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Articles Of Association Of A Limited Liability Company

Articles Of Association Of A Limited Liability Company Template for Pakistan

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Articles Of Association Of A Limited Liability Company

"I need Articles of Association of a Limited Liability Company for a tech startup in Pakistan with three founding shareholders, including specific provisions for future investor rounds and employee stock options, planned for incorporation in March 2025."

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Document background
The Articles of Association of a Limited Liability Company is a mandatory document required for company incorporation in Pakistan. It serves as the company's constitutional document, outlining the rules for internal management and operations. This document must be filed with the Securities and Exchange Commission of Pakistan (SECP) during the incorporation process and becomes binding upon registration. The Articles must comply with the Companies Act 2017 and should be tailored to the specific needs of the company while maintaining statutory requirements. It covers crucial aspects such as share rights, transfer restrictions, meeting procedures, and management structure. The document is particularly important as it defines the relationship between the company and its stakeholders, and sets the framework for corporate governance throughout the company's lifetime.
Suggested Sections

1. Company Name and Type: Specifies the company name and that it is a private company limited by shares

2. Registered Office: States the location of the registered office

3. Objects of the Company: Details the business activities and purposes of the company

4. Liability of Members: States that liability of members is limited to their shareholding

5. Share Capital: Details of authorized capital and types of shares

6. Rights Attached to Shares: Defines voting rights, dividend rights, and other share-related rights

7. Share Certificates: Rules regarding issuance and transfer of share certificates

8. Transfer of Shares: Procedures and restrictions for transferring shares

9. General Meetings: Rules for conducting annual and extraordinary general meetings

10. Proceedings at General Meetings: Procedures for conducting meetings, voting, and resolutions

11. Directors: Appointment, removal, powers, and duties of directors

12. Board Meetings: Procedures for board meetings and decision-making

13. Company Secretary: Appointment and duties of the company secretary

14. Dividends and Reserves: Rules for declaring dividends and maintaining reserves

15. Accounts: Requirements for maintaining and auditing company accounts

16. Notices: Rules for giving notices to members

17. Winding Up: Procedures for company dissolution

Optional Sections

1. Pre-emptive Rights: Detailed procedures for existing shareholders' right of first refusal on new share issues

2. Tag-Along Rights: Rights of minority shareholders to join in sale of majority stake

3. Drag-Along Rights: Rights of majority shareholders to force minority shareholders to join in sale

4. Share Buy-back: Procedures for company purchasing its own shares

5. Shareholder Deadlock: Mechanisms for resolving deadlock situations between shareholders

6. Islamic Banking Compliance: Special provisions for Shariah compliance if required

7. Class Rights: Special rights attached to different classes of shares if multiple share classes exist

8. Executive Committee: Rules for establishing and operating an executive committee if needed

9. Corporate Seal: Rules regarding the use of corporate seal if company chooses to have one

Suggested Schedules

1. Share Transfer Form: Standard form for transferring shares

2. Proxy Form: Standard form for appointing proxies for meetings

3. Board Reserved Matters: List of decisions requiring board approval

4. Shareholder Reserved Matters: List of decisions requiring shareholder approval

5. Initial Subscribers: Details of founding shareholders and their initial shareholding

6. Company Seal Specimen: Design and specifications of the company seal if used

7. Meeting Procedures: Detailed procedures for conducting various types of meetings

8. First Directors: Details of first directors of the company

Authors

Alex Denne

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

alex.den.21@genieai.co
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Relevant Industries

Manufacturing

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Real Estate

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Relevant Teams

Legal

Corporate Secretarial

Compliance

Corporate Governance

Board of Directors

Executive Management

Risk Management

Corporate Affairs

Regulatory Affairs

Relevant Roles

Chief Executive Officer

Company Secretary

Corporate Lawyer

Legal Counsel

Compliance Officer

Director

Board Member

Company Registrar

Chief Financial Officer

Corporate Governance Officer

Managing Director

Shareholder

Legal Director

Risk Manager

Corporate Affairs Manager

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