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Memorandum Of Incorporation
"I need a Memorandum of Incorporation for a Saudi Arabian limited liability company in the technology sector, with three local shareholders and 1 million SAR initial capital, planned to be established in March 2025."
1. Introduction and Company Name: States the company name in Arabic and English, type of company (LLC, JSC, etc.), and establishes the document as a Memorandum of Incorporation
2. Founding Shareholders: Details of all founding shareholders including names, nationalities, addresses, ID/CR numbers, and their respective shareholdings
3. Definitions and Interpretation: Key terms used throughout the document and rules of interpretation
4. Company Formation: Declaration of company formation, type, and purpose of establishment
5. Company Objectives: Detailed list of business activities the company is authorized to conduct
6. Head Office: Location of the company's head office and provisions for branches
7. Duration: Term of the company's existence
8. Capital and Shares: Details of company capital, number of shares, value per share, and share classes if applicable
9. Share Transfer Restrictions: Rules and procedures for transferring shares, including pre-emptive rights
10. Management Structure: Governance structure, appointment of managers/board members, powers and limitations
11. Shareholders Meetings: Procedures for conducting shareholder meetings, voting rights, and quorum requirements
12. Financial Affairs: Financial year, accounts, auditing requirements, and distribution of profits
13. Dissolution and Liquidation: Circumstances and procedures for company dissolution and liquidation
1. Share Pledge Provisions: Include when shareholders may need to pledge their shares as security
2. Tag-Along Rights: Include for companies with minority shareholders requiring protection
3. Drag-Along Rights: Include when majority shareholders may need to force minority shareholders to join in sale
4. Executive Committee: Include for larger companies requiring an executive committee structure
5. Shariah Compliance: Detailed section on Shariah compliance requirements if company engages in financial services
6. Foreign Ownership Provisions: Include when company has or may have foreign shareholders
7. Reserved Matters: Include when certain decisions require special majority or unanimous approval
8. Deadlock Resolution: Include when company has equal shareholders to address potential deadlock situations
1. Shareholders Details: Detailed information about shareholders including contact details and shareholding percentages
2. Share Capital Structure: Breakdown of share classes, rights, and distribution
3. Business Activities: Detailed list of licensed business activities with their respective ISIC codes
4. Management Powers: Detailed list of powers granted to managers/board members
5. Articles of Association: Detailed internal regulations of the company (if separate from main document)
6. Shareholder Resolution: Initial shareholder resolutions appointing management and auditors
7. Key Contracts: List of material contracts the company will enter into upon incorporation
Authors
Manufacturing
Trading
Technology
Professional Services
Construction
Real Estate
Healthcare
Education
Financial Services
Retail
Logistics
Hospitality
Mining
Agriculture
Energy
Telecommunications
Legal
Corporate Governance
Compliance
Finance
Risk Management
Executive Leadership
Board of Directors
Corporate Affairs
Company Secretariat
Shareholder Relations
Business Development
Investment
CEO
Managing Director
Legal Counsel
Corporate Secretary
Chief Financial Officer
Compliance Officer
Board Director
Company Manager
General Counsel
Corporate Governance Officer
Risk Manager
Shareholder Relations Manager
Business Development Director
Chief Operating Officer
Investment Manager
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