What is article and memorandum of association?

A 'memorandum of association' - a legal statement signed by all initial shareholders or guarantors agreeing to form the company. 'articles of association' - written rules about running the company agreed by the shareholders or guarantors, directors and the company secretary.

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Checklist in Drafting Articles of Association for Association or Club

Orange California Checklist in Drafting Articles of Association for Association or Club

Name: Orange California Checklist in Drafting Articles of Association for Association or Club
Brand: US Legal Forms
Rating: 4.85 (321 reviews)

Category:

Corporations - Community Associations

State:

Multi-State

County:

Orange

Control #:

US-0243BG

Format:

Instant download

Description

This form is a checklist in drafting articles of association for association or club. Statutes have been enacted in various jurisdictions setting forth requirements as to the form and manner of execution of the articles of association and the bylaws of an association. In the absence of statutory requirements, the articles of association or constitution, bylaws, and rules and regulations of an association or club need not be in writing. However, to avoid misunderstanding, dissension, and possible litigation, these items should be set forth in writing.

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Contents of Articles of Association Interpretation. Private Company. Share Capital and Variation Of Rights. Preference Shares. Alteration to Memorandum. Control of Shares. Shares held Jointly. Increase of Capital.

The content and terms of the "articles" may vary by jurisdiction, but typically include provisions on the company name, its purpose, the share structure, the company's organization, and provisions concerning shareholder meetings.

Contents of Articles of Association (AOA): Amount of shares, capital, value, and type of shares. Rights of each class of shareholders regarding voting, dividend, return of capital. Rules regarding the issue of shares and debentures. Procedures as well as regulations in respect of making calls on shares.

Solution. Promoter prepares draft Memorandum and Articles of Association.

The company owners must prepare the MoA of a company before applying for the company registration. It is a mandatory document required to be submitted to the Registrar of Companies while applying for company registration. The MoA must be signed by all the directors and members of the proposed company.

Contents of the Articles of Association Lien of shares. Calls on shares. The process for the transfer of shares. Transmission of shares. Forfeiture of shares. Surrender of shares. Process for conversion of shares to stocks. Share warrants.

CONTENTS OF ARTICLES OF ASSOCIATION DIRECTORS.GENERAL MEETINGS.ACCOUNTING AND AUDITING.SHAREHOLDERS.LIEN OF SHARES.TRANSFER AND TRANSMISSION OF SHARES.FORFEITURE AND SURRENDER OF SHARES.CONVERSION OF SHARES IN STOCK.

A 'memorandum of association' - a legal statement signed by all initial shareholders or guarantors agreeing to form the company. 'articles of association' - written rules about running the company agreed by the shareholders or guarantors, directors and the company secretary.

A Memorandum of Association generally has following clauses: a. Name Clause: This clause contains full of the Company with which it is incorporated. b. Registered Office Clause/Domicile Clause: This clause indicates the jurisdiction of Corporate Regulator, under which the Company's registered office falls.

Promoter prepares draft Memorandum and Articles of Association.

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Orange California Checklist in Drafting Articles of Association for Association or Club

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