Based on the Decision determining the Decision on the increase of the share capital of the company OPU-IP number: 4-634/2023 dated August 22nd, 2023, the Municipal Court in Orašje issued a Resolution on changes in data number: 025-0-Reg-23-000 15 dated October 5th, 2023, through which a new member joined the limited liability company, and based on which the company’s capital was increased to 9.427.607,38 KM.
Against this decision in the legal matter of registering the increase in share capital and the accession of a new member, appeals were filed by interested parties (members of the company), which resulted in the Cantonal Court in Odžak issuing a Resolution, number: 02 0 Reg 002008 23 P dated November 14, 2023, rejecting the appeals of interested parties and confirming the Resolution on changes in data number: 025-0-Reg-23-000 15 dated October 5th, 2023.
This law firm successfully represented the majority owner of the company (i) in the decision-making process at the General Assembly regarding the increase of the share capital and the accession of a new member to the company, and (ii) in the process of implementing and registering these decisions with the relevant Commercial Court Registry.
In this specific case, the majority owner, in accordance with the law and the company’s Articles of Association, made a decision at the General Assembly of the company, based on which the existing member with a 51,001% stake in the share capital of the company increased their existing contribution with a new cash contribution of 1.200.000,00 EUR. The decision also included an increase in the share capital for a new cash contribution of 2.000.000,00 EUR by the accession of a new member – a foreign company. In this regard, it was proposed that the General Assembly adopt a decision on the increase of the share capital with a new cash contribution of 1.200.000,00 EUR and a decision on the increase of the share capital for a new cash contribution of 2.000.000,00 EUR by the accession of a new member – a foreign company, to be paid by the existing member with a 51.001% stake in the share capital of the company or by the new member – the foreign company joining the company if other members of the company do not exercise their legal and statutory right to contribute new capital in proportion to their current stakes within 30 days from the date of adopting this decision.
The modality of regulating the member relations depends on the ratio of business shares of the company members, the number of company members, and whether the members simultaneously perform managerial functions within the company. It is crucial to define in detail the rights and obligations of each company member to minimize potential issues related to making important decisions.
If you need legal advice in Sarajevo on the topic of increasing share capital in a limited liability company in Bosnia and Herzegovina – Decision-Making at the General Assembly of a Limited Liability Company in Bosnia and Herzegovina as an individual, company, member of a company, director, or founder, or if you need a corporate lawyer for your company or business idea, you are in the right place. You can contact our Corporate lawyers directly via phone (+387 62 342 463), WhatsApp, Viber, or email (rasid@haracic.ba).
