inheritance, etc.
Capital shares may be mortgaged, sold and reserved, then in the event of sale of part of these shares, the one person’s company is legally converted into a limited liability company, from the date of notation by the auction berth, and the auction berth announcement shall be published and declared in any case.
Company’s capital owner has the right to administer the company, appoint one or more directors for the aforesaid company to be liable for its management, represent the company before the judiciary and others, and any decision to appoint the director is effective only after its registration in the commercial register.
Termination and desolation of the company
Sole Shareholder Company is dissolved and its legal personality become terminated by the death of the owner of the company, unless the company comes to one inheritance or the heirs choose to be stable in the same legal statues, also to be terminated in the event of the legal person death as the owner of the company’s capital.
Corporate Founder’s Liability
The founder of Sole Shareholder Company shall be asked in all his or her funds if he or she has liquidated the company or ceased his or her activity before the expiration of its duration or for the purpose of its establishment, also if he or she has not separated between his or her finances and the company’s patrimony.
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