Model articles of association of property company

Model articles of association of property company

The Articles of Association refers to the basic documents formulated by the company according to law, which stipulate the company's name, domicile, business scope, management system and other important matters, and it is also a necessary written document that stipulates the basic rules of the company's organization and activities. The following is a sample of the articles of association of the property management company, please refer to it!

Model Articles of Association of Property Management Company 1 Chapter I General Provisions

Article 1 In order to regulate the company's behavior and protect the legitimate rights and interests of shareholders, the Articles of Association is formulated in accordance with the Company Law of People's Republic of China (PRC) and relevant laws and regulations, and in combination with the actual situation of the company.

Article 2 Company name: Company domicile:

Article 3 The company shall be registered in the Enterprise Registration Branch of the Administration for Industry and Commerce according to law.

Article 4 The branch shall be established by xx Company.

Article 5 The company is a branch company, which carries out independent accounting, operates independently and is responsible for its own profits and losses. The company is liable for its debts with all its assets.

Article 6 The company shall abide by national laws, regulations and the Articles of Association, safeguard national interests and social interests, and accept the supervision of relevant government departments.

Article 7 The purpose of the company: honesty and high quality.

Chapter II Scope of Business

Article 8 Business Scope: The business scope approved by the business license and qualification certificate.

Chapter III Company Capital and Mode of Contribution

Article 9 Names of shareholders

Name, ID number and address of shareholders Article 10 Shareholders shall pay their subscribed capital contributions in full. After the capital contribution is paid in full, the company must issue a certificate to prove the model articles of association of the branch.

Chapter IV Shareholders and Shareholders' General Meeting

Article 11 Shareholders are investors of the company and enjoy the following rights:

(a) enjoy the right to vote according to the share of capital contribution;

(2) Having the right to elect and be elected as executive directors and supervisors;

(3) Review the minutes of the shareholders' meeting and the articles of association of the company, and pay dividends;

(4) Distributing dividends in accordance with laws, regulations and the articles of association;

(5) Transferring the capital contribution according to law and giving priority to purchasing the capital contribution transferred by other shareholders of the company;

(6) After the termination of the company, distribute the remaining property of the company according to law.

Article 12 Shareholders have the following obligations:

(1) Paying the subscribed capital contribution;

(2) Undertaking the debts of the company according to the subscribed capital contribution;

(three) the company shall not withdraw its capital contribution after handling the industrial and commercial registration;

(4) Abide by the articles of association.

Article 13 The shareholders' meeting of the company is composed of all shareholders and is the authority of the company.

Article 14 The shareholders' meeting shall exercise the following functions and powers:

(1) To decide on the company's business policy and investment plan;

(2) Electing and replacing the executive director and deciding on matters related to remuneration;

(3) Electing and replacing the supervisors appointed by the shareholders' representatives and deciding on their remuneration;

(4) To examine and approve the company's report.

(5) To examine and approve the annual financial budget and final accounts of the company;

(VI) To examine and approve the company's profit distribution plan and loss recovery plan;

(7) To make resolutions on the transfer of capital contribution by shareholders to persons other than shareholders;

(eight) to make resolutions on the merger, division, change of corporate form, dissolution and liquidation of the company;

(9) Amending the Articles of Association.

Article 15 The shareholders' meeting shall be held once every six months. When major issues or major activities occur in the company, shareholders, executive directors or supervisors representing more than one quarter of the voting rights may propose to convene an interim meeting.

Article 16 The shareholders' meeting shall be convened by the executive director and presided over by the executive director. When the executive director is unable to perform his duties due to special reasons, other shareholders designated by the executive director shall preside over it.

Article 17 At the shareholders' meeting, the shareholders shall exercise their voting rights in proportion to their capital contribution. General resolutions must be passed by shareholders representing more than half of the voting rights. Shareholders' resolutions on the company's division, merger, dissolution or change of corporate form and amendment of the company's articles of association must be passed by shareholders representing more than two-thirds of the voting rights.

Article 18 The formal shareholders' meeting shall be notified to all shareholders three days before the meeting, and the interim shareholders' meeting shall be notified to all shareholders one day before the meeting. The shareholders' meeting shall make minutes of the decisions on the matters discussed, and the shareholders present at the meeting shall make minutes.

Chapter V Executive Directors

Article 19 The Company elects an executive director (concurrently the branch manager), who is elected by the shareholders' meeting.

Article 20 The executive director is the legal representative of the company.

Article 21 The executive director shall exercise the following functions and powers:

(1) Convene the shareholders' meeting and report the work to the shareholders' meeting;

(2) Implementing the resolutions of the shareholders' meeting.

(3) To decide on the company's business plan and investment plan;

(4) To formulate the company's annual financial budget and final accounts;

(five) to formulate the company's profit distribution plan and loss compensation plan;

(six) to draw up a clear plan for the company's merger, division, change of corporate form and termination of the contract;

(VII) Deciding on the establishment of the company's internal management organization;

(8) To appoint or dismiss the company's deputy manager and financial officer, and decide on their remuneration;

(9) To formulate the basic management system of the company.

Article 22 The term of office of the executive director is three years. Upon expiration of the term of office, the executive director may be re-elected. Before the expiration of the term of office of the executive director, the shareholders' meeting shall not dismiss him without reason.

Chapter VI Board of Supervisors

Article 33 The Company shall have supervisors, who are the internal supervision institutions of the Company.

Article 24 There are 65,438+0 supervisors, and the term of office of supervisors is three years. The supervisor is elected by the shareholders' meeting. Upon expiration of the term of office, a supervisor may be re-elected.

Article 25 The board of supervisors shall have a convener, who shall be elected and removed by more than two thirds of all supervisors.

Article 26 The supervisor shall exercise the following functions and powers:

(a) to check the company's finances;

(2) To supervise the acts of executive directors and managers who violate laws, regulations or the articles of association when performing their duties;

(three) when the executive director's behavior harms the interests of the company, ask the executive director to correct it;

(4) proposing to convene an extraordinary general meeting of shareholders.

Chapter VII Conditions for Shareholders to Transfer their Capital Contribution

Article 27 Shareholders may transfer all or part of their capital contributions to each other without the consent of the shareholders' meeting, but they shall inform the model articles of association of the branch and the model articles of association of the corporate culture subsidiary to invest and start a business.

Article 28 Conditions for a shareholder to transfer his capital contribution to a person other than a shareholder: more than half of the shareholders (investors) must agree;

Shareholders who do not agree to the transfer shall purchase the transferred capital contribution, and those who do not purchase the transferred capital contribution shall be deemed to agree to the transfer;

Under the same conditions, other shareholders have the preemptive right.

Chapter VIII Financial Accounting System

Article 29 A company shall establish its financial and accounting systems in accordance with laws, administrative regulations and the provisions of the competent department of the State Council.

Article 30 The company shall prepare financial and accounting reports at the end of each fiscal year, and submit them to all shareholders of the company within 15 days after completion of the preparation.

Article 31 When distributing the after-tax profits of the current year, the company shall allocate 10% of the profits to the company's statutory common reserve fund, and allocate 5% to 10% to the company's statutory public welfare fund. When the company's statutory common reserve reaches more than 50% of the company's registered capital, it may not be withdrawn. However, when the statutory reserve fund is converted into capital, the retained reserve fund shall not be less than 25% of the registered capital.

Article 32 If the company's statutory reserve fund is insufficient to make up for the company's losses in previous years, the profits of the current year shall be used to make up for the losses before the statutory reserve fund and statutory public welfare fund are withdrawn in accordance with the provisions of the preceding article.

Article 33 The remaining profits of the company after making up the losses and withdrawing the statutory reserve fund and statutory public welfare fund shall be distributed according to the proportion of shareholders' capital contribution.

Chapter IX Measures for Dissolution and Liquidation of the Company

Article 34 A company shall be dissolved under any of the following circumstances:

(1) The term of operation expires;

(2) The shareholders' meeting resolves to dissolve.

(3) The company needs to be dissolved due to merger or division;

(four) in violation of national laws and administrative regulations, it is ordered to close down according to law; (5) Other laws and regulations provide otherwise;

Signature and seal of shareholders:

date month year

Model Articles of Association of Property Management Company 2 Company Name:

Address:

Gender:

Age:

(Other partners shall fill in the above order)

Chapter I General Provisions

Article 1 According to the provisions of the Partnership Enterprise Law of People's Republic of China (PRC) (hereinafter referred to as the Partnership Enterprise Law), the Company Law of People's Republic of China (PRC) (hereinafter referred to as the Company Law) and relevant laws and regulations,

Article 2 Where the Articles of Association are inconsistent with laws, regulations and rules, the provisions of laws, regulations and rules shall prevail.

Article 3 Name, address and nature of the enterprise

Enterprise name:

Business address:

Enterprise nature:

Chapter II Business Scope and Purpose

Article 4 The purpose of the partnership:

Article 5 Projects and cooperation scope:

Article 6 The term of a partnership enterprise is _ _ _ _ _ _ years.

Chapter III Amount, Mode and Term of Contribution of Partners

Article 7 The amount, mode and nature of capital contribution of partners.

1. Partner (company name/personal name) _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _

2. Partner (company name/personal name) _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _

Article 8 The capital contributions of all partners shall be paid in full before _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _

Article 9 The capital contribution of this partnership is RMB _ _ _ _ _ _. During the partnership, the capital contribution of each partner is * * * property, and it is not allowed to ask for division at will. After the termination of the partnership, each partner's capital contribution will still be owned by the individual and will be refunded at that time.

Chapter IV Residual Distribution and Debt Undertaking

Tenth surplus distribution, in accordance with the provisions of the partnership agreement; If the partnership agreement is not stipulated or clearly stipulated, it shall be decided by the partners through consultation; If negotiation fails, it shall be distributed by the partners in proportion to the paid-in capital contribution.

Article 11 Debt commitment: Partnership debts shall be paid off with the partnership property as a priority. When the partnership property is insufficient to pay off, the general partner shall bear unlimited joint liability. However, after assuming unlimited joint and several liability for the debts caused by the intentional or gross negligence of other partners (including limited partners), the general partner may recover from the partner who is responsible for intentional or gross negligence. The limited partner shall be liable for the debts of the partnership with the amount of capital contribution subscribed.

Chapter V Access, Withdrawal and Transfer of Capital Contribution

Article 12 Occupation

1. Unless otherwise agreed in the partnership agreement, the new partner shall be unanimously agreed by all the partners, and a written partnership agreement shall be concluded according to law.

2. The new partner enjoys the same rights and assumes the same responsibilities as the original partner.

3. The newly-admitted limited partner shall be liable for the debts of the limited partnership enterprise before the admission with the amount of capital contribution subscribed.

Article 13 Quit the partnership

1. Quit the partnership only if there are justified reasons.

2. Withdrawal from the partnership shall be notified to other partners _ _ _ _ days in advance and agreed by all partners.

3. After withdrawing from the partnership, the settlement shall be made according to the property status of the partnership at the time of withdrawal, and the property share of the withdrawing partner shall be returned. If the quitter is responsible for the losses caused by the partnership, the amount of compensation should be deducted accordingly.

4. The way of returning the quitter's share of property in the partnership enterprise shall be agreed in the partnership agreement or decided by all partners, and cash or kind may be returned.

5. If a partner withdraws from the partnership without the consent of the partner, which causes losses to the partnership, it shall make compensation.

6. After the limited partner withdraws from the partnership, he shall be liable for the debts of the limited partnership caused by the reasons before the withdrawal with the property he retrieved from the limited partnership at the time of withdrawal.

7. When a partner quits the partnership, if the partnership property is less than the partnership debt, the quitter shall share the losses in accordance with the provisions of the partnership agreement.

Article 14 Transfer of capital contribution

A limited partner may transfer his share of property in a limited partnership enterprise in accordance with the partnership agreement, but shall notify other partners _ _ _ days in advance. At the time of transfer, other partners have the priority to be transferred. For example, if a third person other than a partner is transferred, the third person will be treated as a partner, otherwise the transferor will be treated as a partner.

Chapter VI Rights of the person in charge of the partnership and other partners

Article 15 In a partnership enterprise, the general partner carries out the partnership affairs. _ _ _ _ _ _ _ _ is the person in charge of the partnership, and its functions and powers are:

1. Conduct foreign trade and sign contracts.

2. Daily management of partnership affairs.

Article 16 A partner shall not represent a limited partnership unless he carries out partnership affairs. Its authority is:

1, and put forward suggestions for enterprise management.

2. Listen to the business report of the person in charge of the partnership.

3. Consult the financial accounting books and other financial materials of the limited partnership enterprise.

Chapter VII Termination of Partnership and Matters after Termination

Article 17 A partnership enterprise is terminated for one of the following reasons

1. The partnership term expires.

2. The reasons for dissolution agreed in the partnership agreement appear.

3. All partners agree to terminate the partnership.

4. The partnership purpose agreed in the partnership agreement has been achieved or cannot be achieved.

5. The partnership enterprise is revoked illegally.

6. Other reasons stipulated by laws and administrative regulations.

Article 18 Matters after the termination of the partnership enterprise

1. The liquidator shall be elected immediately, and the middleman (or notary) of _ _ _ _ _ _ _ _ shall be invited to participate in the liquidation.

2. If there is surplus after liquidation, it shall be carried out in the order of collecting creditor's rights, paying off debts, returning capital contribution and distributing surplus property in proportion. Fixed assets and indivisible objects can be sold to partners or third parties at a fixed price, and the price should participate in the distribution.

3. If there is a loss after liquidation, it shall be paid off with the same property of the partnership, and the part of the partnership's property that is insufficient to pay off shall be borne by the partners in proportion to their capital contribution.

Chapter VIII Dispute Resolution

Article 19 Disputes between partners shall be settled through consultation on the principle of benefiting the development of the partnership. If negotiation fails, you can go to court.

Chapter IX Supplementary Provisions

Article 20 Matters not covered in the Articles of Association shall be implemented with reference to the partnership agreement, or be amended and supplemented with the unanimous consent of all partners.

Article 21 If the Articles of Association conflict with the national laws and regulations, the national laws and regulations shall prevail.

Signature of partner:

_ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _

;