LAWYERS' DIRECTORY
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QUESTIONS & ANSWERS

How is the amount of the compensation in case of infringement of my copyright determined?
The amount of the compensation should be determined by the court based on the commercial value of the work, the damage and lost profit incurred by the right holder and the material profit realized by the infringer
Can a board member of a joint stock company be a member in other similar companies?
No. The members of the board cannot assume management of any similar company unless they get an annual authorization during the annual shareholders’ meeting.
Should a director of a joint stock company be a shareholder of the company?
Yes. A director should hold at least one guarantee share to be a member of a board of directors.
Can a limited liability company be fully owned by foreign investors?
Yes, it can. Foreign investors can fully own a limited liability company in Lebanon in all sectors except those related to weapons and media, and in some cases real estate ownership and some types of activities related to national security and commercial representation.
What if I declare the undeclared partnership to others?
If an undeclared partnership declares itself to others and operates independently from its purpose, it will be considered as a real company and therefore becomes liable.
What happens if several persons individually create the same invention?
If several persons individually make the same invention, the right to the patent should be entitled to the first applicant.
What are the required documents for the incorporation of a joint stock company?
In order to incorporate a joint stock company, the following documents are required:
• Request for incorporation including:
- The name of the company in English and Arabic
- the corporate purpose
- The company’s office address
- the names of the shareholders
- the name of the authorized signatory
• Copy of the bank deposit of the capital evidencing payment of at least the quarter of the share capital
• A commercial circular issued by the competent commercial register
• Appointment of a lawyer to act as the legal counsel of the company
• A list of the shareholders, the number and the value of the shares owned by each of them
• Minutes of meeting of the organizational general Assembly confirming the subscription pro-cess and electing the first board of directors, unless the members of the first board of direc-tors are appointed in the articles of incorporation
• Minutes of meeting of the first board of directors appointing the chairman and dividing the charges among the members
• Articles of incorporation (to be prepared by the lawyer) notarized and signed before the clerk of the commercial register where they are filed
• A proof of ownership of the company’s office (i.e. deed of ownership, rent agreement or permit signed by the owner before the notary public allowing the company to use his premises as an office)
• If the shareholders are individuals, a copy of each partner’s ID
• If the shareholder is a moral person (a company), the following documents should be provid-ed:
- Articles of incorporation of such company
- Certificate of registration of such company
- Certificate of signatory power of such company (i.e. a document empowering a person to sign on its behalf)
- Minutes of meeting of the general assembly of such company empowering it to partici-pate and own equity in the company, and appointing one person to sign on behalf it and to represent it in the board of directors of the company
- If such company is foreign, all the above mentioned documents should be certified at the Commercial registry of its country, by its Ministry of Foreign Affairs and by the Lebanese Consulate
For how long is a design protected?
The term of protection of a model or design is 25 years, renewable once for the same period.
Can a trademark be registered in the name of more than one applicant (i.e. joint application)?
Yes, it can.
Is the infringement of a copyright subject to criminal liability?
Yes, it is. Any person who, knowingly and with intent to make a profit, infringes or attempts to infringe copyright or related rights should be liable to imprisonment for a term varying from one month to three years and/or to a fine varying from LBP 5 million to LBP 50 million.
What are preferential shares?
Preferential shares can be created by virtue of a decision of an extraordinary general meeting, giving their owners preferential rights over material benefits only.
As a startup, what type of company is the most beneficial for my business in Lebanon?
The most common types of companies used in Lebanon are limited liability companies (SARL) and joint stock companies (SAL). In both types of companies, the liability of the partners/shareholders is limited to the extent of their contribution in the capital of the company. However, the most beneficial type of company for a startup is a SAL.

The advantages of forming a SAL over a SARL reside in two main points:
• Benefiting from Circular 331: The Central Bank of Lebanon requires that startup companies be incorporated in the form of a Lebanese joint stock company (SAL); and
• Transfer of shares: a SAL, unlike a SARL facilitates the transfer of shares among shareholders and third parties and therefore attracts investors.
How can I file an application for a design?
The design application should be filed under the form of drawings and/or photographs and the following documents should be submitted:
• If a representative is acting on your behalf a duly notarized power of attorney (and legalized if you do not have a legal local presence in Lebanon)
• A description of the design
• The name, address and nationality of the applicant
• Your ID or a commercial certificate of the company translated to Arabic
• A set of the drawings using the metric system specifying the views
If convention priority is to be claimed, a certified copy of the home application should be submitted within three months of the filing date.
How can I register a trademark in Lebanon?
You should fill in an online application through the Ministry of Economy portal available at http://www.economy.gov.lb. You will receive a message once your application is processed. Thereafter, you can go to the Ministry of Economy’s headquarters and ask for your assigned representative.
The application should be accompanied with the following documents:
• Two copies of the trademark design, specifying color and size if necessary
• The printed trademark application
• If a representative is acting on your behalf, a duly notarized power of attorney (and legalized if you do not have a legal local presence in Lebanon)
• Your ID or a commercial certificate of the company translated to Arabic
Should I use my patent to keep protection in force?
Yes, you should.
Can I include an arbitration clause in the commercial representation agreement?
No, you cannot.