{"id":6162,"date":"2017-02-15T15:50:28","date_gmt":"2017-02-15T07:50:28","guid":{"rendered":"http:\/\/chinggislaw.com\/?p=6162"},"modified":"2021-09-14T18:45:11","modified_gmt":"2021-09-14T10:45:11","slug":"company-law-of-mongolia-2011-2","status":"publish","type":"post","link":"https:\/\/chinggislaw.com\/?p=6162&lang=en","title":{"rendered":"Company Law of Mongolia (2011)"},"content":{"rendered":"

Application of the Company Law <\/strong><\/p>\n

All companies operating in Mongolia must comply with the Company Law.<\/p>\n

Formation and activities of companies operating in banking, insurance and securities sectors are regulated by other laws in addition to this law.<\/p>\n

Forms of companies <\/strong><\/p>\n

A company may take a form of a limited liability company and a stock company. The stock company may either be public or closed.<\/p>\n

Branch or Representative Office <\/strong><\/p>\n

A company\u2019s branch (or a unit) will be located in a place different to the company\u2019s principal location and may exercise company functions in whole or in part, and may represent the company.<\/p>\n

A company\u2019s representative office may enter into agreements on behalf of the company and also legally represent the company.<\/p>\n

Founding of a company and Shares <\/strong><\/p>\n

A company may be founded by Mongolian national\/s and legal entity\/s. Subject to a law, foreign national\/s and legal entity\/s may found a company. Issued shares of a company may be held by Mongolian citizens, and legal entities and also foreign citizens and legal entities.<\/p>\n

Company dissolution and Claims\u00a0 <\/strong><\/p>\n

Company may be dissolved by a decision of its shareholders and by a court ruling. The company dissolution is resolved by an overwhelming majority of its shareholders. A court may dissolve a company for bankruptcy, absence of membership, and other legal grounds.<\/p>\n

The Financial regulatory committee of Mongolia may lodge a lawsuit for company dissolution.<\/p>\n

Debts and payments to be made by a dissolving company are regulated by the Civil Code of Mongolia, this law and other relevant laws. Claims may be brought against the dissolving company within 2-6 months of the dissolution notice made to the public.<\/p>\n

Corporate bonds<\/strong><\/p>\n

A company may, subject to providing a security over its assets, issue bonds upon a condition to pay interests and\/or buy back the bonds.\u00a0 Corporate bonds may be guaranteed by another company subject to a specific guarantee.<\/p>\n

Unless a company charter provides otherwise, a purchaser may pay for the issued securities of the company by cash, securities, properties and rights to properties.<\/p>\n

Shareholder meetings<\/strong><\/p>\n

A regular shareholder meeting<\/strong> must be held within 4 months<\/u> of the end of a financial year. Unless the regular shareholder meeting convenes within this time period, the Board of Directors and the Executive management of a company cannot exercise any authority vested by this law and the company charter except for convening a shareholder meeting. A company fully bears the costs of regular shareholder meetings. A shareholder meeting must convene within no less than 40 days after making the decision to convene the shareholder meeting.<\/p>\n

Irregular shareholder meeting<\/strong> is held when:<\/p>\n