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Articles Of Organisation
"I need Articles of Organization for a German technology startup GmbH launching in March 2025, with three founding shareholders contributing equal shares of €50,000 total capital, including specific provisions for future investor rights and an advisory board structure."
1. Company Name and Registered Office: Legal company name (including 'GmbH') and specific address of registered office
2. Purpose of the Company: Detailed description of business activities and objectives of the company
3. Share Capital: Amount of share capital (minimum €25,000) and division into shares
4. Shareholders: Identity of founding shareholders and their respective shareholdings
5. Management: Appointment process, rights, and duties of managing directors (Geschäftsführer)
6. Shareholders' Meeting: Rules for convening and conducting shareholders' meetings, voting rights
7. Financial Year and Annual Accounts: Definition of financial year and requirements for accounting
8. Transfer of Shares: Rules and restrictions regarding the transfer of company shares
9. Term and Dissolution: Duration of the company and conditions for dissolution
1. Advisory Board: Structure and duties of an advisory board, used when additional oversight is desired
2. Non-Competition: Restrictions on shareholders' competing activities, recommended for specialized industries
3. Profit Distribution: Special rules for profit distribution if deviating from standard proportional distribution
4. Successor Provisions: Rules for handling shares in case of death or incapacity of shareholders
5. Tag-Along/Drag-Along Rights: Special share transfer rights, useful for companies planning future investment or sale
6. Deadlock Resolution: Procedures for resolving shareholder disputes, recommended for companies with equal shareholders
7. Compliance Guidelines: Additional compliance requirements, important for regulated industries
1. List of Shareholders: Detailed information about shareholders including contact details and shareholdings
2. Initial Business Plan: Overview of company's planned activities and financial projections
3. Contribution Schedule: Details of how and when share capital will be contributed
4. Management Rules: Detailed procedures for management operations and decision-making
5. Sample Share Certificate: Template for share certificates if physical certificates are to be issued
6. Specimen Signatures: Authorized signatures of initial managing directors
7. Property/Asset List: List of any property or assets being contributed as non-cash share capital
Authors
Gesellschafter
Geschäftsführer
Stammkapital
Geschäftsanteile
Gesellschafterversammlung
Geschäftsjahr
Satzung
Handelsregister
Gesellschafterbeschlüsse
Beirat
Gewinnverteilung
Geschäftsführung
Stammeinlagen
Sitz der Gesellschaft
Unternehmensgegenstand
Jahresabschluss
Kapitalerhöhung
Kapitalherabsetzung
Verfügung über Geschäftsanteile
Vinkulierung
Einziehung
Abfindung
Wettbewerbsverbot
Protokolle
Gesellschafterregister
Ergebnisverwendung
Auflösung
Liquidation
Mehrheitsbeschlüsse
Stimmrechte
Geschäftsordnung
Vertretungsbefugnis
Nachschusspflicht
Vorkaufsrecht
Registered Office
Corporate Purpose
Share Capital
Share Division and Ownership
Management and Representation
Shareholder Meetings
Resolution Requirements
Share Transfer Restrictions
Non-Competition
Confidentiality
Financial Statements
Profit Distribution
Additional Capital Contributions
Term and Termination
Dispute Resolution
Succession Rights
Pre-emptive Rights
Tag-Along Rights
Drag-Along Rights
Advisory Board
Share Redemption
Severability
Amendments
Dissolution and Liquidation
Costs and Formation Expenses
Notices
Governing Law
Commercial Register
Compliance
Technology
Manufacturing
Professional Services
Retail
Healthcare
Financial Services
Real Estate
Construction
Entertainment
Hospitality
Education
Transportation
Energy
Agriculture
Telecommunications
Legal
Corporate Governance
Executive Leadership
Finance
Compliance
Tax
Risk Management
Corporate Affairs
Business Development
Investor Relations
CEO
Managing Director
Legal Counsel
Corporate Lawyer
Company Secretary
Chief Financial Officer
Compliance Officer
Board Member
General Counsel
Corporate Governance Officer
Risk Manager
Business Development Director
Shareholder
Investor Relations Manager
Tax Director
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