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Business Articles Of Incorporation
"I need Business Articles of Incorporation for a German technology startup GmbH with three founding shareholders, planning to incorporate in March 2025, including provisions for future investment rounds and an advisory board structure."
1. Company Name and Registered Office: Legal company name (Firma) and address of registered office (Sitz der Gesellschaft)
2. Purpose of the Company: Detailed description of the company's business purpose and activities (Unternehmensgegenstand)
3. Share Capital: Amount of share capital (Stammkapital) and initial contributions
4. Shareholders and Shares: Identity of founding shareholders and distribution of shares
5. Management and Representation: Rules regarding appointment, dismissal, and powers of managing directors (Geschäftsführer)
6. Shareholders' Meetings: Procedures for convening and conducting shareholders' meetings, voting rights
7. Financial Year and Annual Accounts: Definition of financial year and provisions for accounting
8. Duration and Dissolution: Company's duration (if limited) and provisions for dissolution
9. Notices and Communications: Methods for official company communications
1. Transfer of Shares: Specific requirements and restrictions for share transfers, including pre-emptive rights
2. Advisory Board: Structure and powers of an optional advisory board (Beirat)
3. Non-Competition: Restrictions on shareholders' competitive activities
4. Inheritance Provisions: Special rules for handling shares in case of shareholder death
5. Profit Distribution: Specific rules for distribution of profits beyond statutory provisions
6. Additional Capital Contributions: Provisions for additional funding requirements and shareholder obligations
7. Deadlock Resolution: Procedures for resolving shareholder disputes and deadlocks
1. List of Shareholders: Detailed list of all shareholders with their respective shareholdings and contributions
2. Initial Business Plan: Initial business plan and financial projections (optional but common)
3. Specimen Signatures: Signature specimens of initial managing directors
4. Special Rights Agreements: Any special rights or obligations granted to specific shareholders
5. Property/Asset Schedule: List of any property or assets being contributed as non-cash capital contributions
Authors
Gesellschaftsvertrag (Articles of Incorporation)
Stammkapital (Share Capital)
Geschäftsführer (Managing Director)
Gesellschafter (Shareholder)
Geschäftsanteile (Shares)
Gesellschafterversammlung (Shareholders' Meeting)
Sitz der Gesellschaft (Registered Office)
Geschäftsjahr (Financial Year)
Beirat (Advisory Board)
Handelsregister (Commercial Register)
Satzung (Articles of Association)
Gewinnverteilung (Profit Distribution)
Geschäftsführung (Management)
Stimmrechte (Voting Rights)
Kapitalerhöhung (Capital Increase)
Jahresabschluss (Annual Financial Statements)
Vorkaufsrecht (Pre-emptive Right)
Vinkulierung (Share Transfer Restrictions)
Aufsichtsrat (Supervisory Board)
Hauptversammlung (General Meeting)
Unternehmensgegenstand (Object of the Company)
Mehrheitsbeschluss (Majority Resolution)
Nachschusspflicht (Additional Capital Contribution Obligation)
Geschäftsanteilsabtretung (Share Transfer)
Name and Registered Office
Corporate Purpose
Share Capital
Share Transfer
Management Authority
Shareholder Rights
Voting Rights
Profit Distribution
General Meetings
Board Composition
Financial Reporting
Reserved Matters
Non-Competition
Confidentiality
Termination
Liquidation
Dispute Resolution
Amendment Procedures
Inheritance Rights
Additional Capital Contributions
Share Valuation
Tag-Along Rights
Drag-Along Rights
Pre-emptive Rights
Compliance
Notices
Governing Law
Commercial Registration
Financial Year
Technology
Manufacturing
Retail
Professional Services
Financial Services
Healthcare
Real Estate
Construction
Energy
Transportation
Hospitality
Education
Media and Entertainment
Agriculture
Consulting
Legal
Corporate Governance
Executive Leadership
Finance
Compliance
Corporate Affairs
Tax
Business Development
Corporate Secretary Office
Risk Management
Chief Executive Officer
Managing Director
Corporate Lawyer
Legal Counsel
Company Secretary
Chief Financial Officer
Board Member
Compliance Officer
Corporate Governance Officer
Business Development Director
Founder
Entrepreneur
General Counsel
Tax Director
Head of Legal
Corporate Affairs Director
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