Satzung [GmbH -> USA]

English translation: Articles of Association/Articles of Incorporation

GLOSSARY ENTRY (DERIVED FROM QUESTION BELOW)
German term or phrase:Satzung [GmbH -> USA]
English translation:Articles of Association/Articles of Incorporation
Entered by: Sebastian Witte

17:38 Jul 21, 2018
German to English translations [PRO]
Bus/Financial - Law (general)
German term or phrase: Satzung [GmbH -> USA]
Hey there,

This is from an excerpt from a German commercial register.

The situation and setting is such that a GmbH requires a translation into American English.

DE: Rechtsform, Beginn, ***Satzung** oder Gesellschaftsvertrag

EN: Legal form, commencement of operations, ***by-laws and charter/articles of incorporation*** or shareholders' agreement

I do not think such translation is correct but any feedback is welcome, also any positive comments.

This question is not urgent but would still prefer to go to the post office with the translation by Monday late afternoon CET due to arrival deadline with no express postage paid for.

Thanks,

Cheers,

Best,

Sebastian Witte
Sebastian Witte
Germany
Local time: 10:29
Articles of Association/Incorporation
Explanation:
I would say

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Note added at 8 mins (2018-07-21 17:46:44 GMT)
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In der Gestaltung des Gesellschaftsvertrages haben die Gesellschafter der GmbH weitgehende Freiheit, die Satzung der AG darf dagegen nur von den strengen [...] bundesnotarkammer.de
The shareholders in the GmbH have extensive freedom to arrange the articles of association, while an AG's articles can only [...]

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Note added at 9 mins (2018-07-21 17:48:25 GMT)
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https://en.wikipedia.org/wiki/Articles_of_association
Traducir esta página
This is why Articles of Association are necessary. The Articles of Association is a document that contains the purpose of the company as well as the duties and responsibilities of its members defined and recorded clearly. It is an important document which needs to be filed with the Registrar of Companies.
‎Overview · ‎Other countries · ‎Contents · ‎Memorandum of association
What are articles of association for Ltd companies?
https://www.thecompanywarehouse.co.uk/.../what-are-articles-...
Traducir esta página
15 ago. 2012 - Articles of Association are the constitution, or rules, by which a company is run. You can use generic model articles of association or create ...

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Note added at 11 mins (2018-07-21 17:50:27 GMT)
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In corporate governance, a company's articles of association (AoA, called articles of incorporation in some jurisdictions) is a document which, along with the memorandum of association (in cases where the memorandum exists) form the company's constitution, defines the responsibilities of the directors, the kind of business to be undertaken, and the means by which the shareholders exert control over the board of directors.

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Note added at 13 mins (2018-07-21 17:51:58 GMT)
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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, Nigeria, Pakistan and many other countries. Together with the memorandum of association, they are the constitution of a company. The equivalent term for LLC is Articles of Organization.

--------------------------------------------------
Note added at 15 mins (2018-07-21 17:53:57 GMT)
--------------------------------------------------

https://www.munichre.com/en/.../articles-of-association/inde...

Articles of Association (Satzung) The German Stock Companies Act requires joint-stock companies to have Articles of Association. These record such information as the company's name, its registered seat, the amount of its share capital and the number of members of its Board of Management and Supervisory Board.
Selected response from:

David Hollywood
Local time: 05:29
Grading comment
Thank you everybody. I went with this.
4 KudoZ points were awarded for this answer



Summary of answers provided
4 +4Articles of Association/Incorporation
David Hollywood
4 +1articles of organization
Kent Hyde
4statutes
Alexander Schleber
Summary of reference entries provided
Wikipedia Gesellschaft mit beschränkgter Haftung
Haigo Salow

  

Answers


5 mins   confidence: Answerer confidence 4/5Answerer confidence 4/5 peer agreement (net): +4
Articles of Association/Incorporation


Explanation:
I would say

--------------------------------------------------
Note added at 8 mins (2018-07-21 17:46:44 GMT)
--------------------------------------------------

In der Gestaltung des Gesellschaftsvertrages haben die Gesellschafter der GmbH weitgehende Freiheit, die Satzung der AG darf dagegen nur von den strengen [...] bundesnotarkammer.de
The shareholders in the GmbH have extensive freedom to arrange the articles of association, while an AG's articles can only [...]

--------------------------------------------------
Note added at 9 mins (2018-07-21 17:48:25 GMT)
--------------------------------------------------

https://en.wikipedia.org/wiki/Articles_of_association
Traducir esta página
This is why Articles of Association are necessary. The Articles of Association is a document that contains the purpose of the company as well as the duties and responsibilities of its members defined and recorded clearly. It is an important document which needs to be filed with the Registrar of Companies.
‎Overview · ‎Other countries · ‎Contents · ‎Memorandum of association
What are articles of association for Ltd companies?
https://www.thecompanywarehouse.co.uk/.../what-are-articles-...
Traducir esta página
15 ago. 2012 - Articles of Association are the constitution, or rules, by which a company is run. You can use generic model articles of association or create ...

--------------------------------------------------
Note added at 11 mins (2018-07-21 17:50:27 GMT)
--------------------------------------------------

In corporate governance, a company's articles of association (AoA, called articles of incorporation in some jurisdictions) is a document which, along with the memorandum of association (in cases where the memorandum exists) form the company's constitution, defines the responsibilities of the directors, the kind of business to be undertaken, and the means by which the shareholders exert control over the board of directors.

--------------------------------------------------
Note added at 13 mins (2018-07-21 17:51:58 GMT)
--------------------------------------------------

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, Nigeria, Pakistan and many other countries. Together with the memorandum of association, they are the constitution of a company. The equivalent term for LLC is Articles of Organization.

--------------------------------------------------
Note added at 15 mins (2018-07-21 17:53:57 GMT)
--------------------------------------------------

https://www.munichre.com/en/.../articles-of-association/inde...

Articles of Association (Satzung) The German Stock Companies Act requires joint-stock companies to have Articles of Association. These record such information as the company's name, its registered seat, the amount of its share capital and the number of members of its Board of Management and Supervisory Board.

David Hollywood
Local time: 05:29
Meets criteria
Works in field
Native speaker of: Native in EnglishEnglish
PRO pts in category: 310
Grading comment
Thank you everybody. I went with this.

Peer comments on this answer (and responses from the answerer)
agree  philgoddard: Statutes is fine too.
4 hrs
  -> thanks Phil

agree  Haigo Salow: see also https://en.wikipedia.org/wiki/Gesellschaft_mit_beschränkter_...
5 hrs
  -> thanks Haigo

agree  Sanni Kruger
11 hrs
  -> thanks Sanni

agree  ElliCom: Duh
1 day 11 hrs
  -> thanks for the duh and easy if you know ...
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1 hr   confidence: Answerer confidence 4/5Answerer confidence 4/5
statutes


Explanation:
Gesellschaftsvertrag usually is translated as "articles of association ".
"Satzung" here refers to the statutes of the company, which are sometimes also referred to as "bylaws".

Alexander Schleber
Belgium
Local time: 10:29
Meets criteria
Specializes in field
Native speaker of: Native in GermanGerman, Native in EnglishEnglish
PRO pts in category: 109
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8 hrs   confidence: Answerer confidence 4/5Answerer confidence 4/5 peer agreement (net): +1
articles of organization


Explanation:
If you are looking for the best term in American English, I propose the name that is used for the formational document of a limited liability company in the U.S.: articles of organization. As the American LLC was originally inspired by the German Gesellschaft mit beschränkter Haftung, the use of similar terminology seems appropriate for the purpose of identifying parallel documents. The articles of organization are filed with the secretary of state and can be viewed by the public (filling the same role as the German Satzung).

Although translators often use "articles of association" to describe the Satzung, I suspect that translation was first proposed by British translators. UK law uses "articles of association" for the formational document of an entity there. If British translators planted their flag first, I am not necessarily attached to insisting on the technically correct U.S. term for the purpose of international English. Feel free to use the term that has been adopted by the majority of translators.


    Reference: http://https://en.wikipedia.org/wiki/Limited_liability_compa...
    Reference: http://https://en.wikipedia.org/wiki/Gesellschaft_mit_beschr...
Kent Hyde
United States
Local time: 02:29
Meets criteria
Specializes in field
Native speaker of: Native in EnglishEnglish
PRO pts in category: 8

Peer comments on this answer (and responses from the answerer)
agree  writeaway: that's what I found too.
6 hrs
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Reference comments


5 hrs
Reference: Wikipedia Gesellschaft mit beschränkgter Haftung

Reference information:
Look under requirements for formation, second paragraph:

The founding act and the articles of association have to be notarized. The GmbH law outlines the minimum content of the articles of association, but it is quite common to have a wide range of additional rules in the articles.

https://en.wikipedia.org/wiki/Gesellschaft_mit_beschränkter_...

Haigo Salow
United States
Does not meet criteria
Specializes in field
Native speaker of: Native in GermanGerman
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