How to adopt or amend articles of association

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Published by a LexisNexis Corporate expert
Practice notes

How to adopt or amend articles of association

Copyright © 2025 LexisNexis

Published by a LexisNexis Corporate expert

Practice notes
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This short guide sets out the steps involved in a company adopting new articles of association upon incorporation and in a company subsequently amending its articles of association (including the adoption of a new form of articles in substitution for, and to the exclusion of, the existing articles). This guide does not specifically cover amendment of the articles by order of the court or other authority, due to any legislative enactments or the amendment of a charity’s articles.

For a comprehensive review of the issues and procedures relating to the adoption and amendment of articles of association, see Practice Notes: A company’s constitution and Amending the articles of association.

Articles adopted on incorporation

The Companies Act 2006 (CA 2006) requires all companies to have articles of association. A new company (ie a public company limited by shares, private company limited by shares, private company limited by guarantee, private company unlimited with share capital or private company unlimited without share capital) may be incorporated either using Companies House form IN01 (Application to register a company) (ie where the

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Jurisdiction(s):
United Kingdom
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Key definition:
Articles of association definition
What does Articles of association mean?

The principal constitutional document of a company, dealing with management and administration issues, most notably powers of directors, transfer and issue of shares, and board and member meetings. The articles form the fundamental contract between the company and the shareholders and must be available for public inspection at Companies House.

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