Public Limited Corporation Case Study

Chaymae Essaid
February 2, 2016

Public Limited Corporation (La société anonyme)

The public company is a business company by its form with any possible purpose. It is made for the large companies and the associates, called shareholders, which are responsible for the social debts only concerning the amount of their contributions. The legal characteristics of the company is very marked, its operation is narrowly regulated by law 17/95 of the 8/30/96 published in the B.O. n° 4422 of the 10/17/96.
The S.A. must involve an appropriate number of shareholders enabling them to achieve their objectives and to ensure their management and control, without this number being lower than five (5). Representing the authorized capital can take the registered
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- The chairman represents the company, and applies the top management. - Between shareholders, the articles of the association can limit the power of management team. The prohibited decisions should be authorized by a general meeting. The administrators and the chairman are held responsible for their management errors, as well as the transgressions of the law.
Anticipated dissolution is decided by the general meeting (Assemblée Générale Extraordinaire) in the following cases:
- If the net cash position becomes lower than the quarter (1/4) of the capital, the general meeting (A.G.E) must gather within the following 3 months the approval of the accounts to decide, if it is necessary, to pronounce the dissolution.
- If the capital is lower than the legal amount a capital growth must be followed within time 1 year.
- If the number of shareholders has reduced, less than 5 for 1 year. The court can always grant a maximum 6 months delay to correct the
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If it includes more than 50 associated, it will have a 2 years deadline to transform itself into an S.A.
The authorized capital must be of 100,000 MAD at least. It is divided into equal shares, whose par value cannot be less than 100 MAD. In case of a decrease in the capital (less than minimum legal amount), the private limited company must, within one year, either to increase its capital with this minimum, or to transform itself into a general partnership.
The responsibility of the shareholders is limited, they are held responsible for the value allocated to the contributions when there was no registrar to the contributions or when the value selected is different from the one proposed at the registrar.
The limited private company is managed by one or more individuals. The managers can be selected outside the associates setting. Their nomination and the duration of their work are fixed by the associates (shareholders).
- The manager is held responsible for his management errors.
- Conventions that happen between the manager and the company must be authorized in the general meeting of the

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