International & Iran Regulation

Internal & International >> Internal >>  ESTABLISHING A JOINT STOCK COMPANY IN IRAN >> Annex B

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Annex A

Annex B

Annex B

CHECKLIST

Of Matters Which in Most Cases should Be

Covered in the Articles of Association

1. Name of the company

2. Style of the company

3. Duration of the company

4. Objectives of the company expressed and defined

5. Location of the head office and branch offices, if any

6. Details of the share capital of the company specifying the amount paid in cash and the amount paid in kind, separately

7. Number of bearer shares and of registered shares and the par value thereof as well as the number of preferred shares, if any, particulars and the privileges attached thereto

8. Details of the amount of the shares which is paid up

9. Those who will sign the share certificates

10. Manner of call of the par value of shares and the period over which the balance should be paid

11. Manner of transfer of registered shares

12. Manner of conversion of registered shares into bearer shares and Vice- Versa

13. Manner and conditions of increasing or decreasing the capital of the company

14. Period and manner of calling general meetings

15. Regulations governing the quorum for general meetings and the manner of running such meetings

16. Manner of transacting

17. Number of directors, the manner of their election, their term of office, the manner of election of the successors of such directors who die or resign or become incapacitated or have been removed from their office or otherwise deprived of their office by any legal impediment

18. Details of the scope of the functions and authorities of the board of directors

19. Time for and the manner of calling the meetings of the board of directors

20. Regulations governing the quorum for the meetings of board of directors

21. The manner of election of chairman and vice chairman of the board and their tem of office

22. Manner of transacting business and the number of votes required to give validity to the actions taken by the board of directors

23. Number of directors’ security shares to be deposited with the company

24. Wether the company shall have one or several legal inspectors and the manner of their election and their terms of office

25. Whether the company shall have one or several managing directors and their terms of office

26. Date of commencement and end of the fiscal year of the company, the time limit for preparing the balance sheet and profit and loss account and the submission thereof to the legal inspectors and to the annual general meeting

27. Manner of voluntary winding up of the company and the proceedings for liquidating its affairs

28. Manner of making alterations to the Articles of Association.

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