Act No. 231 / 2010 Coll.
Act amending Act No. 248 / 1995 Coll., on Public Beneficial Companies and amending and supplementing certain laws, as amended
Valid
Law
Effective from 01.01.2011
Text versions:
01.01.2011
23.07.2010
231
THE LAW
of 25 June 2010
amending Act No. 248 / 1995 Coll., on public utility companies and amending and supplementing certain laws, as amended
Parliament has decided on this law of the Czech Republic:
Act No. 248 / 1995 Coll., on public utility companies and amending and supplementing certain laws, as amended by Act No. 208 / 2002 Coll., Act No. 320 / 2002 Coll., Act No. 437 / 2003 Coll., Act No. 296 / 2007 Coll., Act No. 126 / 2008 Coll. and Act No. 227 / 2009 Coll., are amended as follows:
1. in Article 4 (2) (a) and (f) and in Article 5 (3) (b) and (c), the words "or names and surnames shall be inserted after the word" name ";
2. in Article 4 (2) (g) to (j):
"(g) the name and, where appropriate, the name and surname, birth number and permanent residence of the Director of the General Benefit Society (hereinafter referred to as the Director); in the case of a stranger, the name and surname, birth number, date of birth, if no birth number has been assigned, residence abroad and address of the place of residence in the Czech Republic,
(h) the name and / or surname, birth number and permanent residence of the members of the supervisory board; in the case of a stranger, the name and surname, birth number, date of birth, if no birth number has been assigned, residence abroad and address of the place of residence in the Czech Republic,
(i) the value and designation of the assets of the individual founders, if any, for the non-monetary deposit of the designation of its subject matter and the valuation by the expert valuer;
(j) the possibility of remuneration and the method of determining the remuneration of the members of the Management Board, the members of the Supervisory Board and the Director. ';
3. Paragraph 4 (3) reads as follows:
"(3) Furthermore, the instruments of incorporation shall lay down:
(a) the conditions for changes to a specified type of public utility service provided;
(b) the manner in which the Management Board and the Supervisory Board shall act;
(c) the choice or appointment of a number of members of the Management Board or, where appropriate, the Supervisory Board on a proposal from a pre-determined group of citizens or on a proposal from a legal person, a local authority or a public authority;
(d) the possibility of re-membership of the Management Board;
(e) grounds for the withdrawal by the founder of a member of the Management Board and the Supervisory Board;
(f) conditions governing the disposal or encumbrance of certain assets transferred or donated by the founder. ';
4. In Paragraph 4, the sentence "The founding act may also exclude the transfer of rights and obligations of the founder to another person 'shall be added at the end of paragraph 4.
5. in Article 5 (3) (d):
"(d) the name and / or surname, birth number and permanent residence of the Director; in the case of a stranger, the name and surname, birth number, date of birth, if no birth number has been assigned, residence abroad and the address of the place of residence in the Czech Republic, '.
6. in Article 5 (3) (f):
"(f) the name and / or surname, birth number and permanent residence of the members of the Supervisory Board; in the case of a stranger, the name and surname, birth number, date of birth, if no birth number has been assigned, residence abroad and the address of the place of residence in the Czech Republic. '
7. In the second sentence of Article 8 (2), the words "corresponding to the reasons for which the decision of the Management Board has been amended or repealed 'shall be replaced by the words" allow the fulfilment of obligations of a community of general interest'.
8. In Article 8, the following paragraph 7 is added:
"(7) If a single founder without a legal successor or if a single founder dies, the Board of Directors shall, within six months of the date on which he or she becomes aware of the death or death of the founder, decide on the transfer of the rights and obligations of the founder laid down by this Law to another person, unless otherwise provided for in the instruments of incorporation; the supervisory board must give its prior consent to this transition. If the Management Board does not decide within the time limit referred to in the first sentence on the transfer of rights and obligations of the founder to another person, the court shall decide, on a proposal from a member of the Supervisory Board of a community of general interest or of a person who certifies the legal interest, or on its own motion. The person to whom the rights and obligations of the founder are transferred must give his consent to the transfer. '
9. In the first sentence of Article 9 (6), the words "and unless the founder of a generally beneficial society is the Czech Republic or the region 'shall be inserted after the words" paragraph 4'.
10. the second sentence of Article 9 (6) shall be deleted;
11. In Article 9, the following paragraphs 7 to 9 are inserted after paragraph 6:
"(7) If the case is not referred to in Paragraph 4 (4) and if the founder of a public utility company is a region, the liquidation balance shall be offered by the liquidator to transfer the county.
(8) If the Czech Republic is the founder of a utility company, the liquidation balance is transferred to the Czech Republic.
(9) If one of the several founders of a community of general interest is a municipality, a voluntary association of municipalities, a county or the Czech Republic, the liquidator shall offer to each of the founders part of the liquidation balance according to the value of their deposits or donations, or in equal part, unless the founders have made a deposit or a donation. '
Paragraphs 7 and 8 shall be renumbered paragraphs 10 and 11.
12. in Paragraph 9 (10), the words "or region" shall be inserted after the word "municipality."
13. The following Section 9a is inserted after Section 9, including the title:
Director
(1) The Director is a statutory body of a community of general interest which directs and acts on behalf of the community of general interest. The Director shall be appointed and removed by the Management Board.
(2) The Director may only be a natural person who is fit and has legal capacity; Article 10 (3) shall apply mutatis mutandis to the assessment of integrity.
(3) The Director may not be a member of the Management Board or of the Supervisory Board, but may attend the meetings of the Management Board and the Supervisory Board with an advisory vote.
(4) The Director shall perform a contractual function. Paragraph 10 (5) shall apply mutatis mutandis to the performance of the duties of Director.
(5) Acts relating to the relationship between the Director and the public utility company shall be taken by the Management Board. "
14. Paragraph 10 (1) is deleted.
Paragraphs 2 to 5 shall be renumbered paragraphs 1 to 4.
15. Paragraph 10 (1) reads:
"(1) The Management Board shall have at least three members. The number of members of the Management Board shall be divisible by three. ';
16. In Paragraph 10 (2), the words "and is neither herself nor a person close to her (6) 'are deleted from this general service in an employment relationship or other similar relationship.
17. In Article 10, at the end of paragraph 2, the sentence "A maximum of one third of the members of the Management Board may be in employment relations with a given public utility company."
18. footnote 6 is deleted.
19. in Paragraph 10 (4), the second and third sentences, including footnote 7, are deleted.
20. In Article 10, the following paragraph 5 is added:
"(5) The members of the Management Board shall be required to perform their duties with the care of the proper economy and to maintain confidentiality regarding confidential information and facts the disclosure of which could cause damage to a community of general interest. In case of doubt as to whether a member of the Management Board has acted with the care of a proper economy, that member of the Management Board must demonstrate that he has acted with the care of a proper economy. Those members of the Board of Directors who have jointly committed a public-service company a breach of their duties in the performance of their duties shall be jointly and severally liable for such damage. An arrangement between a member of the Management Board and a public utility company excluding or limiting the liability of a member of the Management Board for damage shall be void. ';
21. Paragraph 11 (2) reads as follows:
"(2) Remembership of the Management Board shall be possible, unless otherwise provided for in the Charter. ';
22. In Paragraph 11 (4), the second sentence is replaced by "Unless the instrument of incorporation or the Statute provides otherwise, the vote of the Chairman of the Management Board shall be taken in the event of a tie."
23. in Article 12 (1), the words "the Management Board" shall be replaced by the words "Members of the Management Board";
24. Paragraph 12 (2) is deleted.
Paragraphs 3 to 6 shall become paragraphs 2 to 5.
25. In Article 12, at the end of paragraph 3, the words "or for other reasons set out in the instrument of incorporation 'shall be added.
26. In Article 12 (4), the words "a municipality competent under the registered office of a public utility company, on a proposal from a statutory authority or, where appropriate, from a supervisory authority 'shall be replaced by the words" a court on a proposal from a member of the management board or a supervisory board or a person certifying a legal interest'.
27. in Article 12 (5), the words "the municipal authority competent under the head office of a public utility company and the statutory body or supervisory authority, as the case may be," shall be replaced by the words "on a proposal from a member of the board of directors or on a proposal from the supervisory board or a person certifying a legal interest, or even a court of its own motion."
28. Sections 13 and 14, including footnote 6, read:
(1) The Management Board gives its prior agreement in writing on a legal act whereby a public utility company:
(a) acquires, exposes or loads the property;
(b) acquire or dispose of a movable item, establish a burden or pre-purchase right in respect of a movable item the price of which is higher than the value of a small contract under the law governing procurement (6);
(c) acquire or dispose of copyright or industrial rights;
(d) establish another legal person and transfer cash or non-cash assets to that legal person.
(2) The Management Board shall approve:
(a) the budget of a community of general interest;
(b) the sound and exceptional accounts and the annual report of the community of general interest;
(c) subject matter of ancillary activities (§ 17).
(3) The Management Board shall decide:
(a) the winding-up of a public utility company and, in the case referred to in Article 4 (4), decide to designate a public utility company to which the liquidation balance is transferred;
(b) the transfer of the rights and obligations of the founder laid down by this law to another person, if a single founder without a legal successor or if a single founder dies and does not provide otherwise.
(4) The Management Board may issue a statute for a community of general interest governing the details of its activities; the Management Board approves an amendment to the Statute for a General Beneficial Society, if issued.
(5) Within 30 days of the date of issue of the Statute referred to in paragraph 4, a company of general benefit shall deposit it in the list of documents (1); It shall be treated mutatis mutandis in the event of changes to the general welfare status.
(1) If the immovable property or movable property is transferred in accordance with Paragraph 13 (1) (b) and the founder of the Czech Republic or a local authority is a public body, the price shall be agreed at least at the rate usual at the place and time; the property or movable property may be transferred free of charge only if the transfer is more economical than any other way of dealing with the case.
(2) The Management Board shall not give its prior agreement on a legal act where it would be at risk of carrying out the tasks of a community of general interest or in breach of Article 4 (3).
(3) The issue of prior consent to the legal acts referred to in Paragraph 13 (1) shall be notified by the Management Board within 7 days of its publication to the Director and the Supervisory Board. If the founder of a public utility company is the Czech Republic or a local authority, the Management Board shall also notify the founder of the previous consent to the legal acts referred to in Article 13 (1) within 7 days.
(4) The legal acts referred to in Paragraph 13 (1) shall be invalid without the prior approval of the Management Board. Such acts shall be deemed to be valid where the founder, the Management Board or any person affected by such an act does not permit the invalidity of the act.
(5) The Management Board shall ensure that the purpose for which the public utility company was established is maintained and that its assets are properly managed.
6) Paragraph 12 (6) of Act No. 137 / 2006 Coll., on Public Procurement, as amended by Act No. 76 / 2008 Coll. '.
29.
"Supervisory Board
(1) A generally beneficial company establishes a Supervisory Board as its supervisory body.
(2) The Supervisory Board shall be at least three members. The number of its members must be divisible by three. The members of the Supervisory Board shall elect from among their number a chairman who shall convene and manage the meetings of the Supervisory Board.
(3) The members of the Supervisory Board are appointed by the founder, unless otherwise provided for in the Charter.
(4) Save as otherwise provided for in this law, provisions on the Management Board shall apply mutatis mutandis to the arrangements and membership of the Supervisory Board. '
30. in Article 16 (1) (a), "annual" is replaced by "regular and exceptional."
31. in Article 16 (1) (b), the words "to the Director" shall be inserted after the words "the report."
32. in Article 16 (2), point (a) is deleted;
Points (b) and (c) shall become points (a) and (b).
33. in Article 16 (3), the words "the Director" shall be inserted after the words "notice."
34. In Article 16, the following sentence shall be added at the end of paragraph 3: "The Supervisory Board shall be entitled to set a time limit for redress for the Director or the Management Board. In the absence of a remedy, the Supervisory Board shall immediately inform the founder of the deficiencies identified. ';
35. in Paragraph 17 (1), the word "property" shall be replaced by the words "funds of a community of general interest."
36. in Article 17 (2), the second sentence is deleted;
37.Paragraph 17 (3) is deleted.
Paragraph 4 shall become paragraph 3.
38. Paragraph 18, including footnote 8, is deleted.
39. in Paragraph 19 (2), "annual" is replaced by "regular and exceptional."
40. in Article 19 (2) (a), the word "year" shall be replaced by "accounting year" and the word "or" shall be added at the end. "
41.In Article 19 (2), point (b) is deleted.
Point (c) shall be renumbered (b).
42. Paragraph 19 (3), including footnote 9, is deleted.
43. In the first sentence of Article 20 (1), the words "activity and management 'are deleted and the word" rated' is replaced by the words "accounting officer '.
44. In Article 20 (1), the second and third sentences are replaced by the following: "The purpose of the annual report is to inform on the activities and the management of a community of general interest. This is without prejudice to the obligation under the Specific Regulations (9). ';
footnote 9:
"9) For example, Decree No. 15 / 2005 Coll., laying down the formalities for long-term projects, annual reports and school self-evaluation."
45. in Article 20 (2) and (3):
"(2) Within 30 days of the approval of the Management Board, the utility company shall deposit the annual report in the list of documents (1). A further publication of the annual report may be provided for in the instrument of incorporation or in the statutes of the public utility company.
(3) If, following the publication of the annual report, the facts justifying the correction of the annual report are disclosed, the generally beneficial company shall be obliged to implement and publish such correction without undue delay; paragraph 2 shall apply mutatis mutandis to the publication of a correction of the annual report. ';
46. Paragraph 21, including footnotes 9a and 9b, reads as follows:
(1) The annual report, in addition to the formalities laid down by the Statutory Accounting Officer (9a), must also include information on:
(a) all activities carried out during the accounting year in the framework of services of general interest and ancillary activities and their evaluation;
(b) human resources;
(c) revenue broken down by source;
(d) the development and status of funds of a generally beneficial society for balance sheet dni9b),
(e) the state of the assets and liabilities of the public utility company at the balance sheet date and their structure;
(f) the total amount of costs, broken down by the costs incurred for the performance of the services of general interest, the performance of ancillary activities and the activities of the general interest society, including the cost of the Director's salary and the remuneration of members of the Management Board and members of the Supervisory Board;
(g) the change in the instrument of incorporation and the change in the composition of the Management Board and the Supervisory Board and the change in the person of the Director during the accounting year.
(2) Article 19 (2) shall apply mutatis mutandis to the verification of the annual report by the auditor.
9a) Act No. 563 / 1991 Coll., on Accounting, as amended.
9b) § 19 of Act No. 563 / 1991 Coll., as amended by Act No. 492 / 2000 Coll., Act No. 353 / 2001 Coll. and Act No. 437 / 2003 Coll. '
Transitional provisions
1. If a public utility company is established before the date of entry into force of this Act, it shall state:
(a) the founder of the instrument of incorporation complies with Act No. 248 / 1995 Coll., as effective from the date of entry into force of this Act; If the founder is not, the Management Board shall do so,
(b) the Management Board of the Statutes of the General Beneficial Society, if issued, has been brought into conformity with Act No. 248 / 1995 Coll., as effective from the date of entry into force of the Act;
no later than 6 months after the date of entry into force of this Act.
2. If, on the date of entry into force of this Act, a public utility company does not have the office of director, the Board of Directors of that public utility company shall appoint a director in accordance with Act No. 248 / 1995 Coll., as effective from the date of entry into force of this Act, no later than 6 months after the date of entry into force of this Act. Pending the provisions of the Director, the powers of the statutory body of a public utility company under Section 9a of Act No. 248 / 1995 Coll., as effective from the date of entry into force of this Act, shall be exercised by the Management Board.
3. The director of a public utility company, appointed to office before the date of entry into force of this Act, becomes the statutory body of the public utility company pursuant to § 9a of Act No. 248 / 1995 Coll., as effective from the date of entry into force of this Act.
4. Act No. 248 / 1995 Coll., as amended by the effective date of entry into force of this Act, shall apply to the preparation and publication of the annual report of the general utility company for the financial year.
Entitlement to declare the full text of the law
The Prime Minister is hereby authorised to declare in the Collection of Laws the full text of Act No. 248 / 1995 Coll., on Utilities and on the amendment and addition of certain laws, as is apparent from later Laws.
Efficacy
This Act shall take effect on 1 January 2011.
Germany
Klaus v. r.
Nausea v. r.
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Regulation Information
| Citation | Act No. 231 / 2010 Coll., amending Act No. 248 / 1995 Coll., on Public Beneficial Companies and amending and supplementing certain laws, as amended |
|---|---|
| Regulation Type | Law |
| Author | - |
| Collection | Code of Laws |
| Date of Promulgation | 23.07.2010 |
|---|---|
| Effective from | 01.01.2011 |
| Effective until | - |
| Status | Valid |
The regulation text is for informational purposes only.
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