Lawsuits against managers

Article 72. Lawsuits against managers

bookkeeping-vinasc31. Members of the company shall, single-handedly or on behalf of the company, file liability or civil lawsuits against the President of the Member assembly, Director/General Director, legal representative, and other managers that commit violations against the manager’s duties in the following cases:

a) The violations mentioned in Article 71 of this Law;

b) Failure to adhere to or acts against regulations of law or the company’s charter on given rights and obligations; failure to implement or adequately, promptly implement Resolutions of the Board of members;

c) Other cases defined by law and the company’s charter.

2. Procedures for filing lawsuits shall comply with regulations of law on civil proceedings.

3. The proceeding costs when a member file a lawsuits on behalf of the company shall be included in the company’s expense, unless such lawsuit is denied.

Section 2: SINGLE-MEMBER LIMITED LIABILITY COMPANY

Article 73. Single-member limited liability company

1. A single-member limited liability company is a enterprise under the ownership of an organization or individual (hereinafter referred to as the company’s owner; the company’s owner is liable for the company’s debts and other liabilities up to the company’s charter capital.

2. A single-member limited liability company has its legal status from the issuance date of the Certificate of Business registration.

3. Single-member limited liability companies must not issue shares.

Article 74. Capital contribution to the company’s establishment

bookkeeping-vinasc11. Charter capital of a single-member limited liability company on the business registration date is total value of assets promised to be contributed by the owner, which is written in the company’s charter.

2. A owner shall make contributions in accordance with the commitment upon enterprise registration within 90 days from the issuance date of the Certificate of Business registration in terms of value and types of assets.

3. If sufficient charter capital is not fully contributed by the deadline mentioned in Clause 2 of this Article, the owner shall register a change to the charter capital within 30 days from the deadline for fully contributing charter capital. In this case, the owner shall take responsibility up to the value of promised capital contribution for the company’s financial obligations incurred before the change to charter capital is registered.

4. The owner, with his/her entire property, shall take responsibility for the company’s financial obligations, the damage caused by failure to contribute capital, or failure to fully and punctually contribute capital.