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Certificate Articles Of Incorporation
"I need Certificate Articles of Incorporation for a new German technology startup AG with €50,000 initial capital, planning to include provisions for authorized capital for future funding rounds and employee stock options, to be established by March 2025."
1. Article 1 - Company Name and Registered Office: Specifies the company's legal name and location of registered office
2. Article 2 - Corporate Purpose: Defines the business objectives and scope of activities of the company
3. Article 3 - Share Capital and Shares: States the amount of share capital and division into shares, including share types and nominal values
4. Article 4 - Share Certificates and Transfer: Describes the form of share certificates and basic transfer provisions
5. Article 5 - Corporate Bodies: Lists the company's governing bodies (Management Board, Supervisory Board, General Meeting)
6. Article 6 - Management Board: Defines composition, appointment, and powers of the Management Board
7. Article 7 - Supervisory Board: Specifies composition, election, and duties of the Supervisory Board
8. Article 8 - General Meeting: Details procedures for shareholder meetings and voting rights
9. Article 9 - Financial Year and Annual Accounts: Defines the financial year and provisions for accounting
10. Article 10 - Announcements: Specifies how official company announcements will be made
1. Article on Authorized Capital: Include when company wants flexibility to issue new shares without additional shareholder approval
2. Article on Preference Shares: Include when company plans to issue shares with preferential rights
3. Article on Share Transfer Restrictions: Include when company wants to control share transfers (more common in GmbH)
4. Article on Additional Advisory Boards: Include when company wants to establish additional advisory bodies
5. Article on Profit Participation Rights: Include when company plans to issue profit participation certificates
6. Article on Non-Competition: Include when specific non-compete provisions for management are desired
7. Article on Dissolution: Include specific provisions for company dissolution beyond statutory requirements
1. Schedule 1 - Initial Shareholders: List of founding shareholders with their respective shareholdings
2. Schedule 2 - Initial Contribution Details: Detailed information about initial capital contributions
3. Schedule 3 - Special Rights and Benefits: Description of any special rights granted to shareholders or third parties
4. Schedule 4 - Formation Expenses: Detailed breakdown of incorporation expenses and their attribution
5. Schedule 5 - Rules of Procedure: Detailed procedural rules for Management Board and Supervisory Board if not in main text
Authors
Financial Services
Manufacturing
Technology
Healthcare
Retail
Real Estate
Energy
Transportation
Professional Services
Consumer Goods
Telecommunications
Construction
Agriculture
Education
Entertainment
Legal
Corporate Governance
Compliance
Executive Management
Board Secretariat
Corporate Affairs
Risk Management
Finance
Company Secretariat
Regulatory Affairs
Chief Executive Officer
Managing Director
Corporate Lawyer
Legal Counsel
Company Secretary
Compliance Officer
Board Member
Corporate Governance Officer
General Counsel
Chief Legal Officer
Corporate Secretary
Supervisory Board Member
Management Board Member
Chief Financial Officer
Head of Legal
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