Individual proprietorship is a hot topic now, but do you know how to write the articles of association of individual proprietorship? Let's take a look at the model articles of association of the sole proprietorship enterprise I have compiled!
Model articles of association of a sole proprietorship enterprise
In order to adapt to the development of the socialist market economy, a limited company (hereinafter referred to as the Company) is established by capital contribution of * * * in accordance with the Company Law of People's Republic of China (PRC) (hereinafter referred to as the Company Law) and other relevant laws and administrative regulations, and the Articles of Association are specially formulated.
Chapter I Company Name and Domicile
Article 1 Company Name: ————————————————————————————————————————————————————————————————————————.
Article 2 The company's domicile: —————
Chapter II Business Scope of the Company
Article 3 Business scope of the Company:
Chapter III Registered Capital of the Company
Article 4 Registered capital of the company: paid-in capital 10,000.00 Yuan: If the company reduces its registered capital, it shall notify its creditors within10 days from the date of making the resolution and make an announcement in the newspaper within 30 days. Where a company changes its registered capital, it shall go through the registration formalities with the registration authority according to law.
Chapter IV Name of Shareholders, Mode, Amount and Time of Contribution
Article 5 The name, mode, amount and time of contribution of shareholders are as follows: time of contribution, license number, mode and proportion of contribution (RMB).
Chapter V Organization, Formation Method, Authority and Rules of Procedure of the Company
Article 6 The Company shall have an executive director, who shall be the shareholder and shall exercise the following powers:
(1) Decide on the company's business plan and investment plan;
(2) To formulate the company's annual financial budget and final accounts;
(3) To formulate the company's profit distribution plan and loss compensation plan;
(4) To formulate plans for increasing or decreasing the registered capital.
(five) to formulate plans for the merger, division, change of corporate form and dissolution of the company;
(VI) Deciding on the establishment of the company's internal management organization;
(7) Nominating the manager of the company, appointing or dismissing the deputy manager and financial officer of the company according to the nomination of the manager, and determining their remuneration;
(eight) to formulate the basic management system of the company;
(9) Sign relevant documents on behalf of the company.
Article 7 The company resolution made by shareholders shall be made in written form, and shall be kept in the company after being signed. The Company has 65,438+0 managers, who are appointed or dismissed by shareholders. The manager is responsible to the shareholders and exercises the following powers:
(1) Responsible for the production, operation and management of the company;
(2) Organize the implementation of the company's annual business plan and investment plan;
(3) To formulate plans for the establishment of the company's internal management organization;
(4) To formulate the basic management system of the company;
(5) To formulate specific rules of the company;
(six) to propose the appointment or dismissal of the company's deputy manager and financial officer;
(seven) to appoint or dismiss the responsible management personnel other than those who should be appointed or dismissed by the investor;
Article 8 The Company has 65,438+0 supervisors appointed by shareholders. Supervisors are responsible to shareholders. The supervisor shall exercise the following powers:
(1) Check the company's finance;
(2) To supervise the acts of executive directors and managers who violate laws, regulations or the articles of association when performing their duties;
(3) When the manager's behavior harms the interests of the company, ask the manager to correct it;
(4) proposing to hold a company meeting;
(5) To institute legal proceedings against the executive directors and senior managers in accordance with Article 152 of the Company Law.
(6) Accept the responsibilities and obligations of the supervisor as stipulated in the Company Law.
Article 9 The executive director, manager and financial officer of a company shall not concurrently serve as the company's supervisor.
Chapter VI Finance, Accounting, Profit Distribution and Labor Employment System
Article 10 A company shall establish its financial accounting system in accordance with laws, administrative regulations and the provisions of the financial department of the State Council, and make financial accounting reports at the end of each fiscal year.
Article 11 Financial accounting reports include the following financial accounting statements and schedules:
1. Balance sheet;
2. Income statement;
3. Statement of changes in financial position;
4. Statement of financial position;
5. Profit distribution table.
Article 12 The executive director is the legal representative of the company.
Article 13 A company shall not set up other accounting books besides the statutory accounting books. No account shall be opened for the company's assets in the name of any individual.
Article 14 The profits of the company after paying income tax shall be distributed in the following order:
1. Make up the losses of previous years;
2. Extract 10% and incorporate it into the statutory public welfare fund;
3. Extract 5%- 10% and include it in the statutory public welfare fund;
4. Withdraw the public welfare fund;
5. Investors earn investment profits. If the accumulated amount of the statutory common reserve fund of the company is more than 50% of the registered capital of the company, it may not be withdrawn. Whether to withdraw the provident fund is up to the investors. The company shall not make up for the company's losses and profits distributed before the statutory provident fund and public welfare fund are withdrawn.
Fifteenth labor employment system in accordance with national laws and regulations and the relevant provisions of the labor department of the State Council.
Chapter VII Reasons for Dissolution of the Company and Liquidation Measures
Article 16 The business term of the company is years, counting from the date when the Business License for Enterprise as a Legal Person is issued.
Article 17 A company may be dissolved under any of the following circumstances:
(1) When the business term stipulated in the Articles of Association expires or other reasons for dissolution stipulated in the Articles of Association occur;
(2) The shareholders decide to dissolve;
(3) The company needs to be dissolved due to merger or division;
(4) The company is ordered to close down in violation of laws and administrative regulations.
(5) The company cannot continue to operate due to force majeure;
(6) Declare bankruptcy.
Article 18 When a company is dissolved, a liquidation group shall be established in accordance with the Company Law to liquidate the company. After the liquidation, the liquidation group shall prepare a liquidation report, submit it to the shareholders' meeting or relevant competent authorities for confirmation, and submit it to the company registration authority to apply for cancellation of company registration and announce the termination of the company. Chapter VIII Other Matters
Article 19 A company may amend its articles of association according to needs or changes in registered items. The revised Articles of Association shall not conflict with laws and regulations, and shall be registered with the company registration authority for the record.
Article 20 The registered items of a company shall be subject to the approval of the company registration authority.
Article 21 If the Articles of Association conflict with the national laws and regulations, the national laws and regulations shall prevail.
Article 22 The Articles of Association shall come into effect as of the date of establishment of the company.
Article 23 The Articles of Association shall be made in triplicate, one for the company, one for the shareholders and one for the company registration authority.
Shareholder's signature (seal): _ _ _ _ _ _ _ _ _ _ _ _ _ _
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