Sample charter of a limited liability company according to the provisions of the Law on Enterprise

The sample charter of a limited liability company is an important legal document, regulating the internal operations of limited liability companies according to Vietnam Law on Enterprise. The construction of a limited company charter must comply with the provisions of law to ensure the legality, and operational efficiency of the business. The article below will provide customers with detailed information about the LLC charter form, along with some important notes.

What is the company charter?

The company charter is the most important internal legal document of an enterprise, likened to the company’s “constitution”, regulating the basic principles of the company’s organization and operations. The charter of a limited liability company is built based on the unanimity of the will of the members, in order to regulate internal relationships and ensure effective business operations. This charter includes regulations on organization, management, charter capital, rights and obligations of members, as well as other important issues.

According to Clause 1, Article 24 of the Law on Enterprises 2020, the company charter includes the charter upon business registration and the charter amended and supplemented during the operation process.

The company charter plays an extremely important role in the operation of the business. Specifically:

• The company charter is the first legal basis to resolve internal disputes and problems arising during the operation of the business.
• Represents the members’ agreement on the establishment, management and operation of the company, including important issues such as governance, profit division, increase or decrease of charter capital…
• Guide the company’s operations, ensure consistency and compliance with internal regulations, contributing to improving management and business efficiency.
• Help members understand their rights and obligations, organizational management structure, decision-making process, dispute resolution principles…

Main content of the LLC charter

According to Clause 2, Article 24 of the Law on Enterprise 2020, the charter of a limited liability company needs to include the following main contents:

• Basic information: Company name, head office address, branch (if any), business industry.
• Charter capital: Total charter capital, capital contribution ratio of each member.
• Member information: Full name, address, nationality, capital contribution of each member.
• Rights and obligations of members: Clear regulations on the rights and obligations of members of the company.
• Management organization structure: including Board of members, Board of Directors, Board of Supervisors (if any).
• Legal representatives: Number, titles, rights and obligations of legal representatives.
• Company decisions: Procedures for approving company decisions, principles for resolving internal disputes.
• Salaries and remunerations: Basis and methods for determining salaries, remunerations and bonuses of managers and controllers.
• Buy back capital contribution: In case the member has the right to request the company to buy back the capital contribution.
• Profit division: Principles for dividing profits after tax and handling losses in business.
• Dissolution: In case of dissolution, order and procedures for asset liquidation.
• Amendments and supplements: Procedures for amending and supplementing the company charter.

Sample charter of limited company

Sample charter of a one-member LLC

Pursuant to Clause 1, Article 74 of the Law on Enterprises 2020, a one-member LLC is an enterprise owned by an organization or individual.

The sample charter of a one-member limited liability company is built according to the provisions of Clause 1, Article 74 of the Law on Enterprises 2020. Customers can refer to the sample charter of a single-member limited liability company here:

>>> DOWNLOAD: Sample charter of a one-member limited liability company.

Sample charter of a limited liability company with two or more members

Pursuant to Clause 1, Article 46 of the Law on Enterprises 2020, a LLC with two or more members is an enterprise with from 02 to 50 members. The charter form for a limited liability company with two or more members is developed according to the provisions of Clause 1, Article 46 of the Law on Enterprises 2020.

Customers can refer to the sample charter of a limited liability company with two or more members here:

>>> DOWNLOAD: Sample charter of a limited liability company with two or more members.

Some notes when developing company charter

• The company charter must fully comply with the provisions of the Law on Enterprise 2020 and related legal documents.
• The provisions in the charter need to be presented clearly and in detail to avoid misunderstandings or disputes later.
• The company charter needs to be developed in accordance with the company’s scale, business lines, and specific operations.
• When there are changes in the company’s organization, operations, charter capital, etc., the charter needs to be amended and supplemented accordingly.
• To ensure accuracy and legality, customers should consult with legal experts during the process of developing the company charter.

Consulting services and drafting charters of limited liability companies in Long Phan

With a team of experienced experts and a deep understanding of Law on Enterprise, Long Phan provides professional and reputable LLC charter drafting and consulting services to meet all customers’ needs.

Our services include:

• Detailed advice on the content of the LLC charter according to regulations.
• Drafting a full, accurate LLC charter suitable to the specific operations of each enterprise.
• Support amending and supplementing the LLC charter.
• Representing customers to carry out procedures related to the company charter.

Benefits when using Long Phan’s services:

• Save time and costs: Customers do not need to learn about complex regulations themselves, saving time and drafting costs.
• Ensuring accuracy and legality: The company charter is drafted by experts, ensuring full compliance with regulations.
• Limit risks: Clear and detailed charters help limit disputes and risks during the company’s operations.
• Enhance operational efficiency: Charter consistent with operational characteristics helps the company operate effectively, stably and develop sustainably.

>>> See more: Consulting on drafting charters of joint stock companies.

The charter of a limited liability company is an important legal document, contributing to the success and sustainable development of the business. If you need advice and drafting a limited company charter, please contact Long Phan via the hotline 0906735386 for the best support.