Guide to the memorandum and articles of association

It is mandatory for each company in the UK to have the memorandum and articles of association. It must be submitted to Companies House while registering the business. The memorandum and articles of association consist of two major documents – the Memorandum of Association and The articles of Association.

The Memorandum of Association

This is a one page document which contains all the basic details about the company and notifies Companies House that each subscriber to the memorandum of association:
• wishes to form a company under the Companies Act 2006
• agrees to become a member of the company
• agrees to take at least one share in the company

The memorandum contains:

1. The business name
2. Business type (limited by guarantee or limited by shares)
3. Registration date
4. Names of subscribers (guarantors or shareholders) and their signatures

How to generate a memorandum?

You don’t need to create this document yourself. The memorandum of association is created by the Companies House from the information you provide through your company formation application.
If you incorporate your company online, you get your memorandum file in a PDF format. And, in case if you register your company via post, you receive your memorandum by post on an A4 sheet.

Changes to the memorandum of association

Once you have registered your company in the Companies House, you can’t make any changes to the memorandum details. Make sure you enter all information correctly. Also if a member leaves the business after registration, his name will remain on the document.

When will I get my company memorandum?

When you register your business online, your application is viewed by the Companies House. Once it has been approved, you will get a copy of memorandum sent to your email. You must retain the printed copy of your business memorandum at your registered company address.

The Articles of Association

The articles of association is a document that contains multiple pages and it is a complete set of rules and regulations that governs the company. This document describes the administrative and management rules, it is designed for directors and members and they have to follow these rules while operating the business.

Every member of the business should be aware of the rules and requirements described in the articles of association. Rules covered by the articles of association are:

1. Responsibilities and powers of the company’s directors
2. Duties and powers of company’s members
3. Distribution of business profits
4. Basic administrative procedures
5. Financial accountability of company’s members
6. Issuing shares and transferring shares

Where to get the articles of association?

You can view and download the articles from the Companies House official website.

Can I make changes to the articles of association?

Yes, you can change the articles of association even after the incorporation of the business. To do that, download the articles from the website, make necessary changes, and then again attach the edited version to your company application form and can send it by post to Companies House.

When will I receive the articles of association after company registration?

You will get a copy of articles of association when your business incorporation application is approved by the Companies House. You can keep an electronic or printed copy of articles of association at your registered address.

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