1. Company name and address. Including the Chinese name, English name (if any) and registered address of the company.
2. Business scope. Business scope approved according to the actual business projects and licenses of the company.
3. Registered capital of the company. Including the total registered capital, unit share par value and share structure (such as A share par value, number of issued shares, etc.). ).
4. Company organization. Establish shareholders' meeting, board of directors, board of supervisors and manager, and define their terms of reference.
5. Name of shareholders and subscribed capital contribution. List the names of all shareholders of the company and the types and amounts of shares subscribed by them.
6. Rights and obligations of shareholders. Including the right to convene a general meeting of shareholders, the right to elect directors and supervisors, the right to distribute profits and the obligation to pay capital contributions.
7. The company's profit distribution policy. Distribute according to the legal order, and give the dividend policy or the proportion of provident fund.
8. Company operation mode. Including the discussion mode of the board of directors, the authority of the chairman/general manager and the rules for using the company seal.
9. Procedures for amending the Articles of Association. Generally, it needs to be revised by a special resolution of the shareholders' meeting.
10. dissolution and liquidation of the company. Including dissolution conditions, liquidation organization and property disposal methods.
1 1. Supplementary provisions. To stipulate the company's accounting period, accounting system, document keeping method and notice delivery method.
In addition, other contents that need to be supplemented according to the company type (joint-stock company or limited company) and industry requirements. All clauses shall not contravene the Company Law and other relevant laws and regulations.
The articles of association are important legal documents of the company, and the preparation process is complicated and easy to be omitted. In order to ensure that the articles of association meet the requirements and the actual needs of the company, professional service institutions can be entrusted to provide legal review and consulting services. Enterprises also need to revise and improve their articles of association in time according to the actual situation at all stages of development.
If you encounter problems in the process of formulating or amending the articles of association, you can explain them here. We will provide analysis and suggestions according to the actual situation of the company and relevant national regulations. You are also welcome to ask questions about enterprise operation.
The following is a simple model of the articles of association of a company limited by shares for your reference:
Chapter I General Provisions
Article 1 Company name: ××× Limited by Share Ltd.
Article 2 The registered address:No. ××× Road, ××× year ×× month × day × month × day × month × day × month × month × day × month × day × month × day × month × month × day × month × day × month × month × day × month × month × month × day × month × month × day × month × month × month × month × day × month × month × month × month × month
Article 3 Business scope of the company: ××× (fill in the business scope approved by the license)
Article 4 The registered capital of the company is RMB ×××× 10,000 Yuan.
Chapter II Shares
Article 5 Share structure: The shares of the company exist in the form of shares. The shares held by all shareholders are ordinary shares.
Article 6 Share subscription: The shares of the company shall be established by the promoters and subscribed by the promoters.
Chapter III Shareholders and Shareholders' General Meeting
Article 7 Shareholders' rights: voting rights of the board of directors and the board of supervisors; The company's dividend right; Voting rights on major issues, etc.
Article 8 Obligations of shareholders: Abide by laws and regulations and the Articles of Association; Pay the capital contribution of the subscribed shares.
Article 9 Time and method of convening the shareholders' meeting: The annual shareholders' meeting shall be held once a year. If convened by the board of directors, the notice of the meeting shall be issued 15 days in advance.
Chapter IV Company Organization
Article 10 The shareholders' meeting shall be composed of all shareholders of the company (the terms of reference of the shareholders' meeting shall be specified in detail).
Article 11 A company shall have a board of directors composed of ×× people.
Article 12 The Company shall set up a board of supervisors, which shall be composed of ×× persons ..... (Please specify the terms of reference of the board of supervisors in detail).
Article 13 The Company shall have 65,438+0 general managers, who shall be appointed or dismissed by the board of directors.
Chapter V Supplementary Provisions
Article 14 Financial year of the Company: Gregorian calendar year, that is, 65438+ 10/0 to 65438+February 3 1.
Article 15 Company registration authority: ××× Municipal Administration for Industry and Commerce
Article 16 the company seal system: the chairman is responsible for the use of the chairman's seal and the legal person's seal; The person in charge of finance is responsible for the use of the financial seal.
......
The above is just a simple template. You can make appropriate amendments and supplements to the articles according to the actual situation of the company, so as to ensure that the final articles of association comply with the Company Law of People's Republic of China (PRC) and other relevant laws and regulations. After the final version is generated, please carefully review it, or entrust a professional organization to provide legal review services. Articles of association are important legal documents, and it is of great significance to standardize them correctly.
The content of the prototype template I provided is only for attracting jade. Subsequent in-depth argumentation and careful finalization still require the participation of the company itself or entrusted professionals. At the same time, you are also welcome to ask specific questions here during the writing process, and we will provide more detailed and professional analysis opinions. I wish the articles of association work smoothly!