Memorandum and articles of association

All companiesPrivate companies limited by shares incorporated and registered in England and Wales. must have a memorandum of associationA document which forms part of an application to register a company. It states that the subscribers want to form a company; that they agree to become members; and, if the company is to have a share capital, that the subscribers will take at least one share each. and articlesAlso referred to as articles of association, a company’s articles are the main body of rules which govern how the company regulates its internal affairs (subject to certain overriding legal requirements). Important matters addressed in the articles include the division of powers between directors and shareholders, the composition and operation of the board of directors, matters relating to the holding and conduct of directors’ and shareholders’ meetings, and provisions relating to the transfer of shares. of association when setting up. This section explains what they are and how you can produce each document when you incorporateThe legal process of forming a company or corporate entity. and includes a template memorandum you can use. Whether you have already chosen to use the model articles of associationThe standard, default articles of association that a company can use. Articles set the rules that company officers must follow when running the company., or are trying to decide whether they are right for you (as many SMEsSmall and Medium-sized Enterprises: Businesses which are small or medium sized in terms of their staff numbers, turnover or assets. do), you can find help on what they mean and how they affect the day-to-day running of your business.