Articles of association—listed company
Articles of association—listed company

The following Corporate precedent provides comprehensive and up to date legal information covering:

  • Articles of association—listed company
  • 1 Defined terms and interpretation
  • 2 Liability of members
  • 3 Directors’ general authority
  • 4 Power to change the company’s name
  • 5 Members’ reserve power
  • 6 Directors may delegate
  • 7 Committees
  • 8 Associate directors
  • 9 Directors to take decisions collectively
  • More...

IP COMPLETION DAY: 11pm (GMT) on 31 December 2020 marks the end of the Brexit transition/implementation period entered into following the UK’s withdrawal from the EU. At this point in time (referred to in UK law as ‘IP completion day’), key transitional arrangements come to an end and significant changes begin to take effect across the UK’s legal regime. This document contains guidance on subjects impacted by these changes. Before continuing your research, see Practice Note: What does IP completion day mean for Corporate lawyers?

The Companies Act [1948 OR 1985 OR 2006]

Public company limited by shares

Articles of association

of

[insert name] PLC

[(adopted by special resolution passed on [date])]

Part 1, interpretation and limitation of liability

    1. 1

      Defined terms and interpretation

      1. 1.1

        In the articles, unless the context requires otherwise:

        articles

        1. means the company’s articles of association;

        auditors

        1. the auditors of the company for the time being;

        bankruptcy

        1. includes individual insolvency proceedings in a jurisdiction other than England and Wales or Northern Ireland which have an effect similar to that of bankruptcy;

        board

        1. means the board of directors of the company from time to time, or those directors present at a duly convened quorate meeting of the directors;

        CA 2006

        1. means the Companies Act 2006;

        call

        1. has the meaning given in article 72;

        call notice

        1. has the meaning given in article 72;

        certificated

        1. means, in relation to a share, a share that it is not

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