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Articles Of Organization Operating Agreement
"I need an Articles of Organization Operating Agreement for a UAE-based technology startup launching in March 2025, with 60% foreign ownership and 40% local ownership, including provisions for future venture capital investment and an employee stock option plan."
1. Parties: Identification of all founding members/shareholders with full legal names and contact details
2. Background: Context of the company formation and purpose of the agreement
3. Definitions: Defined terms used throughout the agreement
4. Formation: Details of company establishment, trade name, and legal status
5. Purpose and Powers: Company's business activities and authorized powers
6. Capital Structure: Share capital, classes of shares, and initial contributions
7. Members' Rights and Obligations: Rights, responsibilities, and obligations of shareholders
8. Management Structure: Governance framework, managers' appointments, and authority
9. Meetings and Voting: Procedures for general assemblies and voting requirements
10. Financial Affairs: Fiscal year, accounts, auditing, and profit distribution
11. Transfer of Shares: Rules and restrictions on share transfers
12. Exit Provisions: Procedures for member withdrawal or company dissolution
13. Dispute Resolution: Mechanism for resolving conflicts between members
14. Governing Law: Applicable UAE laws and jurisdiction
1. Intellectual Property Rights: Used when the company owns or develops significant IP assets
2. Non-Competition: Required when members have competing business interests
3. Tag-Along and Drag-Along Rights: Important for companies planning future investment or exit
4. Employee Stock Option Plan: Needed if company plans to offer equity to employees
5. Islamic Finance Compliance: Required for Sharia-compliant businesses
6. Branch Operations: Necessary when company plans to establish branches
7. Foreign Investment Provisions: Required for companies with foreign shareholders
8. Special Purpose Vehicle (SPV) Provisions: Used for holding companies or special investment vehicles
1. Schedule 1: Initial Members and Capital Contributions: Detailed breakdown of members' ownership and contributions
2. Schedule 2: Business Plan: Initial business plan and projected operations
3. Schedule 3: Company Management Structure: Organizational chart and management responsibilities
4. Schedule 4: Reserved Matters: List of decisions requiring special approval
5. Schedule 5: Share Valuation Methodology: Agreed method for valuing shares
6. Appendix A: Initial Board Resolutions: First resolutions passed by the board
7. Appendix B: Specimen Signatures: Authorized signatures for company operations
8. Appendix C: Trade License and Registration Documents: Copies of official company registration documents
Authors
Annual General Meeting
Applicable Law
Articles of Association
Authorized Representative
Board of Directors
Business Day
Business Plan
Capital Account
Capital Contribution
Commercial License
Company
Company Secretary
Confidential Information
DED
Default Event
Directors
Distributable Profits
Effective Date
Encumbrance
Extraordinary General Meeting
Fair Market Value
Financial Year
General Assembly
General Manager
Governing Law
Initial Capital
Intellectual Property Rights
Local Service Agent
Manager
Material Breach
Member
Ministry
Officers
Operating Expenses
Ordinary Resolution
Parties
Percentage Interest
Permitted Transfer
Pre-emptive Rights
Profits and Losses
Quorum
Registered Office
Related Party
Reserved Matters
Resolution
Share Capital
Shareholders
Special Resolution
Subsidiary
Tag-Along Rights
Trade License
Trade Name
Transfer
UAE
Voting Rights
Purpose and Objectives
Share Capital
Share Transfer
Capital Contributions
Management Structure
Board Composition
Voting Rights
General Assembly
Decision Making
Financial Matters
Profit Distribution
Reserved Matters
Non-Competition
Confidentiality
Intellectual Property
Tag-Along Rights
Drag-Along Rights
Pre-emptive Rights
Exit Rights
Deadlock Resolution
Dispute Resolution
Amendment Procedures
Term and Termination
Dissolution
Force Majeure
Notices
Governing Law
Jurisdiction
Compliance
Anti-Money Laundering
Local Agent Appointment
Business Activities
Branch Establishment
Shareholder Obligations
Management Powers
Audit Rights
Records Maintenance
Meeting Procedures
Valuation
Professional Services
Manufacturing
Technology
Real Estate
Trading
Healthcare
Financial Services
Construction
Retail
Hospitality
Consulting
Education
Energy
Transportation
Media and Entertainment
Legal
Corporate Governance
Executive Leadership
Finance
Compliance
Risk Management
Corporate Affairs
Business Development
Operations
Company Secretariat
CEO
Managing Director
Legal Counsel
Corporate Secretary
Chief Financial Officer
Compliance Officer
Business Development Manager
Operations Director
Board Member
Company Formation Specialist
Risk Manager
General Counsel
Corporate Governance Officer
Shareholder Relations Manager
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