Model Articles Of Association - Private Company Limited By Shares
This document is the Model Articles for a private company limited by shares, for companies incorporated on or after April 2013. It should be downloaded and kept with the statutory records of the company.
Companies adopting the Model Articles of Association on the formation of a private company limited by shares do not need to send a copy to the Register of Companies. A copy of their Articles will only need to be sent if they choose modified or bespoke Articles of Association.
Model Articles of Association
The Companies Act 2006 has three default model articles aimed at the different types of companies:
- Private Companies Limited by Shares;
- Private Companies Limited by Guarantee; and
- Public Companies.
These articles have been designed with the needs of small businesses in mind. The model articles for private companies limited by guarantee are closely based on those for private companies limited by shares, with the provisions relating to shares removed.
Changes to Articles
Please note that from 1 October 2009, unless a company creates its own articles excluding or amending the model articles, then the new model articles for that type of company will apply by default.
Companies are however free to adopt, vary or exclude some or all of the model articles, subject to the provisions of the Companies Act 2006. In the case of companies incorporated under the 1985 Act, insofar as their articles are inconsistent with the 2006 Act, the requirements of the 2006 Act will override those articles.
This document can also be found in Starting Up, in the Company Formation Documents Subfolder, entitled Model Articles of Association For Private Company Limited By Shares, as well as our Free Folder.