Single Member LLC Articles of Organisation (structured as articles of association in the UK) are required when establishing a private limited company with a single shareholder in England and Wales. This document is essential for company registration with Companies House and provides the framework for company governance, including share structure, director appointments, decision-making processes, and administrative procedures. It must comply with the Companies Act 2006 and related legislation, forming the basis for all major company decisions and operations.
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1. Company Name: Statement of the company name and registration details
2. Interpretation: Definitions of key terms used throughout the articles
3. Share Capital: Details of share structure and share rights
4. Directors: Powers, appointment, and removal of directors
5. Decision-Making by Directors: Procedures for director decisions and meetings
6. Shares and Distributions: Rules regarding share transfers and dividend payments
7. Administrative Arrangements: Company secretary, records, and communications
1. Share Classes: Additional provisions for multiple share classes with varying rights, used when company requires different types of shares
2. Pre-emption Rights: Additional provisions for rights of existing shareholders to purchase new shares, used when additional protection for shareholding is required
3. Drag and Tag Rights: Provisions for sale of shares in specific circumstances, used when planning for potential future sale or investment
1. Schedule 1: Share Capital Details: Detailed breakdown of initial share capital and shareholdings
2. Schedule 2: Reserved Matters: List of decisions requiring special approval
3. Appendix A: Form of Share Certificate: Template for share certificates
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