Single Member LLC Articles Of Organisation Template for England and Wales

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Single Member LLC Articles Of Organisation

"I need Single Member LLC Articles of Organisation for my new tech consultancy business, where I'll be the sole shareholder and director, with provisions for potential future expansion and share classes for when I bring in investors in 2025."

What is a Single Member LLC Articles Of Organisation?

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.

What sections should be included in a Single Member LLC Articles Of Organisation?

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

What sections are optional to include in a Single Member LLC Articles Of Organisation?

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

What schedules should be included in a Single Member LLC Articles Of Organisation?

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

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