French Commercial code
In forceMODEL STATUTES FOR LIMITED LIABILITY COMPANIES WHOSE SINGLE PARTNER,
PERSONAL PERSON, PERSONALLY ASSUMES MANAGEMENT
Company: (company name)
Limited liability company:
With capital of: (to be completed)
Head office: (to be completed):
The undersigned:
Mr / Mrs (birth name and,
if applicable, customary name, first name, domicile, date and place of birth) has drawn up as follows the Articles of Association of a limited liability company whose manager is the sole shareholder.
Statutes
Article 1
Form
The company is a limited liability company.
Article 2
Object
The object of the company is: (state here all the activities to be carried on by the company).
And, more generally, all operations, of whatever nature, legal, economic and financial, civil and commercial, relating to the above (indicated or any other similar or related objects, of such a nature as to promote, directly or indirectly, the aim pursued by the company, its extension or its development.
Article 3
Name
The company's name is: (company name).
its acronym is: (optional).
In all deeds and documents issued by the company, this name must be immediately preceded or followed by the words: société à responsabilité limitée or the initials: SARL and a statement of the share capital.
Article 4
Head office
The head office is located at : (indicate the address of the registered office here).
It may be transferred by decision of the sole shareholder.
Article 5
Term
The Company shall have a term of years (state term here, which may not exceed ninety-nine years) unless dissolved early or extended.
Contribution of joint property (if applicable):
(This refers to property belonging to the community of the spouses.)
This sum comes from the community of property existing between the contributor and his/her spouse:
(surname, first names), who was previously notified of this contribution by registered letter with acknowledgement of receiptreceived on, including all useful details regarding the purposes and terms of the contribution transaction.
By letter dated,
Mr/Ms, the contributor's spouse, has expressly waived the right to be a partner personally, for half of the shares subscribed.The original of this letter remains appended to these Articles of Association.
Contribution by a person who has entered into a civil partnership (PACS) (if applicable):
Mr/Ms/Ms is making the present contribution on his or her own behalf and is consequently the sole owner of the shares allocated to him or her in remuneration of his or her contribution.
Article 7
Share capital and shares
The share capital is set at the sum of : (indicate the amount in euros.)
The capital is divided into
(indicate here the number of company shares for the amount of capital and, optionally, the amount of these shares) (equal shares of an amount of each), fully
paid up (or: each paid up to the amount of one fifth, one quarter, one half, etc.). The surplus shall be paid up in one or more instalments as decided by the manager.
Article 8
Management
The company is managed by its sole partner, Mr / Mrs
Article 9
Decisions of the partner
The sole partner exercises the powers and prerogatives of the general meeting in a multi-person company. His decisions are recorded in a register that has been listed and initialled. Under no circumstances may he delegate his powers.
Article 10
Business year
Each business year has a duration of twelve months beginning on and ending on (by exception,
the first business year will end on).
Article 11
Company accounts
The inventory and annual accounts are drawn up by the sole managing partner. Their filing with the Trade and Companies Register within six months of the end of the financial year shall constitute approval of the accounts.
The management report is drawn up each year by the sole managing partner and made available to any person who requests it.
Article 12
Acts performed on behalf of the company in formation
The statement of acts performed on behalf of the company in formation has been appended to the Articles of Association. The signing of these will entail the assumption of these commitments by the company, once it has been registered in the Trade and Companies Register.
Article 13
Fees and publicity formalities
The costs relating to the formation of these Articles of Association and their consequences will be borne by the company.
All powers are given to the bearer of a copy of these Articles of Association for the purpose of carrying out all legal publication formalities.
Done at, on
In copies.
Signature of the shareholder
