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Articles Of Association Of One Person Company
"I need Articles of Association of One Person Company for my tech startup in Manila, with specific provisions for protecting intellectual property and the possibility of converting to a multi-shareholder corporation by March 2025 when we plan to bring in investors."
1. Name and Details of Single Shareholder: Identification and complete details of the sole shareholder including name, nationality, and residence
2. Corporate Name: The approved corporate name of the OPC including the suffix 'OPC'
3. Principal Office: Complete address of the principal office of the corporation
4. Corporate Purpose: Detailed description of the primary and secondary purposes of the corporation
5. Term of Existence: Duration of the corporation's existence (can be perpetual)
6. Capital Structure: Details of authorized capital stock, subscription, and payment by the single shareholder
7. Corporate Powers: Enumeration of the powers the corporation may exercise in furtherance of its business
8. Sole Director/President: Appointment and powers of the sole director who shall also be the president of the OPC
9. Corporate Officers: Designation of required officers including treasurer and secretary
10. Nominee and Alternate Nominee: Details of the nominated successor and alternate in case of death or incapacity of the single stockholder
11. Annual Meeting: Provisions for annual meeting requirements and procedures
12. Books and Records: Requirements for maintaining corporate books and records
13. Dissolution: Procedures and grounds for corporate dissolution
1. Additional Business Rules: Specific operational rules and procedures unique to the business, used when the OPC has complex operations
2. Borrowing Powers: Specific provisions regarding the corporation's power to borrow money, used when the business plan involves significant financing
3. Branch Offices: Provisions for establishing branch offices, used when business expansion is planned
4. Corporate Seal: Description and rules regarding the corporate seal, used when the business requires formal documentation
5. Amendments: Specific procedures for amending the Articles of Association, used when more detailed amendment procedures are desired
6. Dispute Resolution: Specific procedures for resolving disputes, used when additional clarity on conflict resolution is needed
1. Schedule A - Details of Initial Paid-Up Capital: Detailed breakdown of the initial capital contribution and payment schedule
2. Schedule B - Nominee Acceptance: Formal acceptance documents from the nominated successor and alternate
3. Schedule C - Principal Business Activities: Detailed description of the primary business activities and operations
4. Schedule D - Specimen Signatures: Specimen signatures of the single shareholder, nominee, and corporate officers
5. Appendix 1 - Initial Corporate Policies: Basic corporate policies and procedures for day-to-day operations
6. Appendix 2 - Required SEC Forms: Copies of completed SEC forms required for OPC registration
Authors
Single Shareholder
Company
OPC
Nominee
Alternate Nominee
Principal Office
Corporate Secretary
Treasurer
Securities and Exchange Commission
Board
Authorized Capital Stock
Corporate Officers
Fiscal Year
Governing Law
Primary Purpose
Secondary Purpose
Shares
Subscription Agreement
Term of Existence
Corporate Records
Corporate Seal
Business Day
Philippine Peso
Annual Meeting
Corporate Name
Dissolution
Incapacity
Successor-in-Interest
Registered Address
Material Change
Corporate Resolution
Applicable Law
Books of Accounts
Stock and Transfer Book
Share Capital
Corporate Powers
Single Shareholder Rights
Succession Planning
Corporate Governance
Officer Appointments
Financial Management
Meetings and Resolutions
Record Keeping
Amendment Procedures
Dissolution
Borrowing Powers
Compliance Requirements
Dispute Resolution
Business Operations
Share Transfer Restrictions
Corporate Administration
Nominee Provisions
Regulatory Compliance
Asset Management
Indemnification
Notices
Seal Usage
Branch Establishment
Retail
Professional Services
Technology
Manufacturing
Real Estate
Food and Beverage
Healthcare
Consulting
E-commerce
Import/Export
Agriculture
Financial Services
Legal
Compliance
Corporate Secretarial
Finance
Executive Leadership
Operations
Administrative
Regulatory Affairs
Business Owner
Entrepreneur
Corporate Secretary
Legal Counsel
Compliance Officer
Company Treasurer
Chief Executive Officer
Managing Director
Business Development Manager
Corporate Lawyer
Regulatory Affairs Manager
Company Registrar
Finance Director
Operations Manager
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