Company Formation and Constitution

On 1 October 2009, the Companies (Model Articles) Regulations (SI 2008/3229) will replace Table A as the default set of articles of association for a company incorporated under the Companies Act 2006 (2006 Act). For a company incorporated before that date, the Companies Act 2006 (Commencement No. 8, Transitional Provisions and Savings) Order 2008 (SI 2008/2860) provides guidance on the effect of the 2006 Act on its existing memorandum and articles of association. This note addresses a number of questions raised by PLC Corporate subscribers, arising both from that Order and the 2006 Act, in relation to a company's constitution. Please e-mail us with your feedback on any of the issues discussed in this note and, in particular, any experience of these issues in practice. We would also like to hear suggestions for additional questions or topics for future consideration. This note will be periodically updated ahead of 1 October 2009 to reflect subscriber feedback. In particular:  Sections of this note relating to a company's name have been updated to take account of the publication, on 28 July 2009, on OPSI of the Companies Act 2006 (Consequential Amendments, Transitional Provisions and Savings) Order 2009 (SI 2009/1941). On 14 September 2009, BIS published its final guidance on the constitution of companies, including the model articles of association. For a link to that guidance, see Further reading, at the foot of this note. Sections of this

This note considers the changes a company incorporated with Table A articles of association may consider making to its articles of association in view of the The Companies (Tables A to F) (Amendment) Regulations 2007 (SI 2006/2541) (as amended by the Companies (Tables A to F) (Amendment) (No 2) Regulations 2007 (SI 2007/2826).

A guide to when a company can be struck off the register of companies and dissolved using the voluntary strike off procedure in section 1003 of the Companies Act 2006.

This Q&A provides country-specific commentary on Practice note, Control and minority protection: international joint ventures, and forms part of our international joint ventures transaction guide.

This Q&A provides country-specific commentary on Practice note, Control and minority protection: international joint ventures, and forms part of our international joint ventures transaction guide.

This Q&A provides country-specific commentary on Practice note, Control and minority protection: international joint ventures, and forms part of our international joint ventures transaction guide.

This Q&A provides country-specific commentary on Practice note, Control and minority protection: international joint ventures, and forms part of our international joint ventures transaction guide.

This Q&A provides country-specific commentary on Practice note, Control and minority protection: international joint ventures, and forms part of our international joint ventures transaction guide.

This Q&A provides country-specific commentary on Practice note, Control and minority protection: international joint ventures, and forms part of our international joint ventures transaction guide.

This Q&A provides country-specific commentary on Practice note, Deadlock and termination: international joint ventures, and forms part of our international joint ventures transaction guide.

This Q&A provides country-specific commentary on Practice note, Deadlock and termination: international joint ventures, and forms part of our international joint ventures transaction guide.

This Q&A provides country-specific commentary on Practice note, Deadlock and termination: international joint ventures, and forms part of our international joint ventures transaction guide.

This Q&A provides country-specific commentary on Practice note, Deadlock and termination: international joint ventures, and forms part of our international joint ventures transaction guide.

This Q&A provides country-specific commentary on Practice note, Deadlock and termination: international joint ventures, and forms part of our international joint ventures transaction guide.

This Q&A provides country-specific commentary on Practice note, Deadlock and termination: international joint ventures, and forms part of our international joint ventures transaction guide.

A guide to European Companies (Societas Europaea) under the European Company Statute.

This practice note sets out how to incorporate a company under the Companies Act 2006 and the factors to consider when incorporating.

A practice note charting developments relating to the Directive on the interconnection of central, commercial and companies registers in chronological order.

An introduction to the provisions of the model articles for private companies limited by shares, as set out in Schedule 1 to The Companies (Model Articles) Regulations 2008 (SI 2008/3229).

This note sets out the procedure for a private limited company to re-register as an unlimited company under the Companies Act 2006.

This note sets out the procedure for a public limited company to re-register as a private limited company under the Companies Act 2006.

A guide to the procedures for restoring a dissolved company to the register of companies, under Part 31 of the Companies Act 2006.

This Q&A provides country-specific commentary on Practice note, Shareholders' agreement and bye-laws: international joint ventures, and forms part of our international joint ventures transaction guide.

This Q&A provides country-specific commentary on Practice note, Shareholders' agreement and bye-laws: international joint ventures, and forms part of our international joint ventures transaction guide.

This Q&A provides country-specific commentary on Practice note, Shareholders' agreement and bye-laws: international joint ventures, and forms part of our international joint ventures transaction guide.

This Q&A provides country-specific commentary on Practice note, Shareholders' agreement and bye-laws: international joint ventures, and forms part of our international joint ventures transaction guide.

This Q&A provides country-specific commentary on Practice note, Shareholders' agreement and bye-laws: international joint ventures, and forms part of our international joint ventures transaction guide.

A note considering the legal forms available to a public authority, or other organisation, thinking of setting up a social enterprise.

This practice note explains when a stock transfer form is required, and provides details on how to complete the form. For a stock transfer form that can be edited and saved to your desktop, please see Standard document, Stock transfer form.

This note explains the procedure in buying and tailoring a shelf company. For information on incorporating a company under the Companies Act 2006, see Practice note, How to incorporate a company under the Companies Act 2006.

A guide to the key corporate features of various trading vehicles available when setting up a business in the UK, including partnerships, limited partnerships, limited liability partnerships and companies limited by shares.

This note focuses on what unincorporated associations are, how they are structured and governed and the issues to be considered when dealing with them.

This practice note considers which entities are unregistered companies for the purposes of the Unregistered Companies Regulations 2009 and what provisions of the Companies Act 2006 apply to them. It also examines the two-limb test set out in section 1043(1)(b) of the Companies Act 2006 that distinguishes unregistered companies from other types of company for these purposes and looks at the main methods of creating a body corporate.