The Articles of Association sets out the regulations for the company’s operation including but not limited to decision-making quorum, transfer of shares and pre-emptive rights, outlines the governance, divide the powers between the directors and members of the company for enabling the functioning of the company and smooth operation of the company’s business.
A limited liability private or public company with shares may adopt the regulations contained in Table A of the First Schedule of the Companies Law as its Articles of Association or choose to adopt part of these regulations.
After drafted and certified by our associated lawyers the Memorandum and Articles of Association is submitted to the Department of Registrar of Companies and Official Receiver along with other documents for company registration.
The Articles of Association are important to a business, which is why it is vital they are bespoken appropriately to meet and correspond with the company’s business needs. It should be noted that the Articles of Association are the cornerstone of the company and when properly tailored reassure shareholders of a company’s powers and expectations of Directors.
Any amendments of the Memorandum and Articles of Association should be notified to the Registrar of Companies. For further information on this topic, please contact us at: xxxxxx
The Articles of Association bind each member of the company to compliance and outline how the company should be run. It specifies the powers of the Directors and guides as to comities’ responsibilities, employees’ options (if any), contracts’ conclusion by the Company, profit distribution, and other related matters. In principle, the Articles of Association are cover such major topics as:
- Appointment and removal of Directors
- The powers of the Directors and any restrictions
- Company members’ liability
- Meetings, voting and decision making by the Directors in transactions’ terms
- Specifies class, value and voting rights attached to share classes
- Procedure, and rules for shares’ transfer, selling, purchasing and if it requires shareholder approval
- The borrowing ability of the company
- Contracts’ conclusion, and collaboration between the Company’s clients and the company
- Indemnity, and insurance of the Company
- Shareholders’ reserve matters and etc.