Articles Of Organisation For A Domestic Limited Liability Company Template for England and Wales

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Articles Of Organisation For A Domestic Limited Liability Company

"I need Articles of Organisation for a Domestic Limited Liability Company for a new tech startup with three founding members, where two members will have enhanced voting rights and we plan to include provisions for future investor admission by March 2025."

Document background
Articles of Organisation For A Domestic Limited Liability Company are required when establishing a new LLC in England and Wales. This document serves as the foundation for the company's legal existence, detailing essential information such as company name, registered office, member information, and business purpose. It must comply with the Companies Act 2006 and be filed with Companies House. The articles define the relationship between members and the company, establishing the framework for governance, capital contributions, and basic operational procedures.
Suggested Sections

1. Company Name and Type: Official name and designation as an LLC

2. Registered Office: Official registered address details

3. Purpose: Company's primary business activities

4. Members: Initial member information and structure

5. Management Structure: Governance and management arrangements

6. Capital Contributions: Initial capital arrangements and member contributions

7. Voting Rights: Standard voting procedures and requirements

8. Meetings: Procedures for member meetings and decision-making

9. Transfer of Interests: Rules regarding transfer of membership interests

10. Dissolution: Procedures for company dissolution and winding up

Optional Sections

1. Additional Business Activities: Used when company has multiple or specialized business purposes

2. Special Voting Rights: When different classes of membership exist with varying voting rights

3. Profit Sharing Arrangements: When profit distribution differs from standard proportional arrangements

4. Intellectual Property Rights: When specific IP arrangements need to be addressed

5. Non-Compete Provisions: When restrictions on member competition need to be specified

Suggested Schedules

1. Schedule 1: Members' Details: Detailed information about initial members including names, addresses, and contact details

2. Schedule 2: Capital Contributions: Detailed breakdown of initial capital contributions by each member

3. Schedule 3: Business Plan: Detailed business plan and operational strategy

4. Schedule 4: Special Resolutions: Any special resolutions passed during formation

5. Schedule 5: Asset Register: List of company assets at formation

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Clauses
Industries

Companies Act 2006: Primary legislation governing company formation, constitution, and operations in England and Wales. Particularly relevant are Part 2 (company formation) and Part 3 (company constitution).

Limited Liability Partnerships Act 2000: Core legislation establishing the legal framework for Limited Liability Partnerships in the UK.

Companies (Model Articles) Regulations 2008: Provides standard form articles of association that can be adopted by companies, serving as a template for organizational structure.

Limited Liability Partnerships Regulations 2001: Secondary legislation detailing specific requirements for LLP operation and governance.

Limited Liability Partnerships (Application of Companies Act 2006) Regulations 2009: Specifies how provisions of the Companies Act 2006 apply to Limited Liability Partnerships.

Companies House Requirements: Regulatory body requirements for company registration, filing, and ongoing compliance obligations.

Small Business, Enterprise and Employment Act 2015: Legislation affecting small businesses including provisions for transparency and reducing regulatory burden.

UK Corporate Governance Code: Set of principles of good corporate governance aimed at companies listed on the London Stock Exchange, but providing best practice guidance for all companies.

Financial Services and Markets Act 2000: Regulatory framework for financial services firms and markets; relevant if the LLC will conduct regulated activities.

Money Laundering Regulations 2017: Anti-money laundering requirements that may affect company formation and ongoing operations.

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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