Step | Action | Documentation | Signatures? | Timing | Originals? | Notarization/ Certification? |
Waiver of Step? |
Miscellaneous |
---|---|---|---|---|---|---|---|---|
1 |
Convening of the GM. |
Convening notice. |
Yes, to be signed by the General Manager. |
At least 21 calendar days prior to the GM. |
No. |
No. |
Yes, if approved by all Shareholders. |
Notice to be sent to the Shareholders. |
2 |
GM. |
GM Minutes/ Shareholders Resolution. |
Yes, to be signed by the Shareholders’ representatives. |
At the date stipulated at the convening notice (unless waived, cf. Step 1). |
Yes. |
No. |
Yes, and a physical meeting is always needed (unless the AoA provides otherwise). |
|
3 |
Amending the AoA. |
Amendment deed of the AoA. |
Yes, to be signed by the Shareholders’ authorized signatories. |
Within 30 calendar days of the GM. |
Yes, original hard copies are needed. |
Yes, the amendment deed is to be notarized by the Ministry of Justice. |
No. |
The amended AoA is to be notarized and a copy will be kept with the Ministry of Justice. There are no further steps required to update or file the amended AoA with the Commercial Register. |
1
Step 1
|
2
Step 2
|
3
Step 3
|
|||
0-51 days** *However, less than 21 days possible if Step 1 is waived. **The possible need for a physical meeting may take additional time. |
Step | Action | Documentation | Signatures? | Timing | Originals? | Notarization/ Certification? |
Waiver of Step? |
Miscellaneous |
---|---|---|---|---|---|---|---|---|
1 |
Convening of the GM. |
Convening notice. |
Yes, to be signed by the General Manager. |
At least 21 calendar days prior to the GM. |
No. |
No. |
Yes, if approved by all Shareholders. |
Notice to be sent to the Shareholders. |
2 |
GM. |
GM Minutes/ Shareholders Resolution. |
Yes, to be signed by the Shareholders’ representatives. |
At the date stipulated at the convening notice (unless waived, cf. Step 1). |
Yes. |
No. |
Yes, and a physical meeting is always needed (unless the AoA provides otherwise). |
|
3 |
Amending the AoA. |
Amendment deed of the AoA. |
Yes, to be signed by the Shareholders’ authorized signatories. |
Within 30 calendar days of the GM. |
Yes, original hard copies are needed. |
Yes, the amendment deed is to be notarized by the Ministry of Justice. |
No. |
The amended AoA is to be notarized and a copy will be kept with the Ministry of Justice. There are no further steps required to update or file the amended AoA with the Commercial Register. |
1
Step 1
|
2
Step 2
|
3
Step 3
|
|||
0-51 days** *However, less than 21 days possible if Step 1 is waived. **The possible need for a physical meeting may take additional time. |
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