Memorandum of Association

A Memorandum of Association is issued as part of the company formation process. This document is effectively the company's lists of rules and regulations by which it will be governed.

The Memorandum of Association will contain the following information:

• The name of the company
• The jurisdiction in which it is registered
• The purpose of the company
• Authorised share capital of the company
• Names and addresses of all shareholders as at incorporation
• A statement describing the liability of the shareholders or members and any limits thereon.
• If the company is a PLC then a clear statement to that effect.

Articles of Association

Articles of Association set out the rules for how the directors of the company may run the company. There are a series of standard articles of association recognised under UK companies law and Table A is commonly used for limited companies.

Table A sets out rules on a broad range of internal activities, including relating to the conduct of general meetings, powers of directors, shares, minutes of meetings, procedures for paying dividends and generally how the company should properly conduct its administrative tasks.

Companies may alter these documents to suit their own particular methods and procedures which they intend to adopt. In general however the documents are often left untouched as they contain broad provisions and offer appropriate guidance for companies in how to conduct their affairs.

Company Formations 24.7 use Table A memorandum and articles of association in our UK Company Formations.

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