The Kuwaiti Companies Law No. 1 of 2016 stipulates that the management of the joint liability company shall be taken over by one or more managers from among the partners. The company’s contract determines the method of his appointment and dismissal and the limits of his authority in management. Equal votes The managers present the matter to the partners for a decision, and it is approved by the majority of the partners.
The power of each partner in managing the joint liability company
The Kuwaiti Companies Law permits each partner to have the authority to manage the joint liability company if a director is not appointed for the company, and the company’s contract does not stipulate that the management of the joint liability company be for the partners together.
The right of any partner in the joint liability company to object to what another partner is doing
Article 45 of the Kuwaiti Companies Law grants the right for any partner in the General Partnership to object to any action carried out by another partner prior to its implementation.
Actions that the management of the joint liability company is prohibited from performing
Bypass normal management
The Kuwaiti Companies Law prohibits the manager from carrying out actions that go beyond the normal management, provided that all partners agree or an express provision in the company’s contract. This prohibition applies in particular to donations, and to selling the company’s real estate unless disposing of it falls within the company’s purposes, and also on mortgaging funds The company, the sale or mortgage of the company’s store, the borrowing, the guarantee of the debts of others, the arbitration by conciliation, and finally the conciliation and release.
Contracting with the company for his own account or for others
It is also prohibited for the manager of the company or one of its partners to contract with it for his own account or for the account of others, or to engage in an activity similar to that of the company, except with a previous permission issued by all partners in each case separately.
The right of the non-manager partners in the joint liability company to have access to its books and documents
Partners who are not managers in a joint liability company are not allowed to interfere in the management business. Nevertheless, the legislator in the Kuwaiti Companies Law gave them the right to view the company’s center by themselves or through an agent on the company’s books and documents, obtain photocopies of it, and obtain a brief statement of the company’s status. Finance, and any agreement to the contrary is void.
The right of the partner to request access to information related to the conduct of the company’s business
The Kuwaiti Companies Law grants each partner in a joint liability company the right to request from the company’s manager any information related to the company’s business progress, contracts and actions concluded with it, or its financial situation.
The company’s manager is obligated to respond to such information within a maximum period of fifteen days from the date of the company’s receipt of that request.
Responsibility of managing the joint liability company
The director of the joint liability company shall be asked, in accordance with the provisions of the Kuwaiti Companies Law, about the harm that befalls the company, partners, or third parties due to the errors committed by him in management, or because he performs acts that violate the provisions of the law or the company’s contract, and any condition to the contrary shall be considered void.
Dismissal of the director of the solidarity company
The legislator stipulated in Article 50 of the Kuwaiti Companies Law to dismiss the director of the joint liability company that the majority needed to amend the company’s contract must be available. However, any manager may be dismissed by a court ruling at the request of one of the partners if there are reasons that justify the dismissal.
The Companies Law requires the dismissal of the director and the appointment of the new director.
In all cases, the shares of the manager required to be dismissed do not fall within the quorum necessary for the decision to dismiss. If the manager’s shares amount to half or more of the company’s capital, he is not dismissed except by a court ruling.
Inviting the partners to a meeting in the partnership company
The meeting of the partners is held at the invitation of the company’s manager or at the request of the partners who have the necessary quorum to take the decision required to be included on the agenda.
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