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Short Amendments, Replacement of Specific Articles or More Extensive Changes

March 2021

A company’s articles of association may need to be amended or changed for a variety of reasons. This can be anything from short amendments and the replacement of specific articles to more extensive changes requiring completely new articles.

This month the shareholder resolution to amend a company’s articles of association has been updated and it provides more options depending on how extensive the changes proposed are. There are also new templates to assist customers in the process of amending their articles:

· Board Minutes to approve the amendments to the articles;

· A written resolution to pass the relevant special resolution approving and adopting the changes;

· A letter to the company’s auditors informing them of the changes and sending them a copy of the amended articles; and

· A note to send to shareholders and other interested parties, such as the auditors, explaining the changes proposed.

These new and updated templates will be of interest to company directors, secretaries and administrators.

The contents of this Newsletter are for reference purposes only and do not constitute legal advice. Independent legal advice should be sought in relation to any specific legal matter.

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