Document background
Articles of Association For Company Limited by Guarantee are fundamental constitutional documents used when establishing a legal entity in the Netherlands where members' liability is limited to a guaranteed amount rather than shareholding. This structure is particularly suitable for non-profit organizations, professional associations, and social enterprises operating under Dutch law. The document must comply with Book 2 of the Dutch Civil Code and requires execution before a Dutch civil law notary, followed by registration with the Chamber of Commerce (KvK). It contains essential provisions about the organization's purpose, governance structure, membership rights and obligations, board composition, and decision-making procedures. This document type is crucial for organizations seeking to operate with limited liability while maintaining a membership-based structure rather than a traditional shareholding model.
