Adopt 2006 Model Articles

The Companies Act 2006 replaced the previous Memorandum and Articles of Association based on Table A Regulations with what is now simply the Articles of Association. Table A Regulations cease to exist and are replaced by the Model Articles prescribed in the Act, and the Memorandum now contains nothing more than a statement of intent to register a company and is a historic document of no further value following the incorporation of a company.

Model Articles have unrestricted objects so much of the content of the old Memorandum is no longer required. Certain companies may however still prefer to have a restricted objects clause which can now be inserted/including within the Articles.

Unless the changes to be made to the articles have already been decided and drafted, the actual process of adopting new articles or amending the existing ones will usually be by Special Resolution (where approved by 75% of members) or by Written Resolution allowable under the new procedures in the Companies Act 2006.

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