Do you know that legal persons have to sign articles of association? Come and have a look with me!
Do legal persons need to sign the articles of association?
The Articles of Association filed by the industrial and commercial department shall be signed and sealed by all registered shareholders (signed by natural person shareholders and sealed by unit shareholders). If the legal representative is not a shareholder, there is no need to sign.
Articles of association of enterprise group
Chapter I General Provisions Article 1 _ _ _ _ _ _ _ _ An enterprise group is an enterprise legal person association with _ _ _ _ _ _ _ Development Group Co., Ltd. as its parent company and capital as its main link, and its articles of association are * * *.
Article 2 The name and legal address of the group: _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _. Legal address: _ _ _ _ _ _ _ _ _ _ _ Article 3 Name and legal address of the parent company of the group: _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
Article 5 The Group shall abide by national laws and regulations, engage in production and business activities within the scope permitted by national laws and regulations, safeguard national interests and public interests, and accept the supervision and management of relevant government departments according to law.
Chapter II Joint Operation and Cooperation Mode among Group Members Article 6 Group member units include parent company, holding subsidiaries and other member units. The parent company, holding subsidiaries and member units all have independent legal personality.
I. Parent Company: _ _ _ _ _ _ _ _ Development Group Co., Ltd. 2. Holding subsidiaries: _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
Article 7 The Group implements centralized decision-making, hierarchical management and decentralized operation. Group Council is the management and decision-making body of the group; The parent company is the financial and investment center of the group and is in the leading and core position in the group. On behalf of the Group, the parent company's main functions are to study and determine the development plan, be responsible for investment and financing decisions, engage in capital operation, assess and appoint operators, and monitor economic operation.
Article 8 A holding subsidiary may be preceded by the name or abbreviation of the enterprise group. However, it is not allowed to sign economic contracts or engage in business activities in the name of the group.
Article 9 Group management system. According to the Company Law, the parent company exercises the rights and obligations of shareholders and sends directors and supervisors to the holding subsidiaries. Through the shareholders' meeting, the board of directors and the board of supervisors, participate in the decision-making of major business management issues such as the company's business policy, investment direction, operator selection and profit distribution, and supervise and manage the company's business management activities.
The second is the relationship between the parent company and other members of the group. The relationship between the parent company and other member units is equity participation or production and operation cooperation.
Chapter III Organization and Authority of the Group Management Organization Article 10 The Group shall establish a board of directors as the management organization of the Group.
Article 11 The board of directors is composed of the principal responsible persons of the group member enterprises.
Article 12 Duties of the Council 1. Hearing and deliberating the work report of the chairman;
2. Discuss and review the Group's medium and long-term development plan and major reform plan;
Three. To formulate the Group's capital operation policies and investment and financing plans;
Four. Discuss and coordinate the annual production, operation, investment and capital use plan of the Group;
Verb (abbreviation of verb) discusses and decides the internal organization plan of the group;
6. Discuss the joining and quitting of the members of the review team;
7. Elect the chairman and vice chairman;
Eight, formulate and modify the group and relevant rules and regulations;
9. Decide on the termination and liquidation of the Group;
X. Other matters that need to be decided by the Council;
Article 13 The board meeting shall be held at least once a year. If necessary, the board of directors or directors above 65,438+0/3 propose to convene an interim meeting.
Article 14 The board of directors shall follow the following principles: quorum principle: the number of directors attending the board meeting must account for more than two thirds of all directors;
Second, the principle of democratic consultation;
Third, the principle of unconditional implementation of the resolution;
4. Both absent directors and current directors have the obligation to implement the adopted resolutions.
Article 15 The Group does not set up another office, and the daily work is undertaken by the corresponding departments of the parent company.
Chapter IV Formation Procedure, Term of Office and Authority of the Head of the Group Management Organization Article 16 The Board of Directors of the Group shall have a chairman 1 person and two vice-chairmen.
Article 17 The chairman shall be elected by the Council; The vice chairman shall be nominated by the chairman and reviewed and approved by the board of directors. The term of office of the chairman, vice-chairman and directors is three years, and they may be re-elected.
Article 18 the functions and powers of the chairman. To be responsible for convening board meetings and reporting to the board;
Second, implement the resolutions of the Security Council;
Third, nominate the vice chairman;
Four. Presided over the formulation of the group's medium and long-term development plan;
Verb (abbreviation of verb) presides over the formulation of the group's annual business plan and investment plan;
The intransitive verb presides over the establishment of the internal management organization of the group;
Seven, presided over the formulation of the basic management system of the group;
Eight, the articles of association of the group and other powers granted by the board of directors.
Chapter V Conditions and Procedures for Joining and Leaving the Group Article 19 The parent company and its holding subsidiaries are members of the group. Other enterprises that recognize and abide by the articles of association of the Group and have basic operating conditions shall submit a written application to the Board of Directors of the Group and submit relevant documents. After examination and approval, they will become members of the group.
Article 20 If a group member needs to leave the group, he shall submit a written application to the group board of directors three months in advance, and the procedures for leaving the group can only be completed after being reviewed and approved by the board of directors. The holding subsidiary has no right to leave the group.
Twenty-first groups have the right to order the members of the group who violate the articles of association and damage the collective reputation and interests to withdraw or be removed from the list.
Twenty-second group members in any of the following circumstances, automatically quit the group.
1. The parent company has transferred all property rights;
2. It has been revoked according to law;
Third, bankruptcy.
Chapter VI Termination of the Group Article 23 In any of the following circumstances, the group shall be dissolved in accordance with national laws and regulations; The parent company of the group is terminated, and there is no new enterprise with core enterprise conditions as the parent company.
Article 24 When a group terminates, it shall make a registration announcement to the registration authority according to law and liquidate the managed funds.
Chapter VII Supplementary Provisions Article 25 The Articles of Association shall come into force as of the date of registration by the administrative department for industry and commerce, and the same shall apply to its modification and termination.
Twenty-sixth specific matters and matters not covered in the Articles of Association may be stipulated separately through the detailed rules for implementation or supplementary clauses.
Article 27 The right to amend and interpret the Articles of Association belongs to the Group Council.
Signature and seal of group members: _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
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