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For Profit Articles Of Incorporation Template for Hong Kong

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For Profit Articles Of Incorporation

I need For Profit Articles of Incorporation for a Hong Kong technology startup with two founding shareholders, planning to issue both ordinary and preference shares, and including specific provisions for future venture capital investment rounds.

Document background
For Profit Articles of Incorporation are essential documents required when establishing a new company in Hong Kong under the Companies Ordinance (Cap. 622). This document serves as the company's constitution and is filed with the Hong Kong Companies Registry during the incorporation process. It contains fundamental information about the company's structure, including share capital details, shareholder rights, management procedures, and governance rules. The Articles become binding on the company and its members upon incorporation and can only be amended through special resolution. This document is crucial for both startup companies and established businesses looking to incorporate in Hong Kong, as it provides the legal framework for the company's operations and protects the interests of shareholders and stakeholders.
Suggested Sections

1. Company Name and Type: Specifies the company's full name and indicates it is a company limited by shares

2. Registered Office: States the location of the company's registered office in Hong Kong

3. Objects: Describes the business purposes and activities the company is authorized to engage in

4. Liability: States that the liability of members is limited to their share capital contribution

5. Share Capital: Details the company's initial share capital, classes of shares, and their rights

6. Members and Shareholding: Establishes rules regarding membership, share transfers, and shareholder rights

7. Directors and Management: Outlines director appointments, removals, powers, and decision-making processes

8. Meetings: Details procedures for general meetings and board meetings

9. Company Secretary: Provisions regarding the appointment and duties of the company secretary

10. Seal and Execution of Documents: Rules regarding the company seal and document execution procedures

Optional Sections

1. Preference Shares: Include when the company plans to issue different classes of shares with special rights

2. Pre-emptive Rights: Include when existing shareholders should have first right to purchase new shares

3. Tag-Along and Drag-Along Rights: Include for companies expecting future sale or transfer scenarios

4. Dividend Policy: Include when specific dividend distribution rules are desired

5. Reserved Matters: Include when certain decisions require special majority or specific shareholder approval

6. Non-Competition: Include when restrictions on shareholders' competing activities are needed

Suggested Schedules

1. Initial Shareholders: List of founding shareholders with their initial share allocation and details

2. Share Rights: Detailed description of rights attached to different share classes if applicable

3. Initial Directors: List of first directors with their details and terms of appointment

4. Reserved Matters List: Comprehensive list of decisions requiring special approval procedures

5. Share Transfer Procedures: Detailed procedures and forms for share transfers

6. Company Secretary Details: Information about the appointed company secretary and their duties

Authors

Alex Denne

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

Relevant legal definitions
































Clauses






























Relevant Industries

Financial Services

Technology

Manufacturing

Retail

Professional Services

Real Estate

Healthcare

Education

Logistics

Construction

Hospitality

Import/Export

Consulting

E-commerce

Media and Entertainment

Relevant Teams

Legal

Compliance

Corporate Secretariat

Finance

Board of Directors

Corporate Governance

Risk Management

Corporate Affairs

Executive Management

Shareholder Relations

Relevant Roles

CEO

Company Secretary

Legal Counsel

Corporate Lawyer

Compliance Officer

Chief Financial Officer

Board Director

Company Director

Corporate Governance Officer

Managing Director

Business Development Manager

Risk Manager

Shareholder Relations Manager

Corporate Affairs Director

Industries






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

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