Page 278 - Albanian law on entrepreuners and companies - text with with commentary

amount unpaid together with any interest which may have accrued. The notice shall name the
place where payment is to be made and shall state that if the notice is not complied with the
legal consequences will be as provided by Article 124 (2) and (3) of the Law.
(6) If the payment is not carried out within the deadline required by Article 124 (3), the share in
respect of which the notice was given may be withdrawn by a resolution of the Directors and the
withdrawal shall include all dividends or other moneys payable in respect of the withdrawn
shares and not paid before the withdrawal.
(7) The withdrawal of the share will lead to a capital reduction in accordance with Article 186
of the Law.
(8) A person any of whose shares have been withdrawn shall cease to be a shareholder in
respect of them but will remain liable to the company for all contributions which at the date of
withdrawal were presently payable by him/her to the company in respect of those shares with
interest at the rate at which interest was payable on those contributions before the withdrawal.

Article 7: Types of Shares, Bonds, Rights and Restrictions
(1) Subject to the provisions of the Law and without prejudice to any rights attached to any
existing shares, any share may be issued with such rights or restrictions as the General Meeting
by qualified resolution as of Article 145 determines.
(2) The General Meeting may determine by the same qualified resolution to issue bonds the
holders of which are guaranteed the right to conversion into shares or the pre-emption right in
relation to shares (convertible bonds) and bonds connecting the rights of their holders to a
shareholders' profit share (profit sharing bonds).

Article 8: Share Certificates
Every shareholder, upon becoming the holder of any shares shall be entitled, on payment of a
sum to be determined by the General Meeting but not above …………… (insert reasonable
sum), to one certificate for all the shares of each class held by him/her. The company shall not
be bound to issue more than one certificate for shares held jointly by several persons and
delivery of a certificate to the representative of the joint holders as of Article 121 (1) of the Law
shall be a sufficient delivery to all of them. The joint owners shall be listed on the share
certificate. Article 117 (2) applies.

Article 9: Share Registry
Founding shareholder …………….. (name) is responsible for setting up the share registry and
ensuring that it functions in accordance with Article 119 of the Law until the Board of Directors
will nominate the first Managing Director in charge of keeping the share registry.

Article 10: Contractual Transfer of Shares
(1) The contract of transfer of a share shall be in writing and with such formalities as the
Managing Director in charge of the company’s share registry may determine and shall be

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