The General Secretariat of the Council of Ministers informs of the adoption in the Council of Ministers of the draft law creating the sole proprietorship with limited liability and overhaul of company law.

In order not to be content with the partial reforms that have made the company law difficult to apply today, this bill aims at a thorough reform of the legislation governing commercial enterprises. Let us recall that the law of public limited companies is found in half a dozen texts, obliging the lawyer and especially the entrepreneurs to juggle with texts of which they do not clearly know which one is in force.

To remedy this problem, this new bill brings together, in a single text, all the provisions that concern individual companies and commercial companies. Title III of Book 1 of the Commercial Code has been completely revised and is now entitled "From Sole Proprietorship to Limited Liability and Companies". It will constitute the sole reference for seeking the legal provision governing any point in the establishment or operation of a commercial enterprise. This represents a significant step forward for the lawyer and the entrepreneur who will simplify their research and save their time.

It should be remembered that the individual limited liability company is owned by a natural person and is an entity with legal personality and rights and obligations which form an independent asset separated from the other assets of the natural person owning the enterprise. It may carry out all civil and commercial operations, provide services or engage in any form of commercial or industrial activity. Legal entities may neither set up nor acquire enterprises of this nature. he sole proprietorship may be transformed into a company.

From now on, the company's patrimony will be distinct from that of the entrepreneur In concrete terms, the assets of the company will be the sole responsibility of its liabilities. The entrepreneur can take risks, the patrimony of his spouse who carries out a separate profession is protected. These companies receive legal status, bringing thousands of entrepreneurs out of the informal sector. At the same time, it will allow these hard-working and anonymous entrepreneurs to enter the business class, giving them recognition and dignity, while diversifying the composition of this business community.

This bill also provides for penalties for founders, chairmen, directors or managers who will not be subject to registration requirements, filing or registration in the Commercial Register or other publicity requirement. They will be punished with a fine of thirty thousand gourdes to be pronounced by the correctional court. Other penalties for offenses are also provided for.

Submitted to Parliament for ratification, this bill will enrich and modernize the Commercial Code. The law of companies and individual enterprises will truly be a tool at the service of economic actors and a factor of facilitation for the creation of companies.

HL/ HaitiLibre