GlossaryUK

What are articles of association?

Articles of association (and memorandum of association)

Short answer

Articles of association are the written rules for how a UK limited company is run, and every limited company must have them. The memorandum is a signed statement by the initial shareholders agreeing to form the company.

Explained

Companies can use the standard model articles prescribed under the Companies Act 2006 or write their own and upload them at registration. Companies incorporated on or after 28 April 2013 use the current model articles by default unless they choose otherwise.

The memorandum is created automatically when registering online and cannot be updated once the company is registered. The articles can be changed later, which usually needs a shareholder resolution.

Good to know

  • The articles set the rules company officers must follow.
  • If the company needs its own rules, bespoke articles can be used instead of the model articles.

This page is general information, not legal or tax advice. Rules change; check the official source for the latest position or talk to us.

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