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Limited Company Articles Of Association

Limited Company Articles Of Association Generator for Singapore

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Key Requirements PROMPT example:

Limited Company Articles Of Association

"I need Limited Company Articles of Association for a tech startup in Singapore with three founding shareholders, including specific provisions for share vesting and pre-emptive rights for new share issues, to be implemented by March 2025."

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Document background
Limited Company Articles of Association are mandatory documents required when incorporating a company in Singapore. They serve as the company's constitution, establishing the framework for corporate governance and internal management. The document must comply with the Companies Act (Cap. 50) and ACRA requirements, detailing matters such as share structures, shareholder rights, director duties, meeting procedures, and corporate administration. These Articles form a contract between the company and its members, and between the members themselves, providing legal certainty and operational clarity.
Suggested Sections

1. Interpretation: Definitions of terms used throughout the Articles

2. Company Name and Registration: Details of company name, type, and registered office

3. Share Capital and Variation of Rights: Structure of share capital and share classes

4. Members: Rights, obligations and liabilities of members

5. General Meetings: Procedures for conducting general meetings

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

7. Secretary: Requirements and duties of company secretary

8. Dividends and Reserves: Rules regarding distribution of profits

9. Accounts: Requirements for financial reporting and auditing

Optional Sections

1. Share Transfer Restrictions: Additional restrictions on share transfers for private companies wanting to control ownership

2. Preference Shares: Rights and restrictions of preference shares when company plans to issue different classes of shares

3. Board Committees: Formation and operation of board committees for larger companies with complex governance needs

Suggested Schedules

1. Schedule 1: Share Capital Structure: Detailed breakdown of initial share capital

2. Schedule 2: First Directors: List of first directors upon incorporation

3. Schedule 3: Special Rights: Any special rights attached to different share classes

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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Industries

Companies Act (Cap. 50): Primary legislation governing companies in Singapore, including requirements for Articles of Association (Section 36), provisions for companies limited by shares (Section 39), and standard form of Articles (Section 41)

Companies (Model Constitutions) Regulations 2015: Secondary legislation providing model constitutions and standard provisions for Singapore companies

ACRA Guidelines: Regulatory guidelines issued by the Accounting and Corporate Regulatory Authority for company administration and compliance

Securities and Futures Act: Legislation relevant for companies planning to be listed on Singapore exchanges

Corporate Governance Code: Best practice guidelines for corporate governance in Singapore companies

Company Name Regulations: Requirements and restrictions regarding company naming conventions in Singapore

Share Capital Requirements: Regulations governing the structure and management of company share capital

Directors' Duties Framework: Legal obligations and responsibilities of company directors under Singapore law

Shareholders' Rights Provisions: Legal framework governing shareholders' rights, meetings, and voting procedures

Company Secretary Requirements: Regulatory requirements for appointment and duties of company secretaries

Registered Office Requirements: Legal requirements for maintaining a registered office in Singapore

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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