SCI (Real Estate Company) information
The partners organize the functioning of the SCI in the statutes.
The SCI is represented by one or more managers appointed by the partners or in the articles of association. The latter determine the number of managers, whether they are partners or not, whether they can be legal entities, etc.
Note: the appointment and termination of a manager is published in a legal gazette, in the RCS and in the BODACC.
The manager can perform all the management acts necessary for the company, unless the articles of association limit his powers. However, these clauses are not enforceable against persons outside the company.
The associates take collective decisions in assemblies or sometimes by written consultation. It is necessary to hold at least one meeting per year.
The articles of association set the rules for convening, holding and voting at the meetings. They also determine the number of votes of each partner. However, it is not possible to deprive a partner of votes. Frequently, the number of votes is proportional to the shares held by the partner.
If the articles of association do not set a majority for collective decisions, they must be taken unanimously by the partners. However, the manager is appointed or dismissed by a majority of the shares. It is thus very useful to define the rules of decision making within theassembly.
The decisions of the associates are recorded in minutes, kept in a special register at the company's headquarters.
The decisions involving the modification of the articles of association, the appointment or the end of the functions of a manager are published in a newspaper of legal announcements. They give rise to the modification of the RCS and are inserted in the BODACC.