What mandatory articles are required to be included in the Articles of Association of companies?

img_4797The articles should consist:

  • the company name (section 81),
  • the articles of a limited company must state that the liability of its
  • members is limited (section 83(1)),
  • the articles of an unlimited company must state that the liability of its members is unlimited (section 83(2)),
  • the articles of a company limited by shares must state that the liability of its members is limited to any amount unpaid on shares held by the members (section 84(1)),
  • the articles of a company limited by guarantee must state that each person who is a member of the company undertakes that if the company is wound up while the person is a member, or within one year after ceasing to be a member, that the person will contribute an amount required, not exceeding a specified amount, to the company’s assets ( section 84(2)),
  • the articles of a company with a share capital must state the capital and initial shareholdings (section 85(1) and section 8 of Part 5 of Schedule 2); and
  • the articles of an association to be incorporated with a licence granted under section 103, or of a company with such a licence must state the company’s objects whilst the licence remains in force (section 82(1)). (Note: For any other company, it is not mandatory to state its objects in its Articles of Association but it may do so (section 82(2)).

 

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