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For Profit Articles Of Incorporation
"I need For Profit Articles of Incorporation for a German GmbH tech startup with planned Series A funding in March 2025, including specific provisions for future investor rights, tag-along rights, and an advisory board structure."
1. Company Name and Registered Office: Legal name of the company and its registered address in Germany
2. Purpose of the Company: Description of business activities and objectives of the company
3. Share Capital and Shares: Amount of share capital, number and types of shares, nominal value
4. Corporate Bodies: Structure and composition of management board (Vorstand), supervisory board (Aufsichtsrat) if applicable, and shareholders' meeting
5. Management and Representation: Rules for company management and who can represent the company
6. Shareholders' Meeting: Procedures for convening and conducting shareholders' meetings, voting rights
7. Financial Year and Annual Accounts: Definition of financial year and provisions for accounting
8. Formation Expenses: Details of costs related to company formation and who bears them
1. Transfer of Shares: Restrictions on share transfers and pre-emptive rights - recommended for closely held companies
2. Non-Competition: Restrictions on shareholders' competing activities - useful for protecting company interests
3. Tag-Along and Drag-Along Rights: Exit provisions for minority/majority shareholders - important for companies planning future investment or sale
4. Dividend Policy: Specific rules for profit distribution - useful when deviating from statutory provisions
5. Advisory Board: Optional establishment of advisory board - useful for additional expertise
6. Deadlock Resolution: Procedures for resolving shareholder disputes - important for companies with equal shareholders
7. Severability Clause: Provisions ensuring validity of remaining articles if some are invalid - recommended for legal security
1. List of Founders: Details of founding shareholders including names, addresses, and shareholdings
2. Initial Share Capital Contributions: Detailed breakdown of initial capital contributions by each founder
3. Special Rights and Benefits: Any special rights or benefits granted to shareholders or third parties
4. Rules of Procedure for Management: Detailed management guidelines and decision-making processes
5. Specimen Signatures: Authorized signatures of management board members
6. Company Formation Report: Detailed report on the formation process and verification of contributions
Authors
Satzung (Articles of Incorporation)
Gesellschafter (Shareholders)
Stammkapital (Share Capital)
Geschäftsführer (Managing Director)
Vorstand (Management Board)
Aufsichtsrat (Supervisory Board)
Gesellschafterversammlung (Shareholders' Meeting)
Geschäftsjahr (Financial Year)
Geschäftsanteil (Share)
Sitz der Gesellschaft (Registered Office)
Unternehmensgegenstand (Object of the Company)
Handelsregister (Commercial Register)
Jahresabschluss (Annual Financial Statements)
Gewinnverwendung (Profit Distribution)
Stimmrecht (Voting Right)
Beschlüsse (Resolutions)
Geschäftsführung (Management)
Vertretung (Representation)
Beirat (Advisory Board)
Vinkulierung (Share Transfer Restrictions)
Vorkaufsrecht (Pre-emptive Right)
Geschäftsordnung (Rules of Procedure)
Mehrheitsbeschluss (Majority Resolution)
Gesellschafterdarlehen (Shareholder Loans)
Registered Office
Corporate Purpose
Share Capital
Share Classes and Rights
Share Transfer
Management Structure
Representation Authority
Shareholders' Meetings
Voting Rights
Resolution Requirements
Supervisory Board
Financial Statements
Profit Distribution
Corporate Governance
Formation Costs
Duration and Dissolution
Severability
Confidentiality
Non-Competition
Tag-Along Rights
Drag-Along Rights
Deadlock Resolution
Amendment Procedures
Dispute Resolution
Notices
Pre-emptive Rights
Exit Rights
Inheritance Provisions
Advisory Board
Technology
Manufacturing
Financial Services
Healthcare
Retail
Real Estate
Professional Services
Energy
Transportation
Construction
Media and Entertainment
Agriculture
Education
Hospitality
Telecommunications
All Business Sectors
Legal
Corporate Governance
Compliance
Executive Leadership
Finance
Business Development
Corporate Affairs
Risk Management
Company Secretariat
Investor Relations
Chief Executive Officer
Managing Director
General Counsel
Corporate Lawyer
Company Secretary
Chief Financial Officer
Board Member
Compliance Officer
Legal Counsel
Corporate Governance Officer
Business Development Director
Chief Operating Officer
Investment Manager
Corporate Secretary
Supervisory Board Member
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