4. Articles of Association
The articles of association shall be signed by the executive board and by the persons who signed the minutes of the shareholders’ meeting or the decision of the shareholders’ meeting regarding amendments to the articles of association.
The document must specify:
- the name (firm name);
- the duration and purpose of the company, if the company is established for a fixed term or for the achievement of a specific purpose;
- the amount of the equity capital, the number of shares and the nominal value of each share;
- the rights of representation (whether members of the executive board are entitled to represent the company individually or jointly);
- the number of members of the supervisory board, if the company has a supervisory board;
- special provisions regarding the transfer of shares (optional);
- where the company has different categories of shares, the categories of shares (specifying the rights attached to each category) and the number and nominal value of shares in each category;
- any other provisions that the founder considers material (optional);
- the date of signing.
The right of the executive board to sign the articles of association may not be sub-authorised to a third person, as it is an exclusive right of the executive board.
Only provisions governing the company shall be included in the articles of association. The articles of association must not include information such as the legal address of the company, the specific persons who are shareholders or officers of the company, or the allocation of shares among shareholders.
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