Constituent documents of LLC - a statute and memorandum of association.According to the latest company participants are required to create an organization and establish a strict order of its overall activity.The contract specifies the composition of the participants (founders) of the company, the authorized capital of the company or organization and the proportion of each of the participants, as well as the value of their interest and composition of deposits.Clear dates and order of the amounts established in the capital in the process of its establishment, the responsibility of all shareholders for breach of duties relating to the contribution as indicated in the documents of the company.
Founding documents LLC, memorandum in particular, should also contain the procedure and conditions for the distribution of income among people, to invest, and the management bodies of the society, as well as a clear procedure for the founders of it.
The charter of any company must contain the following items - short and full name of the organization, its exact address, composition and competence of the management bodies, information on the amount of capital and the cost of the (nominal), duties and rights of all the founders, informationon the redistribution of shares between them.This also includes information about the storage of documents and the order of data to all shareholders.
On the basis of the memorandum of association and articles of association (founding documents Ltd.) particular society in the face of a particular governing body may act as a participant of civil turnover, as well as the subject of tax, labor and other various relations.Charter in compliance with the general legal requirements individualizes the legal status of your organization.
Exactly when changes are made to the constituent documents of an LLC?When re-location or a change of the company (because of the crisis is growing rents, the owners of companies are looking for cheaper options, etc.).Internal Revenue Service does not encourage mismatch factual and legal addresses.
Ltd. Founding documents require that changes in the event of a business one of the participants.The exact value of his share calculated on the accounting records of one month preceding the month of application founder of withdrawal from society.The calculated amount or part of the property is transferred to the former shareholder no later than three months.
If society has unregistered changes his activity will be found to be illegal, and bank accounts are blocked.
Regulated list of bases that are used to make changes to the constituent documents of the Company:
1. changed passport or any of its data from members of society;
2. change in the capital structure of shareholders;
3. change the distribution of shares of the capital, the main economic activities, legal forms of ownership;
4. the new name of the organization, if it changes;
5. change of director.
list of documents required for making changes:
1. Certificate BIN (from the tax authority);
2. taxpayer-TIN certificate;
3. latest revision to applicable statutes;
4. founding document LLC (limited liability), ie the contract;
5. special documents, which you can check out the full payment of all shares of the authorized capital;
6. Minutes of meeting (general) of all participants (decision of the sole shareholder or, if there is one) on the establishment of the organization;
7. order the appointment of acting manager (director) of the company;
8. And finally, the Certificate of Incorporation.
signatures on the application for re-registration and Amendments shall be certified by a notary.To do this, you are sure to have the originals of all documents that have been listed above.
