Articles Of Association For LLC Template for India

Articles of Association for LLC in India serves as the primary document defining a company's internal management structure and operational rules. It is required under Section 5 of the Companies Act, 2013, and must be filed with the Registrar of Companies during incorporation. The document contains crucial provisions about share capital, shareholder rights, board composition, meeting procedures, and corporate governance mechanisms. Companies can either adopt Table F of the Companies Act (standard form) or create customized Articles suited to their specific requirements. This document is binding on the company and its members, and any amendments require special resolution approval from shareholders. It forms part of the company's constitutional documents along with the Memorandum of Association and is essential for establishing the company's operational framework.

1. Interpretation: Definitions of terms used throughout the Articles and rules of interpretation

2. Name and Office: Company name, registered office location, and any branch office provisions

3. Objects and Powers: Main objects and ancillary objects of the company, and powers to achieve these objects

4. Share Capital: Details of authorized share capital, types of shares, and rights attached to shares

5. Share Certificates: Provisions regarding issue, transfer, and replacement of share certificates

6. Lien on Shares: Company's lien on partly paid shares and enforcement procedures

7. Calls on Shares: Provisions regarding making calls on partly paid shares

8. Transfer and Transmission of Shares: Procedures and restrictions for transfer and transmission of shares

9. Forfeiture of Shares: Circumstances and procedures for share forfeiture

10. General Meetings: Provisions for calling and conducting annual and extraordinary general meetings

11. Proceedings at General Meetings: Rules for conduct of meetings, voting, and resolutions

12. Board of Directors: Composition, appointment, removal, and powers of the Board

13. Proceedings of Board Meetings: Procedures for Board meetings, voting, and decision-making

14. Powers of the Board: Specific powers vested in the Board of Directors

15. Managing Director and Whole-time Directors: Appointment and powers of executive directors

16. Dividend and Reserves: Rules regarding declaration and payment of dividends

17. Accounts and Audit: Provisions for maintaining accounts and appointment of auditors

18. Notices: Rules for serving notices to members and directors

19. Winding Up: Procedures and rights in case of company winding up

20. Indemnity and Insurance: Provisions for indemnifying directors and officers