ARMENIA LAW AND PRACTICE Contributed by: Aram Orbelyan, Narine Beglaryan, Artur Hovhannisyan, Lilit Karapetyan, Sarkis Knyazyan and Shushanik Stepanyan, Concern Dialog
approval of state bodies. As a general rule, there is no procedure or sanction regarding the super - vision or fulfilment of an investment plan as well. However, once incentives are granted under a government-approved investment plan, the investment plan will be subject to reporting to the government, and failure in fulfilment thereof may cause or will cause liabilities depending on the type of incentive granted and the conditions of the government decree on approval of the investment plan under which the incentives are granted. For instance, in the case of incentives for land purchase, the consequence may be the judicial cessation of ownership rights over the land plot should the land plot be used for pur - poses other than those granted. 2.3 Commitments Required From Foreign Investors The applicable legislation indicates no such specific commitments. However, under the law on public-private partnerships, the government may agree with the investor on specific com - mitments on a case-by-case basis. As a matter of practice, such commitments can be imposed under the government decree on approval of the investment plan. 2.4 Right to Appeal There is no specific process applicable to the appeal of government decisions concerning failure to approve an investor’s investment plan. Theoretically, however, the generally applicable administrative litigation processes concern - ing the appeal of administrative bodies’ deci - sions would apply. The recipient of a decision not to grant consent to the investment plan can bring a claim to challenge the decision before the Administrative Court. Such a claim must be brought within two months of receipt of the deci - sion.
However, the grounds and scope for potential arguments are limited. The government enjoys considerable discretion in approving invest - ment plans, with no specific criteria for rejec - tion outlined. Technically, an appeal can be filed for procedural violations or breaches of equality requirements, where administrative bodies are required by law to treat similar cases consist - ently. In any case, it is important to reiterate that no prior authorisation for foreign investment is required, and the involvement of the government (and other state bodies) is necessary only for additional incentives or where there is a general licensing or permission procedure (not linked to the specific status as a foreign investor). 3. Corporate Vehicles 3.1 Most Common Forms of Legal Entity The most common business vehicles are limited liability companies (LLCs) and joint-stock com - panies (JSCs). In both cases, the liability of shareholders (or, in the case of LLCs, participants) is limited. Furthermore, no requirements for the minimum share capital or a minimum number of share - holders are determined. However, minimum capital requirements are envisaged in several sectors (mainly for financial institutions). Both LLCs and JSCs are governed by the meet - ing of shareholders (participants), which is the highest governing body. The sole director, in the case of LLCs or, in the case of JSCs, a sole director (CEO) or a collegial executive board (directorate), carries out the company’s ongo - ing management. The establishment of a board (board of directors) is possible in either type,
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