The articles of association of a company, often simply referred to as the articles (and then often capitalised as an abbreviation for the official name, which is a proper noun and usually contains the company name), are the regulations governing the relationships between the shareholders and directors of the company, and are a requirement for the establishment of a company In the United States, a company is a corporation—or, less commonly, an association, partnership, or union—that carries on an industrial enterprise." Generally, a company may be a "corporation, partnership, association, joint-stock company, trust, fund, or organized group of persons, whether incorporated or not, and any receiver, under the law of India India, officially the Republic of India , is a country in South Asia. It is the seventh-largest country by geographical area, the second-most populous country, and the most populous democracy in the world. Bounded by the Indian Ocean on the south, the Arabian Sea on the west, and the Bay of Bengal on the east, India has a coastline of 7,517, the United Kingdom The United Kingdom of Great Britain and Northern Ireland is a sovereign state located off the northwestern coast of continental Europe. It is an island country, spanning an archipelago including Great Britain, the northeastern part of Ireland, and many small islands. Northern Ireland is the only part of the UK with a land border, sharing it with and many other countries. Together with the memorandum of association The memorandum of association of a company, often simply called the memorandum , is the document that governs the relationship between the company and the outside INDIA. It is one of the documents required to incorporate a company in the United Kingdom, Ireland and India, and is also used in many of the common law jurisdictions of the Commonwealth, they form the constitution of a company. The equivalent in the United States The United States of America is a federal constitutional republic comprising fifty states and a federal district. The country is situated mostly in central North America, where its forty-eight contiguous states and Washington, D.C., the capital district, lie between the Pacific and Atlantic Oceans, bordered by Canada to the north and Mexico to the is articles of incorporation The Articles of Incorporation are the primary rules governing the management of a corporation in the United States and Canada, and are filed with a state or other regulatory agency. The equivalent in the United Kingdom and various other countries is Articles of Association. A similar term, "articles of agreement", is often used for non-profit organizations.[1]
Articles of association typically cover the issuing of shares In financial markets, a share is a unit of account for various financial instruments including stocks , and investments in limited partnerships, and REITs. The common feature of all these is equity participation (limited in the case of preference shares) (also called stock The stock or capital stock of a business entity represents the original capital paid or invested into the business by its founders. It serves as a security for the creditors of a business since it cannot be withdrawn to the detriment of the creditors. Stock is distinct from the property and the assets of a business which may fluctuate in quantity), the different voting and dividend rights attached to different classes of share, restrictions on the transfer of shares, the rules of board meetings and shareholder meetings, and other similar issues.
In the United Kingdom, model (and default) articles of association known as Table A In UK company law, Table A refers to the Model Articles or default form of Articles of Association for companies limited by shares incorporated either in England and Wales or in Scotland where the incorporators do not explicitly choose to use a modified form. Table A was first introduced by the Joint Stock Companies Act 1856 , and then under its have been published since 1865.[2] The articles of association of most companies – particularly small companies – are Table A, or closely derived from it. However, a company is free to incorporate under different articles of association, or to amend its articles of association at any time by a special resolution of its shareholders, provided that they meet the requirements and restrictions of the Companies Acts. Such requirements tend to be more onerous for public companies A public company or publicly traded company is a company that has permission to offer its registered securities for sale to the general public, typically through a stock exchange, or occasionally a company whose stock is traded over the counter (OTC) via market makers who use non-exchange quotation services than for private ones A private company limited by shares, usually called a private limited company , is a type of company incorporated under the laws of England and Wales, Scotland, that of certain Commonwealth countries and the Republic of Ireland. It has shareholders with limited liability and its shares may not be offered to the general public, unlike those of.
The Companies Act 2006 The Companies Act 2006 is an Act of the Parliament of the United Kingdom of Great Britain and Northern Ireland regulating companies within that jurisdiction. It has the distinction of being the longest in British Parliamentary history: with 1,300 sections and covering nearly 700 pages, and containing no fewer than 15 schedules. (The list of, which received Royal Assent The granting of Royal Assent is the formal method by which a constitutional monarch completes the legislative process of lawmaking by formally assenting to an Act of Parliament. While the power to withhold Royal Assent was once exercised often, it is exceedingly rare in the modern, democratic political atmosphere that has developed since the 18th on 8 November 2006 and was fully implemented on 1 October 2009, provides for a new form of model articles of association for companies incorporated in the United Kingdom. Under the new legislation, the articles of association will become the single constitutional document In relation to artificial persons, the constitutional documents of the entity are the documents which define the existence of the entity and regulate the structure and control of the entity and its members. The precise form of the constitutional documents depends upon the type of entity for a UK company, and will subsume the role currently filled by the separate memorandum of association.[3]
Notes
- ^ Articles of Agreement Law & Legal Definition
- ^ Joint Stock Companies Act 1856 - Table B
- ^ Under the law prior to the 2006 Act, in the event of any inconsistency between the memorandum and the articles, the memorandum usually prevails: see Ashbury v Watson (1885) 30 Ch D 376.
External links
- New Articles of Association Service
- The Office of Public Sector Information
- Companies House (for England, Wales and Scotland)
- Articles of Association (Table A).
Categories: Corporations law Categories: Companies | Business law | Corporations | United Kingdom company law
