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Model Articles Of Association For Private Companies Template for Saudi Arabia

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Key Requirements PROMPT example:

Model Articles Of Association For Private Companies

"I need Model Articles of Association For Private Companies for a Saudi-based technology startup with three founding shareholders (two local and one foreign investor), planning to commence operations in March 2025, with provisions for future venture capital investment and employee share schemes."

Document background
Model Articles of Association For Private Companies serve as the foundational template for establishing private companies in Saudi Arabia. This document is essential during the company formation process and must comply with the Saudi Companies Law of 2015, Ministry of Commerce regulations, and Sharia principles. It is typically used when incorporating a new private company or updating the constitutional documents of an existing one to ensure regulatory compliance. The document covers crucial aspects such as company structure, share capital, management framework, shareholder rights, and corporate governance procedures. It must be executed in Arabic (with optional English translation) and requires authentication by appropriate authorities, including the Ministry of Commerce and a Saudi Notary Public. The model articles can be customized to accommodate specific business needs while maintaining compliance with Saudi legal requirements.
Suggested Sections

1. Introduction and Incorporation: Details of the incorporating parties and their intention to establish a company under Saudi Companies Law

2. Definitions and Interpretation: Key terms used throughout the articles and their meanings

3. Company Name: Official name of the company in Arabic and English

4. Company Objects: Primary and secondary business activities of the company

5. Company Headquarters: Official registered address and provisions for branches

6. Duration: Term of the company's existence

7. Capital and Shares: Details of company capital, share values, and distribution

8. Share Transfer Restrictions: Rules and procedures for transferring shares

9. Management Structure: Composition and powers of the board of managers/directors

10. Shareholder Meetings: Procedures for ordinary and extraordinary general assemblies

11. Financial Affairs: Fiscal year, accounts, auditing, and profit distribution

12. Company Secretary: Appointment and duties of the company secretary

13. Notices: Methods and requirements for official communications

14. Dissolution and Liquidation: Procedures for company dissolution and asset distribution

Optional Sections

1. Foreign Ownership Provisions: Required when the company has foreign shareholders, detailing specific requirements and restrictions

2. Preferred Shares: Include when the company plans to issue shares with preferential rights

3. Tag-Along and Drag-Along Rights: Optional provisions for share transfer mechanisms in case of major ownership changes

4. Executive Committee: Include when the company wants to establish a committee between board and management

5. Shariah Board: Required for companies needing religious compliance oversight

6. Reserve Funds: Optional provisions for additional reserve funds beyond statutory requirements

7. Conflict Resolution: Detailed dispute resolution procedures beyond standard legal requirements

8. Non-Competition: Restrictions on shareholders' competing activities

Suggested Schedules

1. Schedule 1: Shareholders Information: Detailed list of founding shareholders with their shares and contact information

2. Schedule 2: Share Capital Allocation: Detailed breakdown of share classes and distribution

3. Schedule 3: Company Objects Detail: Comprehensive list of all approved business activities with their official codes

4. Schedule 4: Board Powers: Detailed list of specific powers granted to the board of managers

5. Schedule 5: Reserved Matters: List of decisions requiring special approval majorities

6. Appendix A: Initial Business Plan: First-year operational and financial projections

7. Appendix B: Shareholder Agreement Reference: Cross-reference to any separate shareholder agreements

8. Appendix C: Corporate Governance Framework: Detailed governance procedures and policies

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

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Relevant Industries

Manufacturing

Technology

Retail

Professional Services

Healthcare

Real Estate

Construction

Trading

Education

Tourism

Financial Services

Logistics

Consulting

Energy

Agriculture

Relevant Teams

Legal

Compliance

Corporate Governance

Board of Directors

Executive Management

Corporate Affairs

Risk Management

Finance

Company Secretariat

Shareholder Relations

Investment

Strategic Planning

Relevant Roles

Chief Executive Officer

Company Secretary

Legal Counsel

Compliance Officer

Corporate Governance Manager

Board Secretary

Managing Director

Chief Legal Officer

Business Development Manager

Risk Manager

Corporate Affairs Director

Shareholder Relations Manager

Investment Manager

Chief Financial Officer

Board Member

Company 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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