Corporation (Sociedad Anónima or SA)

• 2 or more shareholders
• Board of directors, which must have at least 1 member with no maximum number requirement (at least 3 directors and 1 alternative director in case the company's capital stock exceeds ARS50 million)

Single-Shareholder Corporation (Sociedad Anónima Unipersonal or SAU)

• 1 shareholder
• Board of directors, which must have at least 1 member with no maximum number requirement (at least 3 directors and 1 alternative director in case the company's capital stock exceeds ARS50 million)

Simplified Corporation (Sociedad por Acciones Simplificada or SAS)

• 1 or more shareholders
• The managers must be individuals, who may be appointed for an indefinite period

Limited Liability Company (Sociedad de Responsabilidad Limitada or SRL)

• 2 or more members (within a maximum of 50 members)
• The local management is maintained by a single manager, several managers with full powers who may act individually, or a board of managers acting by majority. Managers may be appointed for an indefinite term

Branch

Not applicable – this is subject to the requirements of the foreign company's place of incorporation.

Proprietary company

There must be a minimum of 1 shareholder and a maximum of 50 shareholders, not including employee shareholders. For directors, there must be at least 1 director who must ordinarily reside in Australia.

Public company

There must be a minimum of 1 shareholder, and there is no maximum number. For directors, there must be at least 3 directors, at least 2 of whom must ordinarily reside in Australia.

Stock corporation (AG)

There must be a minimum of 1 shareholder, and there is no maximum number. For members of the management board, the minimum number is 1, and there is no maximum number.

Limited liability company (GmbH)

There must be a minimum of 1 shareholder, and there is no maximum number. For members of the supervisory board, the minimum number is 3; there must be at least 1 managing director.

With Limited Liability (WLL)

At least one director. No minimum and maximum number of shareholders.

Closed Shareholding Company (BSC(c))

A minimum of three directors. A minimum of two shareholders.

Foreign Branch (Branch)

At least one director to be appointed by the parent company.

Public limited company (société anonyme/naamloze vennootschap)

In the event a monistic board structure is chosen and the public limited company has less than 3 shareholders, the board of directors can be composed of only 2 directors, and, if more than 2 shareholders, at least 3 directors. If so provided for in the articles of association, the public limited company can also have a sole director. The sole director must be a public limited company with a collegial board when:

• The public limited company with the sole director is listed or
• When a legal provision requires a collegial board

In the event of a dualistic board structure, both the board of supervision and the executive board must consist of at least 3 members who cannot be members of the board of supervision and the executive board at the same time.

Can be incorporated by only 1 shareholder.

Limited company (société à responsabilité limitée/besloten vennootschap) 

Managed by 1 or more directors.

Can be incorporated by only 1 shareholder.

Belgian branch office of a foreign company

A Belgian branch office has no directors. At least 1 legal representative should be appointed. There are no shareholders of a Belgian branch office.

Limited liability company (Sociedade Limitada)

There must be a minimum of one quotaholder, and no maximum number of quotaholders. For managers, the minimum number is one.

Corporation (Sociedade Anônima)

There must be a minimum of two shareholders, and no maximum number. Exception is made to the incorporation of a whole owned subsidiary (sole shareholder company) provided that the incorporation must be made through a public deed and the sole shareholder must be a Brazilian company. For directors, if any, the minimum number is three, while there is no maximum number. For officers, the minimum number is two, and there is no maximum number.

Note: As mentioned above, the solely-owned business form named Empresa Individual de Responsabilidade Limitada (EIRELI), which required a minimum initial capital stock of equivalent to 100 times the highest minimum wage in force in Brazil to be paid in on the incorporation date, became extinct and the existing EIRELIs were transformed into solely-owned Sociedades Limitadas.

Corporate subsidiary (Corporation form rather than flow-through form) 

There must be a minimum of 1 shareholder. There is no maximum number fordirectors, generally the minimum number is 1 for non-public companies, while there is no maximum number. There may be a required minimum number of directors (ie, more than one, typically 3) for public companies federally and in many provinces and territories.

At least 3 directors for private corporations and simplified corporations by shares.

The board of public corporations must be composed of at least 5 directors. Public corporations that are required to have a special board committee and must also appoint at least 1 independent director must have a board of 7 directors.

There must be a minimum of 1 shareholder and a maximum of 50 shareholders for an LLC. For directors of a board of an LLC, the minimum number is 3 and the maximum number is 13. Or, if a company has an executive director instead of the board of directors, only 1 executive director is allowed.

General partnership (Sociedad Colectiva)

There must be a minimum of 2 partners, and no maximum number. Partners are directors of the company, unless they unanimously designate a third person.

Limited partnership (Sociedad en Comandita Simple y por Acciones)

There must be a minimum of 1 managing partner and 1 limited partner. In case of a share limited partnership, there must be at least 5 share limited partners.

Limited liability company (Sociedad de Responsabilidad Limitada)

A minimum of 2 partners and a maximum of 25.

Corporation (Sociedad Anónima)

There must be a minimum of 5 shareholders with no maximum number.

Simplified stock company (Sociedad por Acciones Simplificada)

There must be a minimum of 1 shareholder with no maximum number.

Limited liability company

There must be a minimum of one shareholder, no maximum number and at least one managing director.

Joint stock company

There must be a minimum of one shareholder and no maximum number. For members of the management board, the minimum number is one, while there is no maximum number.

Limited liability company (Kapitalselskab)

Only 1 shareholder is mandatory and there is no maximum of shareholders.

The executive board may consist of minimum 1 person and there is no maximum.

A public limited company needs to have either a board of directors or a supervisory board. In both cases, the board must consist of at least 3 members.

JSC

Minimum of 3 shareholders and no maximum is required.

Minimum of 3 board members.

LLC

• Minimum of 2 quotaholders and a maximum of 50.
• If number of quotaholders is more than 10, control must be entrusted to a BoC, consisting of at least 3 quotaholders (non-managers).
• Minimum 1 manager.

OPC 

• Wholly owned by 1 person; can be a natural or juridical person.
• Founder has overall management responsibility and may appoint manager(s).

Branch

• Shareholders are not applicable.
• At least 1 manager.

RO

• Shareholders are not applicable.
• One manager.

Osakeyhtiö (Oy)

There must be a minimum of one shareholder, and there is no limitation on the number of shareholders.

Minimum director requirements: one director and one deputy director.

Where the board consists of one or two directors, at least one deputy director must be appointed. If the articles of association does not provide otherwise, the maximum number of members of the board is five. There is no maximum number of directors, which can be taken to the articles of association.

Société par actions simplifiée (SAS)

A SAS may have one or more shareholders (either individuals or corporate entities). The number of shareholders is not limited. There must be only one president.

Société à responsabilité limitée (SARL)

Between one and 100 shareholders, either individuals or corporate entities. The number of managers is freely determined by the bylaws.

Société anonyme (SA)

Board of directors: from 3 to 18 members.

Executive board: from 2 to 5 (and up to 7 members in listed companies). Note that, if stated capital is under EUR150,000, the executive board may be composed of only one person referred to as sole managing director (Directeur Général Unique).

Supervisory board: from 3 to 18 members.

GmbH – limited liability company

1 shareholder.

1 director, who can be the only shareholder (managing shareholder).

Not applicable for this jurisdiction.

Limited private companies

A minimum of 1 shareholder and a maximum of 50 shareholders (otherwise the company will become a public company). A minimum of 1 natural director and no maximum number of directors.

Private company limited by shares (Zrt.)

Zrt. is set up by at least 1 shareholder. There is no upper limit on the number of shareholders.

The minimum number of directors on the board of directors is 3. There is no upper limit on the number of quotaholders of the board of directors. Shareholder(s) may also decide to appoint a single director instead of setting up a board of directors.

Limited liability company (Kft.)

Kft. is set up by at least 1 quotaholder. There is no upper limit on the number of quotaholders.

The minimum number of managing directors is 1. There is no upper limit on the number of managing directors. Shareholders may also decide to set up a board of directors instead of appointing one or more individual managing directors.

Private limited company

There must be a minimum of 2 shareholders and a maximum of 200. For directors, the minimum is 2 and the maximum is 15.

Limited liability company

A company must have at least 2 shareholders (with exceptions regulated in the Indonesian Company Law (such as a state-owned company, a small-medium enterprise)), 1 director and 1 commissioner, except for certain business activities which, for example, require at least 2 directors and 2 commissioners and to appoint an independent commissioner. There is no maximum number unless stipulated under the articles of association.

Private company limited by shares (LTD)

Directors – minimum 1 and no maximum; however, a company's constitution may set an upper limit.

Shareholders – minimum 1 and maximum 149.

External company

Determined by the laws of the jurisdiction of incorporation.

Company

Shareholders – there must be a minimum of 1 shareholder, and while there is no maximum number, if a private company is not limited to less than 50 shareholders then it must file a balance sheet together with its annual report to the Registrar of Companies. Additionally, offering securities to over 35 individuals or entities may subject the company to various securities regulations and requirements (similar to those imposed on publicly traded companies).

Directors – there must be at least 1 director and there is no maximum number.

Branch / representative office

Not applicable.

Società a responsabilità limitata (S.r.l.) and Società per azioni (S.p.A.)

The minimum and maximum number of directors are specified in the bylaws. For directors, generally the minimum number is 1 (in this case, the management body of the company consists of a sole director).

Registered branch

At least 1 representative in Japan is needed.

Kabushiki-Kaisha (KK)

The minimum number of directors is 3 in a KK with a board of directors, but 1 for a KK without a board of directors. There is no limitation on the number of shareholders.

Godo-Kaisha (GK)

There is no limitation on the number of members and executive managers.

Private limited liability company (Société à responsabilité limitée or S.à r.l.)

One or several managers.

Maximum of 100 shareholders.

Public limited liability company (Société anonyme or S.A.)

Directors: at least 3 directors, or a sole director if there is a sole shareholder; no maximum number.

Shareholders: at least one shareholder; no maximum number.

Special limited partnership (Société en commandite spéciale or SCSp)

At least one general partner (associé commandité ) and one limited partner (associé commanditaire); no maximum number.

A private limited company can have a minimum of 1 director. A private limited company can have a minimum of 1 shareholder and a maximum of 50 shareholders.

Private Companies

• Directors: minimum 1, no maximum; 2 directors required for a Global Business Corporation.
• Shareholders: minimum of 1, maximum of 50.

Public Companies

• Directors: minimum of 1, no maximum with at least 1 woman as a board member; 2 directors are required for a Global Business Corporation.

• Shareholders: minimum of 50, no maximum.

S.A. de C.V.

There must be a minimum of 2 shareholders and there is no maximum number. No minimum or maximum limitations for directors.

de R.L. de C.V.

There must be a minimum of 2 partners and a maximum of 50. No minimum or maximum limitation for directors.

S.A.P.I. de C.V.

There must be a minimum of 2 shareholders and there is no maximum number. No minimum or maximum limitations for directors.

Branch office

Determined by governing law of the head office.

B.V. (private company with limited liability)

There must be a minimum of 1 shareholder, and there is no maximum number. For directors, the minimum number is 1 (sometimes more local Dutch tax resident directors are required for tax substance), while there is no maximum number.

Co-operative U.A.

A minimum of 2 members is required, although it is possible that a co-operative temporarily has only 1 member. There is no maximum number of members. For board members, the minimum number is 1, while there is no maximum number.

C.V. (a limited partnership)

A minimum of 2 partners (at least 1 general and 1 limited partner) is required, and there is no maximum number.

Limited liability company

There must be a minimum of one shareholder and one director. There is no maximum number of directors or shareholders. However, the constitution may limit the maximum number of directors that can be appointed to the board from time to time.

Branch

Not applicable, this is subject to the requirements of the overseas company's place of incorporation.

Under Nigerian Law, the minimum number of directors of a company is prescribed as 2 with the maximum number left to be fixed by the Articles of Association or sectoral regulations specific to industries. Additionally, a small company in practice can have a single director and a public company is expected to have at least 3 independent directors.

Private LLCs

There must be a minimum of 1 director in the board of directors. Companies with corporate assemblies must have a minimum of 5 directors.

There must be a minimum of 1 shareholder.

No regulation of the maximum number of directors or shareholders, unless stated otherwise in the articles of association.

Public LLCs

There must be a minimum of 3 directors in the board of directors. Companies with corporate assembly must have minimum 5 directors.

There must be a minimum of 1 shareholder.

No regulation of the maximum number of directors or shareholders, unless stated otherwise in the articles of association.

Partnerships with unlimited liability

If the partnership meeting appoints a board of directors, there must be a minimum of 1 director. There must be a minimum of 2 partners.

No regulation of the maximum number of directors or shareholders, unless stated otherwise in the partnership agreement.

Minimum number of directors for corporations: 3.

Maximum number of directors for corporations: not applicable.

They must be individuals and either Peruvian or foreign.

Generally not applicable.

Exception is a subsidiary where the requirement is as follows:

• Directors: minimum of 2 and maximum of 15.
• Shareholders: depending on nationality requirements.

In limited liability companies and joint-stock companies, at least 1 shareholder and at least 1 director (board member) are necessary. This is not applicable to other organizational forms (although partners in a limited joint-stock partnership are often referred to as shareholders).

Directors

• At least 1 director must be appointed for each company. Companies with share capital higher than EUR 200,000 must have at least 2 directors.
• No maximum number of directors provided under Portuguese law.

Shareholders

• A companies: At least 5 shareholders, except in cases where a company is the sole shareholder
• LDA companies: At least 2 shareholders
• Sociedade Unipessoal: 1 shareholder.

No maximum number of shareholders provided under Portuguese law.

Corporations

Determined by governing law of the head office.

• A corporation must have at least 1 shareholder
• No minimum or maximum number of directors is required
• Generally, a corporation's certificate of incorporation or its bylaws state the number of shareholders and directors on the board

Limited Liability Companies

• An LLC must have at least 1 member
• No minimum or maximum number of directors is required
• The operating agreement will determine the number of directors and officers, if any

Joint stock company (JSC)

Shareholders:

• Minimum 2; no maximum limit

Directors:

• If the company is managed in 1-tier system: minimum 1; no maximum limit, but it should always be an odd number
• If the company is managed in 2-tier system:
  • Executive board: minimum 1; no maximum limit, but it should always be an odd number
  • Supervisory board: minimum 3; maximum 11

Limited liability company (LLC)

Shareholders:

• Minimum 1; maximum 50

Directors:

• Minimum 1; no maximum limit

Joint-stock company (public and non-public)

Public and non-public joint-stock companies: minimum 1 shareholder, and no maximum number.

The board of directors: minimum 5 members.

For a company with more than 1,000 shareholders: minimum 7 members.

For a company with more than 10,000 shareholders: minimum 9 members.

The law does not establish a maximum number of directors.

Limited liability company

Minimum 1 member, maximum 50 members.

No special requirements regarding the directors.

Limited liability company

At least one shareholder is required for an LLC, up to a maximum of 50 shareholders. Directors: There is no minimum or maximum requirement.

Limited liability company

There is a minimum number of 1 shareholder. For private companies, the number of shareholders should not be more than 50 (counting joint holders of shares as 1 person and not counting any person in the employment of the company or of its subsidiary or any person who while previously in the employment of the company or of its subsidiary was and thereafter has continued to be a member of the company).

For directors, the minimum number of directors required is 1 person, who is locally resident and there is no maximum unless otherwise stated in the constitution.

Private company and personal liability company

Directors: Minimum of one, in addition to the minimum number of directors required to satisfy any applicable requirement to appoint an audit and/or social and ethics committee; no maximum.

Shareholders: Minimum of one; no maximum.

Public company

Directors: Minimum of 3, in addition to the minimum number of directors required to satisfy any applicable requirement to appoint an audit and/or social and ethics committee; no maximum.

Shareholders: Minimum of one; no maximum.

External company

Regulated by the foreign company's place of incorporation.

Joint-stock company (Jusik Hoesa)

There must be a minimum of 1 shareholder, and there is no maximum number. For directors, there must be a minimum of 3 directors, and there is no maximum number; companies whose total paid-in capital is less than KRW1 billion may elect only 1 or 2 directors.

Limited company (Yuhan Hoesa)

There must be a minimum of 1 member, and there is no maximum number. For directors, there must be a minimum of 1 director, and there is no maximum number.

Branch (Sucursal)

The branch does not have directors or shareholders.

Limited liability company (Sociedad Limitada)

There must be a minimum of 1 shareholder, and no maximum number. The board of directors shall not have less than 3 and no more than 12 members. The bylaws may establish the extract or a minimum and maximum number of members for the board of directors. In the latter case the general meeting shall determine the exact number.

Joint-stock company (Sociedad Anónima)

There must be a minimum of 1 shareholder, and no maximum number. The board of directors shall have no less than 3 members. The bylaws may establish the extract or a minimum and maximum number of members for the board of directors. In the latter case the general meeting shall determine the exact number.

Limited company (aktiebolag, AB)

There must be a minimum of 1 shareholder. Minimum director requirements private AB:

• 1 director and 1 deputy director

Minimum director requirements public AB:

• 3 directors and
• Managing director (may, but is not required to, be a director of the board of directors).

Where the board consists of 1 or 2 directors, at least 1 deputy director shall be appointed. There is no maximum number of directors on the board of directors.

Trading partnership (handelsbolag, HB)

Not applicable for this jurisidiction.

Limited partnership (kommanditbolag, KB)

Not applicable for this jurisidiction.

Branch office (filial, Branch)

Not applicable for this jurisidiction.

Stock corporation

There must be at least one shareholder. No maximum number exists. For directors, the minimum number is one, while there is no maximum number.

Company limited by shares

Must have at least 3 directors, provided that a non-public status company which has only 1 corporate shareholder may have only 1 director if its articles of incorporation so permit. There is no maximum number of directors.

Closely-held company limited by shares

Must have at least 3 directors, provided that a CHC which has only 1 corporate shareholder may have only 1 director if its articles of incorporation so permit. There is no maximum number of directors.

Limited company

Must have at least 1, but not more than 3 directors.

Branch office of a foreign company

Not applicable for this jurisdiction.

Private limited company

No minimum and maximum number of directors is required; therefore, a sole director is allowed. Maximum number of shareholders is unlimited, but minimum number of shareholders required by law is 3.

Public limited company

Minimum number of directors required by law is 5. Maximum number of shareholders is unlimited, but minimum number required by law is 15.

Partnerships

Not applicable for this jurisdiction.

Joint-stock company (JSC)

At least 1 shareholder is required; no limit for maximum number of shareholders.

At least 1 board member is required; no limit for maximum number of board members.

Limited liability company (LLC)

At least 1 partner is required, maximum number of partners is 50.

At least 1 partner must be appointed as a manager and must have representation and binding authority on behalf of the company. No limit for maximum number of managers.

There is a statutory minimum requirement of 1 shareholder, and there is no maximum number. For directors, there is a statutory minimum requirement of one director in a two-tier governance structure and 3 directors in a one-tier governance structure, and there is no maximum number.

LLC

Minimum number of directors/managers is 1. No maximum number.

Branch

Not applicable for this jurisdiction.

FZ-LLC

Minimum 1 director is required. The maximum varies from 1 free zone to another.

FZ-Branch

Not applicable for this jurisdiction.

Dual Licensee Branch

Not applicable for this jurisdiction.

Private limited company

There is a statutory minimum requirement of 1 shareholder, and no maximum number. For directors, there is a statutory minimum requirement of 1 (who must be a natural person) and no maximum number. The company's articles may require more than 1 director or contain additional stipulations.

Limited liability partnership (LLP)

Not applicable.

Registered UK establishment

Not applicable for this jurisdiction.

There is no maximum number of shareholders for a C corporation or for an LLC. For a corporation to be eligible for "S-corp" status, there is a maximum of 100 shareholders. Furthermore, there is no maximum number of directors for a corporation in most jurisdictions, though some states do have a maximum (eg, in California, the stated maximum can't be greater than 2 times the stated minimum minus 1).

There is no maximum number of managers for an LLC.

With respect to the number of shareholders of a JSC, please refer to the " Form of entity" section.

With respect to the directors (ie, members of BOM) in a JSC, the number of members ranges from 3 to 11.

With respect to the number of the general director (or director) under Vietnamese law of a company regardless of whether it is a JSC, LLC2 or LLC1, the number is at least 1.