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Articles Of Organization Document
I need Articles of Organization Document for a Dutch tech startup with two founding shareholders, planning to implement a two-tier board structure and allowing for future investment rounds, with operations starting March 2025.
1. Name and Registered Office: Company name, legal form (BV/NV), and registered address in the Netherlands
2. Objects of the Company: Detailed description of the company's business activities and purposes
3. Share Capital: Details of authorized capital, types of shares, nominal value, and share structure
4. Shares and Share Certificates: Provisions regarding share transfers, certificates, and shareholders' rights
5. Register of Shareholders: Requirements for maintaining the shareholders' register and related procedures
6. Share Transfer Restrictions: Procedures and restrictions for transferring shares, including approval requirements
7. Management Board: Composition, appointment, duties, and powers of the management board
8. General Meetings: Rules for convening and conducting shareholder meetings, voting procedures
9. Financial Year and Annual Accounts: Definition of financial year and requirements for financial reporting
10. Profits and Distributions: Rules for profit allocation, dividend distributions, and reserves
11. Amendment of Articles: Procedures for amending the articles of organization
12. Dissolution and Liquidation: Provisions for company dissolution and liquidation procedures
1. Supervisory Board: Required if company opts for two-tier board structure, defining composition and duties of supervisory board
2. Share Classes: Used when company has multiple share classes with different rights and obligations
3. Proxy Holders: Rules regarding appointment and powers of proxy holders if company allows for representation
4. Indemnification: Provisions for indemnifying directors and officers, if desired
5. Electronic Communication: Provisions for electronic meetings and communications if company wants this flexibility
6. Non-Competition: Restrictions on shareholders' competing activities, if applicable
7. Conflict Resolution: Specific procedures for resolving disputes between shareholders or with management
8. Tag-Along and Drag-Along Rights: Special share transfer provisions for minority shareholder protection
1. Initial Shareholders: List of founding shareholders with their initial shareholdings
2. Initial Directors: Details of first appointed managing directors and their positions
3. Share Transfer Deed Template: Standard form for executing share transfers
4. Shareholder Resolution Templates: Standard forms for common shareholder resolutions
5. Company Internal Rules: Detailed internal regulations supplementing the articles
6. Power of Attorney Templates: Standard forms for appointing representatives
Authors
General Meeting
Management Board
Supervisory Board
Company
Shares
Shareholders
Share Certificate
Register of Shareholders
Financial Year
Annual Accounts
Annual Report
Written/In Writing
Electronic Communication
Transfer
Distributable Reserves
Qualifying Interest
Related Company
Group Company
Subsidiary
Dependent Company
Participating Interest
Works Council
Board Rules
Annual General Meeting
Extraordinary General Meeting
Managing Director
Supervisory Director
Chairman
Vice-Chairman
Secretary
Articles Amendment
Simple Majority
Qualified Majority
Business Day
Trading Day
Record Date
Dividend
Interim Dividend
Profit Reservation
Liquidation
Merger
Demerger
Legal Merger
Legal Division
Authorized Capital
Issued Capital
Paid-up Capital
Nominal Value
Corporate Body
Corporate Seat
Corporate Purpose
Registered Office
Share Capital Structure
Share Transfer Restrictions
Share Issuance
Pre-emptive Rights
Management Board Powers
Management Board Appointment
Management Board Meetings
Supervisory Board Structure
General Meeting Procedures
Voting Rights
Dividend Rights
Financial Year
Annual Accounts
Profit Distribution
Reserve Accounts
Amendment of Articles
Dissolution
Liquidation
Indemnification
Conflict Resolution
Corporate Representation
Board Decision-Making
Shareholder Decision-Making
Share Certificate Rights
Tag-Along Rights
Drag-Along Rights
Information Rights
Audit Requirements
Electronic Communication
Notice Requirements
Quorum Requirements
Majority Requirements
Legal Merger and Division
Proxy Voting
Director Qualification
Shareholders Register
Share Transfer Formalities
Technology
Manufacturing
Retail
Professional Services
Financial Services
Healthcare
Real Estate
Construction
Energy
Agriculture
Transportation
Hospitality
Education
Media and Entertainment
Consulting
Non-Profit Organizations
Legal
Corporate Secretariat
Compliance
Board of Directors
Executive Management
Corporate Affairs
Corporate Governance
Finance
Risk Management
Strategy
CEO
Managing Director
Company Secretary
Corporate Lawyer
Legal Counsel
Compliance Officer
Board Member
Chairman
Chief Legal Officer
Corporate Governance Officer
General Counsel
Company Director
Chief Financial Officer
Chief Operations Officer
Corporate Affairs Manager
Business Development Director
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