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Articles Of Association For Company Limited By Guarantee Template for Singapore

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Key Requirements PROMPT example:

Articles Of Association For Company Limited By Guarantee

"I need Articles of Association for a Company Limited by Guarantee for a new educational institution in Singapore, with specific provisions for multiple membership tiers and a rotating board structure, to be implemented by March 2025."

What is a Articles Of Association For Company Limited By Guarantee?

Articles of Association For Company Limited By Guarantee are essential for organizations seeking to incorporate in Singapore without share capital, typically used by non-profit organizations, charitable institutions, and professional bodies. This document, mandated by the Singapore Companies Act, outlines the company's objects, membership structure, governance framework, and internal regulations. It specifies how the company will be run, the roles and responsibilities of directors, members' guarantee amounts, and procedures for meetings and decision-making. The document must be filed with ACRA (Accounting and Corporate Regulatory Authority) during incorporation.

What sections should be included in a Articles Of Association For Company Limited By Guarantee?

1. Name and Interpretation: Company name, definitions of terms used in the Articles

2. Objects: Primary purposes and objectives of the company

3. Limited Liability: Statement of members' limited liability and guarantee amount

4. Membership: Qualifications, admission, cessation, and rights of members

5. General Meetings: Procedures for conducting meetings, voting rights, quorum requirements

6. Directors: Appointment, removal, powers and duties of directors

7. Company Secretary: Appointment and role of company secretary

8. Accounts: Financial reporting and audit requirements

9. Dissolution: Procedures for winding up and asset distribution

What sections are optional to include in a Articles Of Association For Company Limited By Guarantee?

1. Committees: Structure and powers of committees for specialized governance functions

2. Branch Offices: Provisions for establishing and managing branch offices of the company

3. Indemnity: Protection provisions for officers against liabilities incurred in their official capacity

What schedules should be included in a Articles Of Association For Company Limited By Guarantee?

1. Schedule 1: Membership Categories: Detailed classification and requirements for different membership classes

2. Schedule 2: Standing Orders: Detailed procedures for meetings and governance operations

3. Schedule 3: Forms: Standard forms for membership application, proxy voting, and other administrative purposes

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






























Industries

Companies Act (Cap. 50): Primary legislation governing company formation, particularly Division 3 on Formation of Companies, Section 38 on Articles of Association, and Third Schedule on Powers of Company

Companies (Model Constitutions) Regulations 2015: Secondary legislation containing model constitutions that serve as reference templates for company formation

ACRA Requirements: Regulatory requirements from Accounting and Corporate Regulatory Authority including prescribed requirements for company formation and filing procedures

Charities Act: Additional legislation to consider if the company limited by guarantee intends to register as a charity

Societies Act: Supplementary legislation that may be relevant depending on the company's activities

Income Tax Act: Tax legislation particularly relevant for tax exemption status of companies limited by guarantee

Name and Objects Provisions: mandatory elements in Articles covering company name and objects/purposes of the company

Liability and Guarantee Provisions: Required provisions specifying limited liability of members and the guarantee amount

Membership Provisions: Required provisions detailing membership criteria, rights, and obligations

Management Provisions: Required provisions covering directors' appointments, powers, and management structure

Meeting Provisions: Required provisions for general meetings procedures and voting rights

Financial Provisions: Required provisions for accounts, audit requirements, and financial management

Dissolution Provisions: Required provisions covering winding up procedures and asset distribution

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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