Corporate Articles Of Incorporation Template - England and Wales

Corporate Articles Of Incorporation for the United Kingdom

Corporate Articles Of Incorporation Template for England and Wales

Articles of Incorporation, known as Articles of Association in England and Wales, are fundamental constitutional documents that establish the basic management and administrative structure of a company. Governed by the Companies Act 2006, these articles define the relationship between the company and its shareholders, set out directors' powers and responsibilities, and establish the rules for corporate governance. They must comply with English and Welsh law and are filed with Companies House as part of the company registration process.

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Corporate Articles Of Incorporation

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What is a Corporate Articles Of Incorporation?

Corporate Articles of Incorporation Template serves as the constitutional framework for newly formed companies in England and Wales. This document is required when registering a company with Companies House and establishes the company's internal management rules, share structure, and governance framework. The articles must comply with the Companies Act 2006 and typically include provisions for director appointments, shareholder rights, share transfers, and decision-making processes. While model articles are available, companies often customize their articles to suit specific business needs while maintaining compliance with legal requirements.

What sections should be included in a Corporate Articles Of Incorporation?

1. Company Name and Type: Specification of company name and whether private/public limited

2. Registered Office: Statement of registered office location

3. Object Clause: Purpose and activities of the company

4. Share Capital: Details of share classes and rights

5. Directors' Powers and Responsibilities: Scope of directors' authority and duties

6. Shareholders' Rights and Meetings: Voting rights and meeting procedures

7. Share Transfers: Rules for transferring shares

What sections are optional to include in a Corporate Articles Of Incorporation?

1. Pre-emption Rights: Rights of existing shareholders to purchase new shares before shares can be offered to external parties

2. Tag-Along Rights: Rights allowing minority shareholders to join in the sale of shares on the same terms as majority shareholders

3. Drag-Along Rights: Provisions allowing majority shareholders to force minority shareholders to join in the sale of the company

What schedules should be included in a Corporate Articles Of Incorporation?

1. Share Capital Structure: Detailed breakdown of share classes and rights attached to each class

2. Initial Directors: List of first directors and their details including service addresses

3. Initial Shareholders: List of first shareholders and their shareholdings including share class allocations

4. Reserved Matters: List of decisions requiring special majority or unanimous approval

Authors

Alex Denne

Head of Growth (Open Source Law) @ ��Ƶ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Cost

Free to use

Relevant legal definitions

Clauses

Relevant Industries

Technology
Professional Services
Manufacturing
Retail
Financial Services

Relevant Teams

Legal
Corporate Governance
Finance
Board of Directors
Company Secretariat

Relevant Roles

Chief Executive Officer
Company Secretary
General Counsel
Chief Financial Officer
Board Director

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