Constituent documents of a legal entity - a package of documents, which provided the legal basis for the activities of the entity.Depending on the chosen entity organizational form, the list of securities may change.
In accordance with the requirements of Art.52 of the Civil Code and depending on the chosen form of legal entity iuchreditelnye documents may include:
- charter (consumer and producer cooperatives, joint stock companies, religious and civic organizations, as well as municipal and state unitary enterprises);
- the statute and memorandum of association (unions and associations, limited liability company or subsidiary);
- Memorandum of Association (non-profit organizations).
However, the latter document may be independent, confirming the rights and obligations of the founders.For some types of non-profit organizations as the founding document is the general situation of the organization.
constituent documents of the organization must have the name, address of a business entity, it must be specified administrative structure and other relevant information.An optional element of these securities are the purpose and object of activity, but many of the founders of such items still included.
Constituent documents of the charter presented, which reflects:
- the name of the company (full and abbreviated);
- its location;
- the number, category of shares (common or preferred), their nominal value;
- the rights of shareholders;
- the structure and competence of the management body of the company, as well as the procedure for their consideration and decision-making;
- the procedure for shareholders' meetings with a list of issues on which the decision is taken by the governing body of the vote;
- the value of the authorized capital;
- the size of dividends and the liquidation value (compensation payable in liquidation) on preferred shares.
One copy of the charter is stored at the registration authority.
Constituent documents of a legal entity governed by the Civil Code of the Russian Federation, as well as the existing relevant legislation, which, unfortunately, is far from perfect.
Treaty establishing the founders of the organization are determined by the conditions of the transfer of their property to the statutory fund, as well as the procedure for distribution of profits, and the responsibility is assigned at the late payment of resources in the authorized capital.
Constituent documents of a legal entity determine the order of exit from the membership of any of its founders.The charter can also be specified part or non-participation of the heirs as a result of the death of the participant.
Any changes to the statute are subject to mandatory registration with the relevant authorities.Only in this case they are valid for the other parties.
