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Articles Of Organization For A Domestic Limited Liability Company
"I need Articles of Organization for a Domestic Limited Liability Company in the Philippines for a tech startup with three local founders and potential foreign investment, planning to launch operations in March 2025, with specific provisions for intellectual property protection and future funding rounds."
1. Article I - Name and Address: States the complete name of the LLC (must include 'LLC' or 'Limited Liability Company') and its principal office address in the Philippines
2. Article II - Purpose: Describes the primary purpose and secondary purposes (if any) of the LLC's business activities
3. Article III - Duration: Specifies the term of existence of the LLC (can be perpetual unless otherwise stated)
4. Article IV - Capital Structure: Details the total capital contribution, names of members, and their respective contributions and ownership percentages
5. Article V - Management: Outlines the management structure, including provisions for managers if any, and their powers and limitations
6. Article VI - Members: Lists the names, nationalities, and addresses of the initial members of the LLC
7. Article VII - Officers: Identifies the initial officers of the LLC and their positions
8. Article VIII - Meetings: Establishes procedures for regular and special meetings of members and managers
9. Article IX - Fiscal Year: Defines the fiscal year of the LLC
10. Article X - Dissolution: Provides for the conditions and procedures for dissolution of the LLC
1. Article on Foreign Ownership: Required if there are foreign investors, detailing compliance with Foreign Investments Act restrictions
2. Article on Additional Capital Calls: Used when the LLC wants to establish procedures for requesting additional capital from members
3. Article on Transfer Restrictions: Include when members want to restrict the transfer of ownership interests
4. Article on Dispute Resolution: Optional section specifying arbitration or other dispute resolution mechanisms
5. Article on Intellectual Property: Important when the LLC owns or will develop significant intellectual property
6. Article on Competition and Non-Solicitation: Include when members want to restrict competitive activities
7. Article on Tag-Along and Drag-Along Rights: Used when members want to include specific exit rights and procedures
1. Schedule A - Member Contributions: Detailed breakdown of each member's capital contributions, including nature and value of non-cash contributions
2. Schedule B - Initial Officers and Managers: Detailed information about initial officers and managers, including their qualifications and contact information
3. Schedule C - Special Rights and Obligations: Any special rights, privileges, or obligations assigned to specific members
4. Appendix 1 - Form of Membership Certificate: Template for membership certificates if the LLC chooses to issue them
5. Appendix 2 - Management Structure Chart: Organizational chart showing management hierarchy and reporting relationships
6. Appendix 3 - Business Plan: Initial business plan if required by members or for regulatory purposes
Authors
Technology
Manufacturing
Retail
Professional Services
Real Estate
Construction
Healthcare
Food and Beverage
Financial Services
Agriculture
Education
Tourism and Hospitality
Import/Export
Consulting
Entertainment
Legal
Compliance
Corporate Secretariat
Finance
Executive Leadership
Risk Management
Corporate Governance
Business Development
Operations
CEO
Managing Director
Business Owner
Corporate Lawyer
Legal Counsel
Company Secretary
Compliance Officer
Chief Financial Officer
Business Development Manager
Operations Director
Managing Partner
Incorporation Specialist
Corporate Governance Officer
Risk Manager
Board Secretary
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