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Memorandum and articles of association template

2-minute read

Memorandum and articles of association template
Anna Delves

Anna Delves

21 November 2016

When you form a limited company, although there is a default set of simple articles for new companies, it may well be more appropriate for you to submit tailored articles to Companies House as part of the incorporation process. We’ve partnered with Clarkslegal LLP in order to bring you a memorandum and articles of association template to help make the process as painless as possible.

Memorandum and articles of association template - free PDF or Word download

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Why use a Clarkslegal template

Clarkslegal’s template caters to the needs of small businesses and entrepreneurs. Clarkslegal provides legal tools and templates to help you take control of your company’s journey. We’ve partnered with them to bring you quality, relevant legal documentation.

What are articles and memorandum of association?

There are two parts to the documentation you need to submit when applying to have your company incorporated: memorandum of association and articles of association. Both are included in the Clarkslegal template we provide.

A memorandum of association is a legal statement, which all the initial shareholders have to sign, stating that you agree to form the company. Even if you are the sole shareholder, a memorandum of association still needs to be submitted to Companies House.

Articles of association are the rules by which the shareholders, directors and the company secretary (if applicable) agree to run the company.

Submitting this documentation is only one part of the incorporation process. If you want to learn about the other areas, check out our guide to setting up a limited company

What’s included in the articles and memorandum of association template?

The first part of the document is the memorandum of association and simply requires the names and signatures of all the shareholders.

The second part of the document, the articles of association, is a lot longer, and is split into five parts:

  • Interpretation and limitation of liability
  • Directors’ powers and responsibilities
  • Shares and distributions
  • Decision making by shareholders
  • Administrative arrangements

The template uses very general terminology in each of these sections so it can be used as is. Alternatively, if you’d like to add in more specific duties or stipulations, these will need to be agreed upon by all parties signing the document.

How to use the template

The attached articles and memorandum of association template includes some words in italics which will need to be replaced by you, such as the name of the shareholders and of the company.

Once everyone involved in the incorporation process has agreed to the terms laid out in the document you will all need to sign it before it can be submitted to Companies House.

Click here to download a PDF of the memorandum and articles of association template.

Memorandum and articles of association template - free Word document for download

If you would like to make changes and don’t have Adobe Acrobat, you can also download our memorandum and articles of association template in Word format.

The attached document has been produced by Clarkslegal so we can’t take responsibility for its contents. We'd recommend you take professional advice before making any important decisions based on its contents.

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