The charter of a legal entity is the main legal document that defines its structure, goals, rights, and obligations, as well as relations between its members and governing bodies.
Over time, there may be a need to make changes to the charter in order to comply with changes in the external environment or to ensure more efficient functioning of the legal entity.
The procedure for making changes to the charter has its own characteristics, and the possibility of making changes without the participation of other participants can become important in certain circumstances.
The procedure for making changes to the charter
- Decision on amendments to the charter
The decision to amend the charter of a legal entity is an important stage of its activity. According to the law, many decisions related to the charter require coordination and approval by certain bodies, depending on the form and type of legal entity.
Usually, this decision is taken by the general meeting of participants (shareholders, founders, members of the cooperative, etc.), or by the bodies of the legal entity, which are defined in the charter. The decision can be made in writing, at a general meeting, or in another way established by the statute.
In order to make a decision to amend the articles of association, it is usually necessary to perform the following steps:
- Conduct an analysis of the need for changes and determine their scope.
- Develop a project of changes to the charter, which may include new provisions, correction of errors, changes in management bodies, and other aspects.
- Approve the project at the internal level in accordance with internal regulations (if any).
- Notify the participants of the legal entity about the changes and the procedure for their adoption.
- Hold meetings (meetings) to make a decision and vote for changes.
- Carry out all necessary registration procedures in accordance with the law.
The cost of making changes to the charter of a legal entity is UAH 6,000. (turnkey)
- Amendments to the charter without the participation of other participants
Sometimes it may be necessary to amend the articles of association without the participation of other participants, and this is possible under certain circumstances.
Most often, this applies to situations when the introduction of changes concerns one or more specific provisions that do not have a direct impact on the rights and interests of other participants.
- Technical corrections: Making changes related to technical or formal aspects, such as correcting errors in the statute, correcting wording, etc.
- Changes that do not require the consent of others: These can be minor changes that are already provided for in the statute or legislation, for example, changes in the address of a legal entity, entering extended details, changing the name of a representative, etc.
- Changes related to internal procedures: If the changes affect internal procedures or the work of management bodies without interfering with the rights and interests of other participants.
However, it is necessary to comply with the requirements of legislation and internal regulatory documents when making changes to the charter, regardless of whether other participants participate, to ensure the legality and compliance of the changes.
Taking into account the fact that many business owners have gone abroad or moved to other cities and are unable to be physically present during the procedure of changing the registrar, the legislation provides for the procedure for making changes by certified power of attorney in accordance with the procedure established by law to an authorized representative
The lawyers of the company “Prikhodko and Partners” will quickly and qualitatively help you in making changes in the charter of a legal entity and registering changes regarding information about a legal entity with the state registrar.