Model Articles of Association Template

Model Articles of Association for Private Company Limited by Shares

CO.CF.04
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.

This document is the Model Articles of Association for companies incorporated on or after 28 April 2013. It should be downloaded and kept with the statutory records of the company.

Model Articles of Association

The Companies Act 1985 provided Table A as model articles for companies limited by shares. Since 1 October 2009 Table A has been replaced by three new default model articles aimed at the different types of companies: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

Since 1 October 2009, unless a company has created its own articles excluding or amending the model articles, then the new model articles for that type of company have been applied 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 existing companies, 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 Memorandum & Articles of Association, in the Articles of Association Subfolder, entitled Model Articles of Association - Private Company Limited By Shares, as well as our Free Folder.
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