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Company's Articles Of Association
"I need Articles of Association for a German technology startup GmbH to be established in March 2025, with three founding shareholders and special provisions for share transfer restrictions and a technical advisory board."
1. Company Name and Registered Office: Legal name of the company and address of registered office in Germany
2. Purpose of the Company: Description of business objectives and permitted activities
3. Share Capital and Shares: Amount of share capital, division into shares, types of shares
4. Corporate Bodies: Structure of corporate governance (Management Board, Supervisory Board if applicable)
5. Shareholders' Meetings: Rules for convening and conducting shareholders' meetings, voting rights
6. Management and Representation: Powers and duties of management, signing authority
7. Financial Year and Annual Accounts: Definition of financial year, provisions for accounting
8. Profit Distribution: Rules for distribution of profits and handling of losses
9. Notices and Announcements: Methods for official company communications
1. Transfer of Shares: Include when specific restrictions on share transfers are desired
2. Pre-emptive Rights: Include when shareholders should have first right to purchase shares being sold
3. Non-Competition: Include when restrictions on shareholders' competing activities are needed
4. Advisory Board: Include when an additional advisory body is desired (especially for GmbHs)
5. Severability Clause: Include to ensure remainder of articles remain valid if some provisions are invalid
6. Arbitration Clause: Include when disputes should be resolved through arbitration rather than courts
1. Initial Shareholders: List of founding shareholders with their respective shareholdings
2. Contribution Schedule: Details of initial capital contributions and payment terms
3. Special Rights: Any special rights or obligations attached to specific shares or shareholders
4. Rules of Procedure: Detailed operational rules for management board and/or supervisory board
5. Form of Share Certificate: Template for share certificates if physical certificates are to be issued
Authors
Manufacturing
Technology
Financial Services
Professional Services
Retail
Healthcare
Real Estate
Energy
Transportation
Construction
Education
Hospitality
Media and Entertainment
Agriculture
Telecommunications
Legal
Corporate Governance
Compliance
Executive Management
Board Administration
Finance
Risk Management
Corporate Affairs
Investor Relations
Company Secretariat
Chief Executive Officer
Managing Director
Board Member
Company Secretary
General Counsel
Legal Director
Corporate Lawyer
Compliance Officer
Chief Financial Officer
Corporate Governance Officer
Board Secretary
Shareholder Relations Manager
Risk Manager
Business Development Director
Investment Manager
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