Own share in the company is the share that the company acquires in a certain way from its member. It can only be a share that is transferred from a member to the company on a specific legal basis, while it is not possible for the company to acquire its own share during its establishment.
One’s own share in the company does not give the company the right to participate in the profit, nor can the right to vote in the company’s assembly be exercised based on one’s own share.
The company is obliged to dispose of its own share within 3 years from the date of acquisition in one of the following 3 ways: a) transfer the share free of charge to the members of the company in proportion to their participation in the total capital of the company; b) dispose of one’s own share through burdensome legal work; c) to cancel its own share and carry out the procedure of reducing the basic capital.
I Interest-free acquisition of own share
In a situation where a member of a company, who has no unfulfilled obligations based on the entry of shares in the company, using his legal right to withdraw from the company without claiming compensation for his share, uses this right and submits a written statement to the company about withdrawing from the company, his share becomes the company’s own share.
II Acquisition of own share as a consequence of the exclusion of a member of the company
In the event that the assembly of the company makes a decision on the exclusion of a member of the company due to failure to fulfill the obligation to enter shares in the company, or in the event that the court makes a decision on the exclusion of a member from the company (due to causing damage to the company, intentionally or through gross negligence; due to failure to perform special duties; due to preventing business company) such member’s share in the company becomes the company’s own share.
III Acquisition of own share by purchase from a member of the company
The company can buy back its share from its member, but only if the company has established reserves intended for such a situation, or if it does not have such reserves from funds that have already been realized by selling the company’s own shares. Essentially, in this situation, it is about the resignation of a member of the company with the payment of compensation for his share.
IV Acquisition of own share by forced purchase from the heirs of a deceased member of the company
In the event that the founding act provides for the company’s right to compulsory purchase of shares from the heirs of the deceased member, the assembly of the company may make a decision within 3 months from the date of registration of the heirs of the deceased member as new members of the company, which decision would compel the purchase of the shares of new members to which way their shares would become the company’s own shares.
V Acquisition of own share as a consequence of status change
Status change implies a certain reorganization of the company in which the company is reorganized by transferring assets and liabilities to another company, while its members acquire shares in that company. If the company that transfers its assets and liabilities to the new company owns its own shares in that other company (acquiring property), as a consequence of the status change, such a share becomes the own share of the acquiring company.
