Certificate Of Organisation Limited Liability Company Template for England and Wales

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Key Requirements PROMPT example:

Certificate Of Organisation Limited Liability Company

"I need a Certificate of Organisation Limited Liability Company for a new tech startup with three founding members, each holding equal shares, to be registered in Cardiff, Wales, with operations commencing on March 1, 2025."

What is a Certificate Of Organisation Limited Liability Company?

The Certificate of Organisation Limited Liability Company is a fundamental document required when establishing a new company in England and Wales. It must be filed with Companies House and serves as the official record of the company's formation. The certificate includes crucial information such as the company name, registered office address, details of directors and members, share capital structure, and intended business activities. This document is essential for compliance with the Companies Act 2006 and provides legal recognition of the company's existence. It forms part of the company's permanent records and may be required for various business activities, including opening bank accounts and entering into contracts.

What sections should be included in a Certificate Of Organisation Limited Liability Company?

1. Company Name Declaration: Official declaration of the company name as registered with Companies House

2. Registered Office: Statement of the company's official registered address in England or Wales

3. Business Purpose: Statement of the company's intended business activities and SIC codes

4. Member Information: Details of initial members/shareholders including names, addresses and shareholdings

5. Director Information: Details of appointed directors including full names, service addresses, and DOB

6. Share Capital Structure: Details of share classes, nominal value, and initial share allocation

What sections are optional to include in a Certificate Of Organisation Limited Liability Company?

1. Company Secretary: Details of appointed company secretary - optional as private companies are not required to have a secretary

2. Additional Directors: Information about additional directors beyond the minimum requirement of one director

3. Specific Articles: Any modifications to standard articles of association, if not using model articles

What schedules should be included in a Certificate Of Organisation Limited Liability Company?

1. Statement of Capital: Detailed breakdown of share capital structure including class rights and restrictions

2. Initial Shareholdings: Complete list of initial shareholders and their respective shareholdings

3. Directors' Consents: Signed consents and declarations from all appointed directors

4. PSC Statements: Persons with Significant Control declarations and required particulars

Authors

Alex Denne

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

Relevant legal definitions
Industries

Companies Act 2006: The primary legislation governing company formation and operation in the UK, including registration requirements, company structure, and governance

Limited Liability Partnerships Act 2000: Key legislation governing the formation and operation of Limited Liability Partnerships in the UK

Company Names and Trading Disclosures Regulations 2015: Regulations governing the naming conventions and disclosure requirements for companies and LLPs

Companies House Requirements: Regulatory requirements set by the UK's registrar of companies for company registration and ongoing compliance

Company Registration Regulations 2008: Specific regulations detailing the process and requirements for registering a company in the UK

Articles of Association Requirements: Legal requirements for the internal rules governing the company's operation and management

Memorandum of Association Requirements: Legal requirements for the document stating the subscribers' intention to form and become members of a company

SIC Codes Requirements: Standard Industrial Classification codes that must be specified to identify the nature of the company's business activities

Registered Office Requirements: Legal requirements for maintaining a registered office address in England or Wales

Director Information Requirements: Legal requirements for providing and maintaining information about company directors and members

Share Capital Structure Requirements: Requirements for defining and documenting the company's share capital structure if applicable

Statement of Compliance: Legal requirement for a statement confirming compliance with all registration requirements under the Companies Act 2006

Data Protection Act 2018: Legislation governing the handling and protection of personal information in company documentation

Money Laundering Regulations 2017: Regulations requiring verification of company members and beneficial owners for anti-money laundering purposes

Small Business, Enterprise and Employment Act 2015: Additional legislation affecting company formation and administration, including transparency requirements

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,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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