Understanding Articles of Association for Private Limited Companies

Introduction

Articles of Association (the 'Articles') form the internal rule book for private limited companies. As such, anyone who deals with or works with companies should have an understanding of what governs these companies and how to use the Articles, together with an appreciation of the issue surrounding the use of the Model Articles for single director companies who have unamended Model Articles introduced by a High Court decision in 2022 (and the distinguishing case law in 2024).

If you are a solicitor, director or company secretary new to advising companies, then this introductory level webinar is for you.

What You Will Learn

This webinar will cover the following:

• Fundamentals of company law
• Historic origin of a company constitution (including the memorandum of association and how to approach a constitution that predates Companies Act 2006)
• Articles - the modern view
• How Companies Act 2006 and Articles operate together
• Contents of the Model Articles of Association for a private company limited by shares
• How to amend the Articles
• Current High Court case implications from Hashmi v Lorimer-Wing [2022] in relation to the Model Articles for single director companies
• Solutions for a sole director to address this issue
• Current case law in November 2024 assisting this issue
• Limits on powers of amendment
• How to enforce the Articles (and who can do this)

This pre-recorded webinar will be available to view from Thursday 6th March 2025

Alternatively, you can gain access to this webinar and 1,700+ others via the MBL Webinar Subscription. Please email webinarsubscription@mblseminars.com for more details.