The Memorandum And Articles Of Association Of General Trading Company is a mandatory document required for company incorporation in Singapore. It serves as the company's constitution, defining its purpose, structure, and governance framework. This document is essential for establishing trading companies in Singapore and must comply with the Companies Act (Cap. 50) and related regulations. It contains crucial information about share capital, shareholders' rights, directors' duties, and operational procedures, providing the legal foundation for the company's business activities and corporate governance.
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1. Name Clause: States the registered name of the company and its registration details
2. Registered Office: Specifies the registered address of the company in Singapore
3. Objects Clause: Defines the permitted business activities and scope of operations for the company
4. Share Capital: Details the authorized share capital, types of shares, and share structure
5. Directors Powers and Duties: Outlines the authority, responsibilities, and limitations of company directors
6. Shareholders Rights and Obligations: Defines the rights, voting powers, and obligations of shareholders
7. General Meetings: Procedures for conducting annual and extraordinary general meetings
8. Company Secretary: Requirements and duties of the company secretary
9. Accounts and Audit: Requirements for maintaining accounts and conducting audits
10. Winding Up: Procedures and circumstances for company dissolution
1. Foreign Ownership Provisions: Special provisions governing foreign ownership and control of shares
2. Specific Trading Restrictions: Additional restrictions or requirements for specific regulated business activities
3. Branch Office Provisions: Provisions for establishing and managing branch offices
4. Electronic Communications: Provisions for conducting meetings and communications electronically
1. Schedule 1: Initial Subscribers: Details of founding shareholders including names, addresses, and shareholdings
2. Schedule 2: First Directors: List of initial directors including their personal details and qualifications
3. Schedule 3: Share Classes: Detailed description of different share classes and their associated rights
4. Schedule 4: Board Meeting Procedures: Detailed procedures for conducting and recording board meetings
5. Schedule 5: Company Seal: Specifications and usage requirements for the company seal
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