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Company's Articles Of Association

Company's Articles Of Association Template for Belgium

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Key Requirements PROMPT example:

Company's Articles Of Association

"I need Articles of Association for a Belgian private limited company (BV/SRL) in the technology sector, with two founding shareholders having equal ownership, including provisions for future employee share schemes and virtual board meetings to be implemented by March 2025."

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Document background
Company's Articles of Association are mandatory constitutional documents required for establishing and operating any company in Belgium. They must comply with the Belgian Code of Companies and Associations (CCA) and be executed in authentic form before a notary public. The document serves multiple crucial functions: it establishes the company's legal identity, defines its purpose and activities, sets out the capital structure, governs relationships between shareholders, and establishes management frameworks. Articles of Association must be drafted in one of Belgium's official languages (Dutch, French, or German) depending on the company's location, and any amendments require notarial deed and publication in the Belgian Official Gazette. This document is fundamental for corporate governance and is frequently referenced for decision-making, dispute resolution, and regulatory compliance.
Suggested Sections

1. Title and Company Form: Specifies the company name, legal form (NV/SA, BV/SRL, etc.), and confirms this is the Articles of Association

2. Registered Office: States the company's official registered address and region, with provisions for potential transfer

3. Purpose and Activities: Defines the company's corporate purpose and permitted business activities

4. Duration: States whether the company is formed for an indefinite period or specifies a fixed duration

5. Capital and Shares: Details the company's capital structure, types of shares, and their associated rights

6. Share Transfer Provisions: Rules governing the transfer of shares, including any restrictions or pre-emption rights

7. Administration and Management: Defines the management structure, appointment procedures, and powers of directors/managers

8. General Meetings: Rules for shareholder meetings, including convocation, voting rights, and decision-making procedures

9. Financial Year and Annual Accounts: Specifies the financial year period and procedures for preparing and approving annual accounts

10. Profit Distribution: Rules for dividend distribution and profit allocation

11. Dissolution and Liquidation: Procedures for company dissolution and asset distribution upon liquidation

Optional Sections

1. Share Classes: Required when the company has multiple classes of shares with different rights

2. Board Committees: Used for larger companies establishing specialized committees (audit, remuneration, etc.)

3. Daily Management: Needed when delegating day-to-day management to specific individuals

4. Representation Powers: Details specific representation requirements beyond standard management provisions

5. Conflict Resolution: Specific procedures for resolving shareholder or management disputes

6. Electronic Communication: Provisions for virtual meetings and electronic notifications

7. Share Transfer Restrictions: Detailed restrictions on share transfers, particularly relevant for family businesses or closely-held companies

8. Corporate Groups: Special provisions for companies that are part of a corporate group

Suggested Schedules

1. Share Register Details: Initial shareholders and their shareholdings

2. Capital Contributions: Detailed description of initial capital contributions, especially for contributions in kind

3. Special Rights: Any special rights or obligations attached to specific shares or shareholders

4. Management Structure: Detailed organizational chart and management structure

5. Historical Amendments: Record of previous amendments to the Articles of Association

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok成人版 | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

alex.den.21@genieai.co
Relevant legal definitions








































Clauses









































Relevant Industries

Financial Services

Technology

Manufacturing

Retail

Professional Services

Healthcare

Real Estate

Construction

Logistics

Energy

Telecommunications

Agriculture

Education

Hospitality

Media and Entertainment

All Business Sectors

Relevant Teams

Legal

Compliance

Corporate Governance

Executive Leadership

Finance

Administrative

Risk Management

Corporate Affairs

Investor Relations

Company Secretariat

Relevant Roles

Chief Executive Officer

Company Secretary

Corporate Lawyer

Legal Counsel

Compliance Officer

Chief Financial Officer

Board Member

Director

Corporate Governance Officer

Risk Manager

Company Administrator

General Counsel

Managing Director

Shareholder Relations Manager

Business Development Manager

Industries








Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks, 聽Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination, 聽Severance Pay, Governing Law, Entire Agreemen

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