Deed of Foundation

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Deed of Foundation

DEED OF FOUNDATION
the undersigned Founder, establishes the following Deed of Foundation of the limited liability company by the application of a template as follows:


COMPANY NAME, PRINCIPAL OFFICE, REGISTERED PLACE(S) OF BUSINESS AND BRANCH OFFICE(S)

Company name:
Abbreviated company name:
Foreign language company name:
Abbreviated foreign language company name:
Registered office of the Company: [Address]
Principal office
a) The registered office of the Company is also the central place of administration. b) The registered office of the Company is not the central place of administration: Registered place(s) of business:
Branch office(s) of the Company:



FOUNDER OF THE COMPANY
Name:
Address:
Company name:
Trade Registry Number:
Principal office:
Represented by:
Address:



SCOPE OF ACTIVITY (ACTIVITIES)
The main business activity of the Company is the following:
[TEÁOR INSERT]
Other activity (activities) of the Company:
[TEÁOR INSERT]
[TEÁOR INSERT]
[TEÁOR INSERT]
[TEÁOR INSERT]
[TEÁOR INSERT]
[TEÁOR INSERT]
[TEÁOR INSERT]
[TEÁOR INSERT]



TERM OF OPERATION OF THE COMPANY
Term of operation of the company:
a) indefinite. b) definite: by........................................................................................................


REGISTERED CAPITAL OF THE COMPANY
The registered capital of the company is ……………………. - Ft,
………………. forints, which consists of
a) …………………….. forints (HUF ………………….) cash contribution , b) ......................... HUF (.......................................... ) contribution in kind. If, in connection with the payment of the capital contribution, Section 6 permits the payment of less than half of the capital contribution by the date of filing the application for registration, or the payment of the capital contribution not paid by date of filing the application for registration after the deadline of one year after, then the company shall not pay dividend to the business owner until the amount of the unpaid profit accounted pursuant to the rules regulating the dividend payment regarding the business interest has not reached the level capital contribution, including the capital contribution already paid up. The business owner shall indemnify the creditors for the debts of the company to the extent of the unpaid capital contribution.
The executive director shall report the payment of the capital contribution to the court of company Registration.



CAPITAL CONTRIBUTION
Company name:
Amount of the capital contribution: HUF 3,000,000.00
Composition of the capital contribution:
Cash: HUF 3,000,000.00
Amount to the paid before the registration: HUF 3,000,000.00, which equals to 100% of the total capital contribution.
Payment of the capital contribution: transfer to the bank account of the company / payment to petty cash.
The balance shall be paid by: …………………… to the bank account of the company.
Name of the contribution in kind: .....................................................value: HUF.........................
The contribution in kind shall be made available to the company by the date of filing the application for registration to the court of company registration.



OPERATION OF THE ONE MAN COMPANY
The single-member business association shall not acquire its own business quota.
If, due to the division of business quotas or the increase of initial capital new members are admitted into a single-member company and in this way it becomes a company with an association of members, the members shall convert the Deed of Foundation into an Articles of Association.



PROFIT DIVISION
The company may make payment from its equity to the business owners, with regard to their business owner status, during the existence of the company, from the company’s after-tax profit in the current year or from the after-tax profit in the current year supplemented by the available profit reserve, exclusively. The company may not make any payment to its business owners, in the event the adjusted equity of the company is less or would, as a result of the payment, be less than the registered capital of the company or in the event the payment would jeopardize the solvency of the company.



RESOLUTION OF THE FOUNDER
The business owner shall adopt resolutions in matters in the power of the general meeting in writing. The resolution shall become effective when communicated to the management.
The power of the supreme decision making body is exercised by the member.



MANAGEMENT AND REPRESENTATION
The person entitled to manage and represent the company shall be:
Name:
Address:
Company name:
Incorporation No.:
Principal office:
Represented by:
Address:
The term of the member of the executive director is
a) definite b) indefinite. Commencement date of the term:
Expiration of the term:
The executive director shall perform the management of the company in employment/ based on contract for services.
The person entitled to manage and represent the company shall be:
Name:
Address:
Company name:
Incorporation No.:
Principal office:
Represented by:
Address:
The term of the member of the executive director is
a) definite b) indefinite. Commencement date of the term:
Expiration of the term:
The executive director shall perform the management of the company in employment/ based on contract for services.



AUTHORISED REPRESENTATIVE
An Authorised representative
a) shall be elected b) shall not be elected at the Company Employees appointed to be Authorised representative(s) :
Name:
Address:
Commencement date of the term:



SIGNATURE RIGHTS
Persons authorised to sign individually:
Name:
Name:
Persons authorised to sign jointly:
a) Name: and
Name:
are authorised to sign jointly.
a) Name: and
Name:
authorised to sign jointly.



SUPERVISORY BOARD
A Supervisory Board
a) shall be elected b) shall not be elected at the Company. The company shall operate a Board of Management.
The members of the Supervisory Board:
Name:
Address:
The term of the member of the Supervisory Board is
a) definite b) indefinite. Commencement date of the term:
Expiration of the term:
Name:
Address:
The term of the member of the Supervisory Board is
a) definite indefinite.
Commencement date of the term:
Expiration of the term:
Name:
Address
The term of the member of the Supervisory Board is
definite
indefinite.
Commencement date of the term:
Expiration of the term:



THE AUDITOR
The auditor of the Company:
Name:
Address:
Chamber registration number:
Company name:
Trade Registry Number:
Principal office:
Name of person in charge of performing the audit:
Chamber registration number:
Address:
Deputy auditor:.
Address:
Commencement date of the term:
Expiration of the term:



DISSOLUTION OF THE COMPANY
After the termination of the Company, the assets remaining after the satisfaction of the creditors shall be allocated to the Founder.



MISCELLANEOUS PROVISIONS
In cases where Act V of 2013 on the Civil Code obligates the company to
to publish a notice, such notice shall be published in the
a) Company Gazette b) website of the company Matters not regulated by Deed of Foundation this agreement shall be governed by the provisions of the Civil Code.
Date
Signature of the Founder: