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# 77 MARCH 21 , 2016
racter.
The shareholders are not personally liable for the company’s debts, even
if they have acted in the name and on
behalf of the company.
To make the most of the flexibility that
characterises an “s.r.l.” and so allow the
shareholders to mould the company for
the achievement of their own specific
objectives, it is fundamental to prepare
the correct memorandum and articles of
association, with the constant help of the
notary.
In a limited liability company the articles
of association must be drawn up by a
notary who lodges them with the Registrar of Companies: only following only
following registration with the competent Company Registry can the limited
liability company be said to have actually come into existence.
Extreme flexibility also marks the rules
on corporate governance: an “s.r.l.” may
have a sole director, a board of directors,
or even forms of joint administration
(where the directors must act, in fact,
jointly) or separate administration (where any director can operate on his own)
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