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

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

  • Articles of association—listed company
  • Part 1, interpretation and limitation of liability

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:

    2. 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 in uncertificated form;

      chairman

      1. has the meaning given in article 14;

      chair of the meeting

      1. has the meaning given in article 42;

      clear days

      1. in relation to a notice, excludes the day the notice is deemed under the articles to be