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New Articles Of Association
"Need New Articles of Association for a Singapore tech startup with multiple share classes and specific provisions for founder vesting schedules, planning to implement by March 2025 before our Series A funding round."
1. Interpretation: Definitions and interpretation of terms used in the Articles
2. Share Capital and Variation of Rights: Details of share structure, classes, rights attached to shares, and procedures for varying these rights
3. Issue of Shares: Procedures and rules governing the issuance of new shares
4. Certificates: Rules regarding share certificates, their issuance and replacement
5. Transfer of Shares: Procedures and restrictions on the transfer of shares
6. Directors and Management: Powers, duties, appointment, removal, and proceedings of directors
7. General Meetings: Procedures for calling and conducting shareholder meetings
8. Voting Rights and Procedures: Rules governing voting at general meetings, including proxy arrangements
9. Dividends and Reserves: Procedures for declaring dividends and maintaining reserves
10. Accounts and Audit: Requirements for maintaining and auditing company accounts
1. Pre-emption Rights: Include when existing shareholders should have first right to purchase new shares or shares being transferred
2. Share Transfer Restrictions: Include for private companies wanting to control ownership transfer
3. Multiple Share Classes: Include when company has different classes of shares with varying rights
4. Electronic Communications: Include to allow for electronic notices and communications with shareholders
5. Alternate Directors: Include if company wants to allow directors to appoint alternates
1. Schedule 1: Share Capital Structure: Detailed breakdown of share classes and rights attached to each class
2. Schedule 2: Proxy Form Template: Standard form for appointing proxies at general meetings
3. Schedule 3: Board Reserved Matters: List of decisions requiring specific board approval
4. Schedule 4: Seal: Description and rules regarding the use of company seal
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