LLC Articles of Association template

Limited Liability Company Articles of Association Template Compliant with the Laws of the Kingdom of Saudi Arabia

On / / AH, corresponding to / / AD, in the city of ........, the partners named below agreed to establish a limited liability company in accordance with the Companies Law:

1. Mr/Ms ........................, Nationality: ........, National ID/Iqama No.: ............, National Address: ................
2. Mr/Ms ........................, Nationality: ........, National ID/Iqama No.: ............, National Address: ................

Article One: Company Name The name of the company shall be: ........................ Company (Limited Liability), in accordance with the rules on trade names. Article Two: Head Office The city of ........, Kingdom of Saudi Arabia. The managers may open branches inside or outside the Kingdom. Article Three: Objects of the Company

1. ........................
2. ........................

The company shall carry on its activities after obtaining the necessary licences. Article Four: Term of the Company (........) years starting from the date of entry in the Commercial Register, renewable by resolution of the partners. Article Five: Capital and Shares The capital is (............) Saudi riyals, divided into (........) shares of equal value, each share having a value of (........) riyals, distributed as follows:

Partner	Number of shares	Type (cash/in kind)	Value	Percentage
....	....	....	....	....%
....	....	....	....	....%
Total	....	—	....	100%

(The requirements of the law regarding capital and its payment must be observed. If there are in-kind shares, an approved valuation report shall be attached.) Article Six: Disposal of Shares A partner may not assign its shares to a third party except after offering them to the other partners and granting them a right of pre-emption within (........) days on the same terms, in accordance with the Companies Law. Article Seven: Management

• The company shall be managed by (one manager / more than one): Mr/Ms ........................, for a period of (........).
• Powers of the manager: ........................; actions requiring the partners' approval: borrowing, mortgaging, sale of assets, guarantees, opening a branch.
• The manager represents the company before authorities and third parties in accordance with these powers.

Article Eight: Partners' Assembly The Partners' Assembly shall meet at least once a year and is competent to approve the financial statements, distribute profits, amend the articles, and appoint and dismiss the manager, subject to the quorums prescribed by law. Article Nine: Financial Year and Accounts The financial year begins on 1 January and ends on 31 December, provided that the first financial year begins on the date of registration and ends on ........ The financial statements shall be prepared and presented to the partners. Article Ten: Reserve and Distribution of Profits The percentage of net profits prescribed by law shall be set aside to form the statutory reserve, and the remainder shall be distributed in proportion to the shares or as the partners decide, without contravening the law. Article Eleven: Dissolution and Liquidation The company is dissolved for any reason prescribed by law or by resolution of the partners, and shall be liquidated in accordance with the provisions of the Companies Law; a liquidator shall be appointed and their fees and powers determined. Article Twelve: General Provisions

• The partners undertake to complete the incorporation and registration procedures with the Ministry of Commerce.
• Matters not provided for herein are governed by the Companies Law and, insofar as not inconsistent with it, the Civil Transactions Law.
• Disputes shall be settled amicably, failing which before the competent judicial authority.

First Partner: Name: ................ Signature: ................ Date: / / AH Second Partner: Name: ................ Signature: ................ Date: / / AH