The supreme decision making entity is the general meeting of shareholders, who annually receives a report of all the company’s operations, decides on the distribution of dividends and also approves the report print- ed by the management.
SIMPLIFIED CORPORATION
The Simplified Corporation or SAS is a limited liability company formed by two or more partners whose loss- es with respect to the company’s activities are limited to their contributions. Capital and Transfer Provisions: The capital of a simplified corporation is divided into shares, which only can be issued in registered form. The minimum authorized capital requirement is RD$3,000,000.00 and at least 10% of such amount needs to be subscribed and paid in. Administration and Supervision: The partners may, by means of the bylaws, freely determine the organization- al structure of the company, which can be managed and directed by a board of directors or by one or more di- rectors. Also, a simplified corporation does not require the supervision of a vigilance officer, unless it issues private debt.
LIMITED LIABILITY COMPANIES (SRL)
A limited liability company is the entity formed by a minimum of two and a maximum of 50 partners, none of whom may have personal responsibility for company debts. This form of commercial organization is used for medium-sized businesses and closed capital entities. Capital and Transfer Provisions: The social capital of an SRL is divided into equal parts denominated corporate quotas or units, which cannot be represented by negotiable shares or have a nominal value below RD$100.00. The minimum corporate capital of an SRL is RD$100,000.00. Quotas or units are freely transferable by succession or in case of liquidation of the assets of a marriage and are freely transferable between family members. The assignment of corporate units to third parties requires the consent of three fourths of the partners, apart from other conditions and formalities. Administration, Supervision, and Decision Making: The administration is in charge of one or several manag- ers, who must be individuals and who are individually equipped with the broadest powers to act in the name of the company under any circumstances. The designation of a vigilance officer is not necessary, but the fi- nancial statements of the company must be audited.