Corporate governance of Articles of Association as per law encompasses various provisions to ensure effective management, oversight, and accountability:

Structure and Governance

1. Board composition and powers
2. Director appointment, removal, and liability
3. Officer appointments and removal
4. Shareholder meetings and resolutions
5. Decision-making procedures

Shareholder Rights and Interests

1. Shareholder rights (voting, dividend entitlement)
2. Pre-emption rights
3. Share transfer restrictions
4. Protection of minority shareholders
5. Shareholder approval requirements

Financial Management

1. Financial reporting requirements (annual audited financial statements)
2. Dividend distribution procedures
3. Capitalization issues (share issuances, conversions)
4. Financial statements and accounts
5. Audit and accounting procedures

Accountability and Transparency

1. Independent audit requirements
2. Transparency in financial reporting
3. Disclosure of related-party transactions
4. Compliance with regulatory requirements
5. Whistleblower protection

Conflict of Interest and Governance

1. Conflict-of-interest procedures
2. Board evaluation and performance assessment
3. Compliance with corporate governance codes
4. Stakeholder engagement
5. Risk management and internal controls

Dissolution and Winding-Up

1. Procedures for dissolution and winding-up
2. Distribution of assets
3. Liability of directors and officers
4. Winding-up committee
5. Final accounts and reports

Regulatory Compliance

1. Compliance with securities laws and regulations
2. Registration with regulatory authorities
3. Filing of updated Articles
4. Annual reporting requirements
5. Compliance with industry-specific regulations

Best Practices

1. Regular review and update of Articles
2. Seek professional advice (lawyers, accountants)
3. Ensure accurate record-keeping
4. Comply with industry-specific regulations
5. Maintain transparency and accountability

Consequences of Non-Compliance

1. Penalties and fines
2. Legal action
3. Reputation damage
4. Loss of licenses or permits
5. Criminal liability

To ensure compliance, companies should consult with legal, financial, and regulatory experts to ensure accuracy and completeness of their Articles of Association.

Key Laws and Regulations

1. Securities Act 1933 (US)
2. Securities Exchange Act 1934 (US)
3. Companies Act 2006 (UK)
4. Canada Business Corporations Act (Canada)
5. European Union’s Prospectus Directive

Industry-Specific Regulations

1. Financial Industry Regulatory Authority (FINRA)
2. New York Stock Exchange (NYSE)
3. London Stock Exchange (LSE)
4. Toronto Stock Exchange (TSX)
5. Industry-specific codes and standards.