We the Italians March 21, 2016 - 77 - Page 71

st # 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) WE THE ITALIANS | 71 www.wetheitalians.com