Articles of Association Solicitors in London, Birmingham and Northampton
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The fundamental rules pertaining to how a business is structured and operates are detailed in its Articles of Association. The Articles are legally binding and must be adhered to by directors and shareholders. Getting bespoke Articles of Association drafted for you by an expert protects your business from shareholder and director disputes in the future.
Our corporate solicitors in London, Birmingham and Northampton have been advising business clients on matters regarding their Articles of Association since 2014. We have robust experience in drafting custom-made Articles of Association and making amendments to the Articles that may be in place.
Our team can also offer legal advice on how your Articles of Association and shareholders’ agreements interact and whether you should implement any changes to either one to strengthen your business. Our services are fully bespoke and tailored to the unique requirements of your organisation.
With a commercially-minded team of experts by your side, you will have access to clear information about the meaning and implications of the Articles of Association, allowing you to make informed decisions about the future of your business.
To have Articles of Association drafted, reviewed or amended, get advice from our corporate law solicitors in London, Birmingham and Northampton at info@witansolicitors.co.uk to book your no-obligation consultation, free of charge.
Why Do You Need Articles of Association?
All limited companies in the UK are required by law to have Articles of Association in place, as per the Companies Act 2006. However, the importance of the Articles of Association goes beyond the legal obligations.
The Companies Act 2006 details a list of “model” or “default” articles that can be used as a template when you start a limited company. They cover the basic rules and procedures for a business but they carry the limitations of all one-fits-all solutions, as they may not be an accurate representation of how you would like your business to function.
Model Articles of Association can be supported by a detailed shareholder agreement to cover specific issues you would like to address. However, you would likely need to have tailored Articles of Association for companies with minority shareholders, 50:50 shareholders or if you would like to attract multiple investors into the business.
Ensuring that the Articles of Association are adequate for your business ensures that the rights of the shareholders are protected and their powers and responsibilities are clearly outlined to avoid potential shareholder disputes.
Our Services
Our corporate law team offers a full range of services related to the Articles of Association, including drafting, reviewing and amends. Learn more about how we can help below:
Drafting Articles of Association
When drafting your Articles of Association, we will go beyond the default Articles required by the law, and we will work closely with you to implement your specific requirements to define matters, such as:
- Shareholders’ liability and guarantees
- Directors’ powers, duties and responsibilities
- Distribution of shares and dividends
- Voting rights and decision-making rules for shareholders
- Provisions to force minority shareholders to sell their shares if the majority shareholders wish to sell the business
- Provision protecting the rights of minority shareholders (also known as “tag” provisions)
- Rules regarding the appointment of new directors and the removal of existing directors
- The maximum amount of shares that can be sold
- Details regarding directors’ meetings organisation
Changes to the Articles of Association
As your organisation evolves, the Articles of Association may no longer suffice to cover the scope of the business. If you think that might be the case, our team can review your existing Articles of Association and offer practical suggestions on any changes that could benefit your current organisation.
Once we have discussed the possible changes with you, we can then draft new Articles of Association to include those amendments.
For the Articles of Association to be changed, you are required by law to obtain agreement from at least 75% of the shareholders.
Articles of Association and Shareholders’ Agreements
The Articles of Association and the Shareholders’ Agreements naturally overlap as they cover many common points, such as the duties and responsibilities of shareholders, as well as the distribution of shares and the voting rights of shareholders.
Our corporate solicitors can review both agreements to ensure there are no conflicts between them and we can make changes where necessary. In some cases, it may be a better solution to amend the shareholder’s agreement rather than the Articles of Association. To get specific advice for your business, you should speak to one of our experts today.
Who We Can Help
Witan Solicitors is a corporate law firm recognised by the Legal 500. We are committed to guiding our clients with commercially focused advice that is tailored to their needs. We regularly provide legal services, including drafting and amending Articles of Association, to a wide range of organisations across the UK.
Our expert solicitors have the skills and experience to create and implement a legal strategy that works for the specific size, industry, goals and structure of your business.
Legal Costs for Articles of Association
At Witan Solicitors, we believe in offering transparent pricing plans to all our clients. We work with fixed-fee starting services, followed by competitively priced hourly rates.
Once we know more about your situation, we can give you an estimate of the legal fees and costs involved in drafting or amending your Articles of Association. Contact our solicitors today to find out more about our rates and services.
Why Choose Witan Solicitors?
- 100+ Years of Combined Experience: Our team’s expertise in corporate law amounts to over a century between us so you can trust our knowledge of the subject
- Established in 2014: Our corporate law firm has been building strong relationships with businesses across the UK since 2014
- Legal 500 Recognised: Our Solicitors have been recognised in the Legal 500
- Industry Experts: Knowledge is at the heart of resolving complex legal matters so we continuously invest in developing our competencies
- Multilingual Support: Our corporate law team offers advice in more than 10 languages, making us the perfect partner for international businesses
- Corporate law experts near you: Discuss your articles of association with a solicitor in one of our three offices – Birmingham, London and Northampton
To decide whether Witan Solicitors is the right choice for your business, benefit from your initial no-obligation consultation. You can discuss your query with our team free of charge to see how we can help before deciding whether you would like to pay for our services. To book your free consultation, call our team today.
Contact Us
If you would like expert legal advice on your Articles of Association, speak to one of our corporate law solicitors in London, Birmingham and Northampton at info@witansolicitors.co.uk today.
FAQ
What are the Articles of Association?
The Articles of Association are a set of rules designed to govern the company’s internal affairs and to define its purpose. They detail what is expected by the company’s members and directors, as well as how the company’s administrative matters will be dealt with.
What should I expect from a company secretarial service?
You can expect key responsibilities to be taken care of, such as:
- The management and maintenance of company records
- The organisation and attendance of board meetings
- The provision of administrative and advisory support to the company and the directors
Are the Articles of Association legally binding?
Yes, both directors and shareholders are bound by law to comply with the Articles of Association.
Should I use the “model” Articles of Association?
You can use the model Articles of Association (as per the Companies Act 2006) but this should be a short-term solution. It is always recommended to have your Articles of Association drafted for you by an expert. This ensures that the Articles properly reflect the unique requirements and structure of your business.
Can the Articles of Association be amended?
Yes, if a special resolution is obtained by the board members (requires over 75% to vote in favour).
I am a sole trader. Do I need to have Articles of Association?
No, the Articles of Association are only required for a company.
Do I need Articles of Association for a charity or a non-profit organisation?
Yes, charities require Articles of Association to be logged with the Companies House, as well as the Charities Commission.
Memorandum vs Articles of Association: What is the difference?
The Memorandum of Association is a form of a historic log; a simple document that declares the wish of the shareholders to form a business. The Articles of Association provide a detailed picture of the purpose and administrative structure of the company.
Can the public access the Articles of Association?
Yes, public access to the Articles of Association is available via the Companies House’s log.
Qarrar Somji
Solicitor-Advocate
Qarrar qualified as a Solicitor Advocate in 2014 having previously had experience in a varying range of litigation roles.
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