Page 302 - Albanian law on entrepreuners and companies - text with with commentary

Article 30: Remuneration and Expenses of Managing Directors and Supervisory Board
Members
(1) Managing Directors and Members of the Supervisory Board shall be entitled to
remuneration based on the scheme established by the Supervisory Board and approved by
ordinary resolution of the General Meeting in accordance with Article 160 (1) of the Law.
(2) The individual benefits shall be established by the Supervisory Board. They must
adequately reflect the duties of Managing Directors and Supervisory Board Members with
respect to the scheme referred to in Paragraph 1 and to the financial situation of the
company.
(3) If so approved by the General Meeting, the Supervisory Board may provide benefits,
whether by the payment of gratuities or pensions or by insurance or otherwise, for any
Managing Director or Supervisory Board member who has held but no longer holds any
office or employment with the company or with anybody corporate which is or has been a
subsidiary of the company or a predecessor in business of the company or of any such
subsidiary, and for any member of his/her family (including a spouse and a former spouse)
or any person who is or was dependent on him/her, and may (as well before as after he/she
ceases to hold such office or employment) contribute to any fund and pay premiums for the
purchase or provision of any such benefit.
(4) The Managing Directors and Members of the Supervisory Board may be paid all
traveling, hotel, and other expenses properly incurred by them in connection with the
discharge of their duties.

Article 31: Special Investigation and Supervision
Any person(s) qualified to request the nomination or replacement of a special auditor under
Article 150 of the Law or to request the Supervisory Board to perform its duties in special
cases under Articles 166 (2), 165 shall do so by filing a document, certified notarially that
he/she (they) is/are qualified to take the relevant course of action and deposit it at the
registered seat of the company.

Title VI
Dividends and Capitalization of Profits

Article 32: Dividends
(1) Subject to the provisions of the Law, the company may by qualified resolution declare
dividends in accordance with the respective rights of the shareholders.
(2) Except as otherwise provided by the rights attached to shares, all dividends shall be
declared and paid according to the amounts paid up on the shares on which the dividend is
paid. All dividends shall be apportioned and paid proportionately to the amounts paid up on
the shares during any portion or portions of the period in respect of which the dividend is
paid; but, if any share is issued on terms providing that it shall rank for dividend as from a
particular date, that share shall rank for dividend accordingly.

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