The general partnership needs at least two shareholders. The advantage of at least two people is that the partners are obliged to participate in the decisions of the company without one imposing itself on the other. This type of company is ideal for professional companies as well as for holding companies that represent several subsidiaries. Or, in the case where there are a large number of partners and the mention makes them all a very long name in the name of the company, it can be replaced by the words “and company” or equivalent. for violation of the legal provisions on the statutes; Article 38 Each member has the right to separate if, contrary to his vote, the appointment of a director is the responsibility of a person outside the company. The following acronym S. en N.C. (company in the collective name) must be added to the legal name of the company in the collective name. Las S. in North Carolina It is the one who determines only under this name of company the mode of participation of the partners.
In the case of partnerships, no member may grant a foreign national a stake in the partnership if he renounces it, unless he consults them and is approved by the other partners. · This can be one or more directors, partners, or people outside the organization. On the other hand, Article 59 adds the following: “The limited liability company. As can be seen, in this society there must be great trust between the partners, because the responsibility they share is very broad, so Rangel and Sanrromán comment that, as this represents a great risk for the partners, these companies no longer operate in practice (2007), although the requirements of their incorporation are usual for each company. The start of an activity by the company under a general name means that the partners must respond in a solidary, unlimited and subsidiary manner to the tax obligations of the company. Therefore, the partners must react with their own assets to the obligations contracted by the company if it cannot meet them. The involvement of industrial partners is of great importance because they are sometimes the ones who have the knowledge, skills and competences to carry out the tasks that enable society to generate income and create wealth. Therefore, they have the right to share in the profits, profits or achievements made by the company, even if their contribution was not monetary. In this type of modality we also have limited liability companies, very typical of the creation of small and medium-sized enterprises, SMEs, in Mexico. This type of commercial company has these two particularities: · Appoint the liquidators of the company, indicating their powers.
The company in the collective name is identified by the acronym S in NC and is usually an old and family business. Due to unlimited liability, which represents a great risk for investors, it is a company that is becoming increasingly rare in practice. Capitalist partners are those who contribute their capital to a commercial enterprise in order to share in future profits. That is, they are the ones who participate by providing the financial resources necessary for the operation of the company. In the event of a breach, the company may exclude the infringer, deprive him of the corresponding benefits and claim the amount of damages. With regard to subsidiary liability, this means that if the capital of the company is not liable indefinitely for all the social debts of all general partners who are personally and jointly and severally liable between them and the subsidiary towards the company. One of the disadvantages of this type of partnership is that its partners cannot participate in another venture without the approval of the rest of the partners. According to article 29 of the LGSM, the entry or separation of a partner does not preclude the maintenance of the same corporate name until then; However, if the name of the separating partner appears in the name of the corporation, the word “successor” must be added. Article 25 of the General Law on Commercial Companies (LGSM) defines that the company in the collective name: “It is the one that exists under a corporate name and in which all the partners of a subsidiary, unlimited and meet jointly and severally the social obligations.
” Article 32 In the articles of association, it may be agreed that in the event of the death of one of the partners, the partnership with their heirs continues. Commercial company of a personalist nature, in which all the partners undertake in a general name and under the same company name to participate in the same rights and obligations in the proportion determined by them and to meet the social debts on a subsidiary, personal and joint and several basis. It is a very characteristic situation of this company that the fact of participating in meetings by the vote of the partner, regardless of the capital he has subscribed, in this context, article 46 of the LGSM stipulates: “The partners will also decide by the vote of the majority of them. However, it may be agreed in the statutes that the majority shall be calculated on the basis of quantities; But if one partner represents the greatest interest, the voice of another will also be needed. This is called a partnership because the vote is calculated per person, regardless of the capital contributed. The process of drafting the articles of association and the information that the partners note on them is common to the vast majority of Mexican commercial companies. It is important to define the basic elements of this company, as this will make the definition clearer: it can be operated by one or more directors, whether they are partners or people outside the company. In addition, there is the figure of the auditor who oversees the actions of directors. If the corporate name in the corporate name served another person whose rights and obligations were transferred to the new one, the word “successor” must be added to the corporate name. According to LGSM, this type of company must hold two general meetings, one ordinary and the other extraordinary.
The shareholders form the first decision-making body of the company. Among the decisions taken by all the partners are those relating to the incorporation of the company (name of the company, appointment of directors to manage the company, capital contributed, duration and other agreements), subsequent changes in these aspects, as well as the sanction of the work of the officers or directors. Also because of its responsibilities and the trust that must exist between the partners, the LGSM provides that, unless otherwise agreed, in this type of company, the consent of all the partners is required to transfer the rights to accept new members (LGSM, art. 31), to amend the articles of association (LGSM, art. 34) and to authorize a shareholder to carry on his own activity of the same type as the company (LGSM, 35). The fact that decisions must be taken unanimously effectively makes the corporation impracticable in the collective name. The general meeting is the largest administrative body of the company under the collective name. It is formed by all shareholders and is preceded by the chairman of the annual general meeting. With regard to the management of the company, as in all cases, “it corresponds to the directors authorized to carry out all the operations related to the corporate purpose” (García, 2009: 190) · This type of company is usually run by its own members due to its characteristics.