Statutes and abstracts

If you want to implement a cool initiative or project, there are a number of dutiful things that come with it. Bylaws are things that few people get excited about, but they are important underpinnings for the successful execution of your plan. Articles of incorporation are provisions and ground rules that underlie an organization. Articles of incorporation must be recorded with a notary public. The notary prepares a certificate of incorporation containing the bylaws. Then the bylaws are filed in the commercial register of the Chamber of Commerce. Read through this article, get it right, make sure you keep it in order, and then you will have to look at it as little as possible. Some of this is also related to the choice of legal form.

Bylaws

Bylaws describe how, within a board of an organization, the non-ordinary matters concerning a legal entity are handled. Bylaws are important for a variety of issues, including to regulate formal matters related to entering into financial obligations, governance, decision-making and in case of disputes. In addition, bylaws can provide clarity when you disagree with co-owners or directors. Articles of association apply to a foundation, association, bv and nv. Do you have a sole proprietorship? If you are self-employed or have a sole proprietorship, you can determine everything yourself. Do you have a general partnership? Then make proper arrangements with each other in a VOF contract.

What does the bylaws say?

What is contained in the bylaws depends on the type of legal entity, or legal form chosen. The bylaws of different legal entities include:

Foundation

• The name of the foundation.
• Location.
• The purpose of the foundation.
• How directors are appointed and removed.
• Where the money goes when the foundation is disbanded.

Association

• Association name.
• Location.
• The purpose of the association.
• Members' obligations to the Association.
• The method of convening the General Assembly of Members.
• The use of the association's equity in the event of termination.

BV and NV

• The name.
• Location.
• Description of work.
• The goal.
• Share capital.
• The method of appointment of directors.
• The powers of various bodies and how they meet.
• The transfer of shares.
  

Sample bylaws

The articles of association must be filed with the Commercial Register along with the deed of incorporation. People often use a sample document when preparing the articles of association. These can be found extensively on the Internet, such as here at beroepkunstenaar.nl. You can also request the statutes of other organizations, through the website of the Chamber of Commerce.

Excerpts

The moment you earn money from work and want to invoice, for example, you may have to register in the commercial register. An excerpt from this is proof of registration. This is public information and contains relevant data about your company. For example:

• Information on name, trade names, address, founding date and the people behind the company.
• Information about the legal entity, or different branches.

Usually you need an extract together with an ID-certificate to be able to show that you are indeed allowed to represent your company and can therefore, for example, conclude a telephone contract on behalf of your company. An extract can be obtained from the Chamber of Commerce for a small fee.

If, from your expertise, you yourself have knowledge that would fit this topic, or if you see opportunities to improve this text, we look forward to receiving your message at info@cultuuracademy.nl.