Page 283 - Albanian law on entrepreuners and companies - text with with commentary
P. 283

no.  3,  155  (2)  of  the  Law.  The  nominations  shall be  individually  the  subject  of  an ordinary
            resolution  which,  if  passed  leads  to  the  election  of  the  nominated  person  as  member  of  the
            Board of Directors. The Board members may be dismissed at any time by the General Meeting
            but without prejudice to any rights held under an employment contract with the company.
            (2) The majority of the Board shall be independent and non-Managing Directors in accordance
            with Article 155 (1) and (4) of the Law.
            (3) The Directors may appoint a person who is willing to act to be a Director, either to fill a
            vacancy or as an additional Director, provided that the appointment does not cause the number
            of  Directors  to  exceed  the  number  mentioned  in  the  previous  paragraph.  A  Director  so
            appointed shall hold office only until the next following annual General Meeting.
            (4) The  following persons are nominated the first Board Members until  election by the  first
            ordinary General Meeting in accordance with Article 135 (2) no. 3 of the Law:
            (Identification data):
            -
            -
            -
            …

            Article 19: Nomination of Managing Directors
            (1) The Board of Directors must appoint one or more natural persons to be Managing Directors
            and representatives of the company for three years in accordance with Article 158 of the Law.
            The  nominations  shall be  individually  the  subject  of  an ordinary  resolution  which,  if  passed
            leads to the election of the nominated person as Managing Director. The Managing Director
            may be dismissed at any time by the Board but without prejudice to any rights held under an
            employment contract with the company.
             (2) Members of the Board may be nominated Managing Directors as long as the majority of the
            Board continues to be composed of independent non-managing Directors.
            (3) The following persons are nominated the first Managing Directors until appointment by the
            first Board of Directors elected by the first ordinary General Meeting in accordance with Article
            135 (2) no. 3 of the Law
            (Identification data and specimen of signature):
            -
            -
            -
            …

            Article 20: Powers of the Board and its Committees
            (1) The Board of Directors instructs the Managing Directors with respect to the implementation
            of business policies and controls their compliance with the law and the Statute. The supervisory
            duties of the Board established by Article 154 (1) numbers 2 to 10 and 13 and by Article 154 (2)
            may not be delegated to Managing Directors.

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