Italian translation: statuto societario e atto costitutivo
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are not a great deal of use. They are merely the opinions of those professinal translators. I might just as well give references to my own translations. It is unfortunately easier to find mistakes than accurate translation.
This is a useful reference: http://www.gillhams.com/dictionary/94.cfm It starts:
"A document that forms part of the constitution of a company." Note a "part". the statuto, articles of association in UK law, the by-laws in US Law.
And here we have the other part from the same dictionary. Which for some reason you refused to consider. http://www.gillhams.com/dictionary/102.cfm And it starts
"The memorandum of association of a company is one of the core documents forming the constitution of a company." and this is the Atto constitutivo or the articles of incorporation according to US law.
While the legal dictionary is not perhaps the most authoritative of references, again it also has the articles of incorporation, again which you do not want to consider, the atto costitutivo http://legal-dictionary.thefreedictionary.com/articles of in...
1.A document that forms part of the constitution of a company. The articles of association of a company set out amongst other things, shareholders' rights, voting rights, preemption rights and class rights of different classes of shareholders.
bylaws n. the written rules for conduct of a corporation, association, partnership or any organization. They should not be confused with the Articles of Corporation which only state the basic outline of the company, including stock structure. Bylaws generally provide for meetings, elections of a board of directors and officers, filling vacancies, notices, types and duties of officers, committees, assessments and other routine conduct. Bylaws are, in effect a contract among members, and must be formally adopted.
No ho scritto niente nella tablella "answer" perche non volevo entrare in una specie di gara. "articles of association" é grosso modo il atto cositutivo di una società munita di personalità giuridica. I bylaws sono gli statuti delle cocietà commericiali.
It is clear to me that this is addressed to both US companies on the one hand and UK and commonwealth (Australia, India, etc.) companies on the other. The former has by-laws and the latter has articles of association . Can you answer the question I posed to Roberta?
Mi sembra evidente che per colui che ha scritto questo testo non puo' essere "statuto e statuto" ma piuttosto "statuto e atto costitutivo" come ho proposte come alternativa a "cotratto di associazione" o qualcosa del genere.
Wikipedia gives "Bylaw (sometimes also spelled by-law or byelaw) can refer to a law of local or limited application, passed under the authority of a higher law specifying what things may be regulated by the bylaw, or it can refer to the internal rules of a company or organization.
The term articles of association of a company, or articles of incorporation, of an American or Canadian Company, are often simply referred to as articles (and are often capitalized as an abbreviation for the full term). The Articles are a requirement for the establishment of a company under the law of India, the United Kingdom and many other countries. Together with the memorandum of association, they constitute the constitution of a company. T
"The Articles of **Association*** (INCORPORATION) are essentially the "consitution" of the company, which is done at the time of it being "constituted". The bylaws are the rules established by the company during the course of its operations, for example the creation of an "insider list, code of ethics, ect. which may be instutited decades after the company "articles of association" Now if you take "association" out and replace it with "incorporation" I can totally agree with this. and everything else you have said. What you have said is for US law. In UK law the "articles of assocation" (not "of incorporation" are the US "By-laws" and the memorandum of association is the US articles of incorporation. Do we now agree?
The Articles of Association are essentially the "consitution" of the company, which is done at the time of it being "constituted". The bylaws are the rules established by the company during the course of its operations, for example the creation of an "insider list, code of ethics, ect. which may be instutited decades after the company "articles of association"
Explanation: There is a logical mistake in the English because "by-laws" is US English for statuto and "articles of assocation" is UK English. The English should be "by-laws OR articles of associations". In Italian it would be sufficient just to put statuto since "statuto e statuto" would be absurd.
-------------------------------------------------- Note added at 2 hrs (2010-12-15 15:54:00 GMT) --------------------------------------------------
The memorandum of association of a UK company sets out the company's name, the proposed location of its registered office (i.e. 'England and Wales', 'Wales' or 'Scotland') in the UK, the objects of the company, a statement regarding the liability of its members and details of its share capital, if any, (or in the case of a UK company limited by guarantee, the amount which members will contribute in a winding up). Also, in the case of a UK company having a share capital, the memorandum must show the name of each initial member/shareholder (also called 'subscribers') and the number of shares each takes.
Articles of association
The articles of association (often just called 'articles') of a UK company contain the rules for its internal regulation and management. The articles deal with such things as meeting procedure, powers of directors, members' rights, procedure for paying dividends, winding up etc.
The articles can often be quite lengthy (for example they could typically comprise over 100 numbered paragraphs spanning, say 30 pages).
-------------------------------------------------- Note added at 2 hrs (2010-12-15 16:16:56 GMT) --------------------------------------------------
ALL OF THE ABOVE IS TRUE FOR AN SPA. AN SRL CAN BE FORMED with just an "atto costitutivo". However op seeing a request for a "statuto" a director of an srl or an accountant/lawyer would automatically send the atto costitutivo.
"nell'atto costitutivo della Srl devono essere inserite al punto 7 le norme relative al funzionamento della società, che costituiscono invece l'oggetto tipico dello statuto delle Spa, come precisato dall'ultimo comma dell'art. 2328 c.c.;"
James (Jim) Davis Seychelles Local time: 04:21 Works in field Native speaker of: English PRO pts in category: 23