Shareholders and Shareholders' Meetins
Since there are no nationality or domicile requirements, all shareholders may be national or foreign residents, whether individuals or corporate entities. Exceptions are made in specific fields, such as ground transportation companies and national air transport.
Shareholders' liability is limited to the capital they have paid-in.
Shareholders meetings must take place in Uruguay and may be either regular(ordinary) or extraordinary.
Regular shareholders meetings must be called at least once a year, within four months from the end of the fiscal year, to consider along other matters, balance sheets, and the appointment of directors.
Extraordinary shareholders meetings are empowered to decide any other matters.
Regular and extraordinary meetings shall be held when called by the directors or statutory auditors or by shareholders representing 20% of paid-in capital, unless by-laws provide for a smaller percentage.
Shareholders may be represented at any meeting by proxy. Exception is made to directors, managers, statutory auditors and employees of the company, who may not represent shareholders by any means.
The shareholders meetings minutes, as well as Board resolutions, must be transcribed in the corporate ledgers. In certain cases, copies of the minutes must be filed with the Internal Auditing Burear(e.g., when by-laws amendments are decided, etc).
All shareholders with conflict of intersts with respect to those of the corporation have a duty to abstain from voting in any such matter.