The current form of articles of association for private companies and PLCs (‘the Model Articles’) was introduced on 1 October 2009. This was a key change in company law. Directors and shareholders of companies formed after that date are now able to take advantage of the simplified procedures for running their business as set out in the Model Articles.
There is no legal requirement for a company established before October 2009 to change its articles, but its existing articles of association are unlikely to incorporate the latest procedures. We therefore recommend that you amend your company’s articles to be able to take advantage of the recent changes to company law, or at the very least have them reviewed to ensure they are fit for purpose.
If your company was incorporated before October 2009 and has not had its articles updated, or has bespoke articles but the purposes for those articles no longer apply, we would be pleased to review them and propose any appropriate amendments to suit your circumstances and ensure compliance. You may like to know that many of our clients have updated their articles to take account of the following matters:
- replace the difficult to understand language of the existing memorandum and articles with user-friendly and easily understood English
- remove any limitation on the type of business the company can undertake
- remove the upper limit on the company’s share capital and allow the directors to issue new shares
- make greater use of electronic communication with shareholders and hold electronic meetings, eg. by telephone, of the directors and of the shareholders
- take advantage of the provisions in the Companies Act 2006 relating to the pre-authorisation of directors’ conflicts of interest.
If you are interested in this service just call Peter Driver on 020 7608 0013 for an informal chat, or email [email protected].