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Articles Of Association Of One Person Company Template for Nigeria

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Key Requirements PROMPT example:

Articles Of Association Of One Person Company

"I need Articles of Association of One Person Company for my tech startup in Lagos, with specific provisions for digital voting and electronic communications, as well as flexibility to add future shareholders when planning to expand in March 2025."

Document background
Articles of Association of One Person Company is a mandatory document required for incorporating and operating a single-member company in Nigeria. This document became particularly relevant after the introduction of One Person Companies in the Companies and Allied Matters Act (CAMA) 2020, which modernized Nigerian company law to accommodate sole entrepreneurship in a corporate format. The document must include specific provisions for single-member operations, nominee arrangements, decision-making processes, and compliance requirements under Nigerian law. It serves as the company's constitution and is filed with the Corporate Affairs Commission during registration, establishing the framework for corporate governance, share capital structure, and operational procedures. The document is essential for entrepreneurs seeking to incorporate their businesses while maintaining sole ownership and limited liability protection.
Suggested Sections

1. Interpretation: Definitions of key terms used throughout the Articles

2. Company Name and Type: Declaration of company name and its status as a One Person Company

3. Registered Office: Location of the company's registered office

4. Objects of the Company: Statement of the company's business objectives and permitted activities

5. Share Capital: Details of authorized share capital and share structure

6. Single Member Provisions: Specific provisions relating to the single member nature of the company

7. Powers and Duties of Single Member: Outline of the member's authority and responsibilities

8. Nominee Details: Information about the mandatory nominee who will act in case of member's death/incapacity

9. Directors: Provisions regarding appointment, removal, and powers of directors

10. Decision Making: Procedures for company decision-making and record-keeping

11. General Meetings: Requirements for holding and recording general meetings

12. Company Secretary: Provisions regarding the appointment and duties of the company secretary

13. Accounts and Audit: Requirements for maintaining accounts and conducting audits

14. Notices: Procedures for giving and receiving notices

15. Indemnity: Provisions for indemnifying officers of the company

16. Dissolution: Procedures for winding up the company

Optional Sections

1. Business Activities: Detailed description of specific business activities when the company has a specialized focus

2. Branch Offices: Provisions for establishing and managing branch offices when company plans geographic expansion

3. Electronic Communications: Specific provisions for electronic meetings and communications when company operates digitally

4. Borrowing Powers: Detailed provisions regarding borrowing powers when company anticipates significant financing activities

5. Alternative Dispute Resolution: Procedures for resolving disputes through mediation or arbitration

6. Foreign Operations: Provisions for international business operations when company plans to operate internationally

Suggested Schedules

1. Schedule 1: Share Capital Details: Detailed breakdown of share capital structure and rights

2. Schedule 2: Nominee Agreement: Terms of agreement with the nominated person

3. Schedule 3: Initial Directors: Details of first directors if different from single member

4. Schedule 4: Company Secretary Appointment: Terms of appointment for company secretary

5. Schedule 5: Business Plan: Initial business plan and objectives

6. Appendix A: Specimen Company Seal: Design and specifications of the company seal

7. Appendix B: Forms of Resolutions: Template formats for various types of resolutions

Authors

Alex Denne

Head of Growth (Open Source Law) @ ¶¶Òõ¶ÌÊÓÆµ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

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Relevant Industries

Professional Services

Retail

Technology

Manufacturing

Agriculture

Real Estate

Consulting

E-commerce

Healthcare

Education

Financial Services

Transportation

Energy

Construction

Import/Export

Relevant Teams

Legal

Compliance

Corporate Secretariat

Risk Management

Corporate Affairs

Business Development

Corporate Governance

Executive Leadership

Administrative

Relevant Roles

Business Owner

Entrepreneur

Company Secretary

Legal Counsel

Corporate Lawyer

Compliance Officer

Managing Director

Chief Executive Officer

Business Development Manager

Corporate Governance Officer

Risk Manager

Legal Administrator

Company Registrar

Business Consultant

Corporate Affairs Manager

Industries





Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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