Page 77 - Albanian law on entrepreuners and companies - text with with commentary

(2) Where the general partnership has created a website, all data reported to the
National Registration Centre shall be placed on this website and be available to every
interested person.

TITLE II
LEGAL RELATIONS BETWEEN PARTNERS

Article 24
Freedom of Contract
Legal relations between partners shall be governed by the Statute. Articles 25 to
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37 only apply if the Statute does not provide otherwise.

Comments:

Freedom of contract is essential for the new Law on General Partnerships, because the
partners must be allowed to adjust the rules for their cooperation to the specific
circumstances. The ‘model partnership’ which the Law envisages is very much a joint private
activity, the relatively small social and economic impact of which does not require mandatory
legal requirements. Therefore, Article 24 declares that the provisions regarding the internal
relations of partners (Articles 25 to 37) only apply if the statute does not provide otherwise.
General Partnership law (as in the Company Law) should be mandatory only to the extent that
interests of third parties are involved (external relations). This is recognized by Articles 38 to
42.

Article 25
Contributions
(1) Initial contribution of partners may be in cash or in kind (property, rights,
labour and services). Partners’ contributions shall be equal.
(2) The partners in a general partnership shall evaluate any contribution in kind
by mutual agreement and express its value in money. If no agreement can be reached,
any partner may request the competent court to appoint by a binding decision an
evaluation expert. The partners’ or the expert’s report on the evaluation shall be
submitted to the National Registration Centre together with the other data required.

Comments:

1. Financial Structure. According to Article 6 of the Company Law and to Article 33
Business Registration Law, General Partnerships must report “the kind and value of the
contributions of the partners and their participation in the capital”. The capital may be raised

98 Correct Article reference amended by Law No. 129/2014, Article 6.
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