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Practice notes
This Practice Note examines the law and practice on giving irrevocable commitments or undertakings or letters of intent in the context of a public...
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9th Nov
Practice notes
A minority member in a company does not have much power to influence its management or any majority member(s) and, therefore, sometimes their...
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9th Nov
Practice notes
A company having a share capital may have separate classes of shares. As a general rule, a type of share will form a separate class from other shares...
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9th Nov
Practice notes
Shares in a company may be allotted or transferred to any number of holders (whether they are natural persons or corporate entities) to be held...
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9th Nov
Practice notes
A ratchet in private equity is a mechanism to vary the amount of equity held by founders, managers and employees post-investment.In a venture capital...
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9th Nov
Precedents
Important-this provisional allotment letter (pal) is of value and is negotiable. It requires your immediate attention. The offer expires at [insert...
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9th Nov
Practice notes
Coronavirus (COVID-19): Following the coronavirus (COVID-19) outbreak, some Companies House filing and other administrative procedures have been...
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9th Nov
Practice notes
What is an intention to float announcement?An intention to float announcements (ITF) is generally the first announcement to the public by an issuer of...
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Produced in partnership with Louise Wolfson. 12th Jan
Practice notes
The principle definedCompany decisions are made by way of resolutions of the shareholders. There are three ways in which a resolution of a company may...
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Produced in partnership with Philip Hinks of 3 Verulam Buildings (3VB) 12th Jan
Practice notes
This Practice Note summarises the traditional fiduciary duties of company directors, including the duty to act in the best interests of the company,...
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9th Nov
Practice notes
A director who is in any way, directly or indirectly, interested in:•a proposed transaction or arrangement with the company of which they are a...
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9th Nov
Practice notes
This Practice Note provides an overview of the purpose, content and scope of a comfort letter prepared by the auditors of a company preparing to offer...
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9th Nov
Practice notes
BREXIT IMPACT: The law as set out in this Practice Note may be affected by Brexit. For further details on the potential impact of Brexit, see Impact...
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9th Nov
Practice notes
Produced with input from Rebecca Cousin of Slaughter and May on market practice.This Practice Note summarises the rules and guidance in relation to...
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9th Nov
Practice notes
Company directors are not, by virtue only of their office as director, automatically entitled under company law to remuneration for services as a...
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9th Nov
Practice notes
Coronavirus (COVID-19): Following the coronavirus (COVID-19) outbreak, the London Stock Exchange released a notice to give companies guidance on the...
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9th Nov

Most recent Articles of association content

Practice notes
Drag along and tag along rights are common provisions in private equity (PE)/venture capital (VC) and corporate joint venture (JV) transaction...
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6th May
Practice notes
A minority member in a company does not have much power to influence its management or any majority member(s) and, therefore, sometimes their...
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26th Apr
Precedents
Insert new articles 45 and 46 in Precedent: Articles of association—private limited company or new articles 70 and 71 in Precedent: Articles of...
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15th Apr
Precedents
Amendments to Precedents: Articles of association—joint venture company—deadlock (50:50) and Articles of association—joint venture...
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9th Apr
Precedents
Article 1.2Delete ‘27–29 (transmission of shares)’ from this Article.Article 2.1Insert new definition as follows:Permitted Transferee means, in...
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9th Apr
Precedents
joint venture shareholders’ agreementInsert the following as new definitions (if not already included) in the joint venture shareholders’ agreement:A...
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9th Apr
Precedents
Amendments to Precedent: Articles of association—joint venture company—deadlock (50:50) and Articles of association—joint venture...
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9th Apr
Precedents
joint venture shareholders’ agreementInsert the following as new definitions (if not already included) in the joint venture shareholders’ agreement:A...
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9th Apr
Practice notes
Where a limited company registered in England and Wales is used as the vehicle for a joint venture (JV), articles of association (articles) of the...
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8th Apr
Practice notes
Provision for terminationWhen entering into a joint venture (JV), some parties may already have views as to the circumstances leading to, and the...
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8th Apr
Practice notes
Board compositionIn 50:50 joint ventures, the joint venture agreement (JVA) will usually provide for the parties to have the right to appoint an equal...
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8th Apr
Practice notes
When deciding to enter into a joint venture, parties will want to consider carefully the identity of the other proposed parties to the joint venture...
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8th Apr
Practice notes
A joint venture in which two joint venture parties each own 50% of the shares of the joint venture company (JVC) is sometimes known as a deadlocked or...
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8th Apr
Q&As
Drag along rights are rights of majority shareholders (usually holding more than 75% of the shares) to accept an offer to buy their shares and to...
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1st Apr
Precedents
Private Company Limited By SharesArticles of Association of [insert name of company] Limited (the Company)(Incorporated in England and Wales under...
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17th Mar
Precedents
Private Company Limited By SharesArticles of Association of [insert name of company] Limited (the Company)(Incorporated in England and Wales under...
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17th Mar
Precedents
Private Company Limited By SharesArticles of Association of [insert name of company] Limited (the Company)(Incorporated in England and Wales under...
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17th Mar
Precedents
Insert the following as new definitions (if not already included) in the articles of association of the joint venture company:Compulsory Transfer...
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17th Mar
Q&As
Valuation can be a very difficult issue, particularly where relations between joint venture parties have broken down. Different valuers can often...
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Produced in partnership with Julian Henwood of Gowling WLG 15th Feb
Q&As
When deciding to enter into a joint venture, parties will want to consider carefully the identity of the other proposed parties to the joint venture...
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15th Feb

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