In the real society, we often come into contact with the charter, which plays a role within the organization and is implemented by all members. So do you really know how to write the articles of association? The following is a simple sample of the articles of association that I have compiled for you. Welcome to read the collection.
Simple Articles of Association 1 Chapter I General Provisions
Article 1 In order to regulate the behavior of sole proprietorship enterprises, protect the legitimate rights and interests of investors and creditors of sole proprietorship enterprises, maintain social and economic order, and promote the development of socialist market economy, these Articles of Association are formulated in accordance with the Law on Sole proprietorship Enterprises as the operating criteria of this enterprise.
Article 2 Name of enterprise:
Article 3 Enterprise address:
Article 4 The person in charge of the enterprise:
Article 5 Business scope of an enterprise:
Article 6 This enterprise is a sole proprietorship enterprise, invested by natural persons, and the property belongs to the investors, who shall bear unlimited liability for the debts of the enterprise with their personal property.
Article 7 This enterprise shall engage in business activities within the registered business scope, and all activities shall abide by laws and administrative regulations, follow the principle of good faith, and shall not harm the public interests, and fulfill its tax payment obligations according to law.
Chapter II Mode and Amount of Capital Contribution
Article 8 The investor of this enterprise is a natural person, and the declared capital contribution is RMB _ _ _ _ _ _ _ _ _ _ _.
Chapter III Finance, Accounting and Labor Wage System
Article 9 This enterprise shall, in accordance with the relevant laws and regulations of the state, formulate a financial accounting system, set up accounting books according to law, and conduct accounting.
Article 10 The fiscal year of this enterprise adopts the Gregorian calendar system, and the fiscal year is from year to year.
Article 11 When employing employees, this enterprise shall sign labor contracts with employees according to law, ensure their labor safety, pay their wages in full and on time, participate in social insurance in accordance with state regulations, and pay social insurance premiums for employees.
Chapter IV Dissolution and Liquidation of Enterprises
Article 12 The date of issuance of the business license of this enterprise is _ _ _ _ _ _ _ _ _ _.
Article 13 An enterprise shall be dissolved under any of the following circumstances:
(1) The investor decides to dissolve;
(2) The investor is dead or declared dead, and there is no heir or the successor decides to give up the inheritance;
(3) The business license is revoked according to law;
(4) Other circumstances stipulated by laws and administrative regulations.
Article 14 When an enterprise is dissolved, the investors shall liquidate it themselves or the creditors shall apply to the people's court to appoint a liquidator for liquidation. Investors who liquidate themselves shall notify creditors in writing within _ _ _ _ days before liquidation. If it is impossible to notify, it shall be announced. The creditor shall, within _ _ _ _ _ days from the date of receiving the notice, or within _ _ _ _ _ _ _ _
Article 15 After the dissolution of an enterprise, the original investor shall still be liable for paying off the debts of the sole proprietorship enterprise during its existence. However, if the creditor fails to demand payment from the debtor within _ _ _ _ _ _ _ _ _ years.
Article 16 When an enterprise is dissolved, the property shall be paid off in the following order:
(a) arrears of wages and social insurance premiums for employees;
(2) tax arrears;
(3) Other debts.
Article 17 During the liquidation period, an enterprise shall not carry out business activities unrelated to the liquidation purpose. Before paying off debts in accordance with the provisions of the preceding article, investors shall not transfer or conceal their property.
Article 18 If the property of the enterprise is insufficient to pay off the debts, the investor shall pay off the debts with other personal property.
Article 19 After the liquidation of an enterprise, the investor or the liquidator designated by the people's court shall prepare a liquidation report and go through the cancellation of registration with the registration authority within _ _ _ _ _.
Chapter V Supplementary Provisions
Article 20 Matters not covered in the Articles of Association shall be handled in accordance with relevant national laws and regulations.
Article 21 The original articles of association shall be _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
Signature (seal) of investor:
Date of conclusion: _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
I composition of the board of supervisors
At the initial stage of the company's business, the company is small in scale, and it can have one executive supervisor and one external supervisor, without the board of supervisors.
The executive supervisor is elected by the shareholders' meeting for a term of three years. The term of office expires and can be re-elected if re-elected. Executive directors, senior managers and financial officers may not concurrently serve as supervisors.
Two. Competent qualification
The qualifications of supervisors shall meet the requirements of the Company Law, Articles of Association and other laws and regulations on the nature of business.
Have a relatively complete educational experience, rich experience in business management, finance and legal affairs, and be able to receive follow-up education.
Shall not conceal major violations of law and discipline of enterprises; Shall not collude with enterprises to fabricate false inspection reports.
Three. The rights and obligations of the executive supervisor
The executive supervisor shall exercise the following powers:
1. Supervise and inspect the company's implementation of relevant laws, regulations and rules and the performance of duties by the board of directors and senior management personnel; Focus on monitoring the major decisions of the board of directors, large investment and financing and asset disposal in the business activities of the enterprise, and make suggestions to the shareholders' meeting;
2. Supervise and inspect the company's finance, and verify the authenticity and legality of the company's financial accounting report by consulting financial accounting and other materials related to business management activities;
3. Supervise and inspect the behaviors of directors and senior managers in performing their duties, and put forward suggestions for the removal of directors and senior managers who violate laws, administrative regulations and the Articles of Association.
4. When the acts of directors and senior managers harm the interests of the company, they are required to correct them.
5. Propose to convene an interim meeting of the board of directors, and members of the board of supervisors shall attend the board meeting as nonvoting delegates and raise questions or suggestions on matters resolved by the board of directors;
6. Other functions and powers as stipulated in the Articles of Association.
The executive supervisor shall perform the following obligations:
1. Abide by the articles of association of the enterprise, faithfully perform the supervisory duties, strictly implement the resolutions of the board of supervisors, keep the contents of the inspection report confidential, and shall not disclose the business secrets of the enterprise;
2 in strict accordance with the provisions of national laws, regulations, policies and financial discipline, correctly exercise the right of supervision, objectively and fairly evaluate and reflect the business, financial status and performance of enterprise leaders;
3. Submit relevant work reports to the shareholders' meeting, including the change application report of the Board of Supervisors and the extension of the change report of the Board of Supervisors; An application report for replacing or supplementing the supervisor; Resolutions and minutes of meetings of the Board of Supervisors; Annual work report, special inspection report and daily inspection report of the board of supervisors;
4. Formulate the supervisor's annual work plan and various work systems, collect, sort out and analyze all kinds of supervision information, establish the necessary enterprise information database, and ensure the standardization of supervision and inspection.
In addition to enjoying the same rights and performing the same obligations as internal supervisors, external supervisors must also undertake and abide by the following job responsibilities and performance disciplines:
1. After the end of the year and term, a written performance report shall be submitted to the shareholders' meeting;
2. Before the company holds a board meeting, it shall report the specific agenda of the meeting and the major issues considered at the meeting to the dispatching department, and raise questions or suggestions at the board meeting according to the opinions of the dispatching department;
3. Do not accept any gifts from enterprises; Not seeking personal gain for yourself, relatives or others in the enterprise; Shall not accept any remuneration and welfare benefits from the enterprise; Shall not reimburse any expenses that should be borne by individuals in the enterprise;
4. Complete other affairs assigned by the Board of Supervisors.
If an enterprise commits one of the following acts during the performance of the duties of the board of supervisors, the directly responsible person in charge and other directly responsible personnel shall be given disciplinary sanctions according to law until their posts are revoked; If the case constitutes a crime, it shall be transferred to judicial organs for accountability:
1. refusing or obstructing the executive supervisor from performing his duties according to law;
2. Refusing to submit financial and accounting reports, report major business management activities and provide relevant information to the executive supervisor without reason;
3. Concealing, tampering with or lying about important information and relevant materials;
4. There are other acts that hinder the supervision and inspection of the executive supervisor.
Four. Supervision and inspection work
The supervision and inspection work shall follow the following principles:
1. Principles of process supervision. Taking financial supervision as the core, it supervises the whole process of enterprise decision-making, decision execution and important business management activities.
2. The principle of timeliness. It is important to know, master and track the enterprise at any time.
3. The principle of timely reporting. After each inspection of the relevant aspects of the enterprise, the executive supervisor shall make an inspection report in time, find problems that endanger or may endanger the safety of the company's assets, and put forward supervision opinions and suggestions in time.
4. The principle of non-participation and non-intervention. The executive supervisor does not participate in the business decisions of the enterprise, does not interfere with the business activities of the enterprise, and does not directly express positive or negative opinions on the business decisions and business activities of the enterprise.
The form of supervision and inspection:
Generally, the executive supervisor shall inspect the enterprise once or twice a year on a regular basis, and may conduct special inspections on the enterprise from time to time according to actual needs.
1. Daily supervision and inspection: supervise and inspect the daily operation of the enterprise;
2. Annual supervision and inspection: supervise and inspect the annual operation and management of the enterprise;
3. Special supervision and inspection: conduct special supervision and inspection on the performance of duties of the board of directors and senior management personnel, and conduct special supervision and inspection on the behaviors that may or have caused serious losses to the company's assets.
The supervision and inspection work can take the following ways:
1. Listen to the report of the person in charge of the enterprise on the financial situation, asset status and operation and management, and hold meetings related to regulatory matters;
2. Consult the financial and accounting reports, accounting vouchers, accounting books and other materials of the enterprise and other materials related to business management activities;
3. Check the financial and asset status of the enterprise, learn from the employees, listen to opinions, and ask the person in charge of the enterprise to explain the relevant situation when necessary;
4 to finance, industry and commerce, taxation, auditing, customs and other relevant departments and banks to investigate the financial situation and management of enterprises.
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