Overview
The Articles of Association is a document that specifies the regulations for a company's operations and defines the company's purpose. It lays out how tasks are to be accomplished within the organisation.
Full Details
A Complete Guide to Articles of Association (UK Companies)
The Articles of Association are a key constitutional document for any company incorporated in the UK. They set out the rules on how the company is run, how decisions are made, and the rights and responsibilities of shareholders and directors.
Without clear and compliant Articles, companies risk internal disputes, unenforceable decisions, and complications with regulators such as Companies House or HMRC. Using a verified template ensures your Articles are both legally valid and tailored to your business needs.
Contents
- What Are Articles of Association?
- What Do Articles of Association Cover?
- Why Are Articles of Association Important?
- When Do You Need to Update Articles of Association?
- Standard vs Bespoke Articles
- How to Create or Amend Articles of Association
- How Much Does It Cost to Draft Articles of Association?
- Articles of Association Template (Example)
- Articles of Association FAQs
- Get Started with Your Articles of Association
What Are Articles of Association?
The Articles of Association (often called “Articles”) form a binding contract between a company and its members (shareholders). They are required for all companies registered in the UK under the Companies Act 2006.
What Do Articles of Association Cover?
Typical Articles will include:
- Company name and registered office rules
- Shareholder rights and obligations
- Rules on issuing, transferring, or selling shares
- Director powers and decision-making processes
- Rules for company meetings and voting rights
- Dividend policies and distribution of profits
- Procedures for amending the Articles
This framework ensures the company operates in line with UK law and shareholder expectations.
Why Are Articles of Association Important?
Articles protect both shareholders and directors by providing clear rules. They:
- Reduce disputes between members.
- Define voting and decision-making procedures.
- Provide certainty for investors and lenders.
- Ensure compliance with the Companies Act 2006.
When Do You Need to Update Articles of Association?
Situations where updates may be needed include:
- Changing share rights or creating new share classes.
- Bringing in investors who require tailored rights.
- Aligning Articles with shareholder agreements.
- Updating to reflect changes in the Companies Act.
- Moving away from “Model Articles” for bespoke governance.
Standard vs Bespoke Articles
- Model Articles - default template provided by Companies House, suitable for many small businesses.
- Bespoke Articles - tailored to a company’s needs, e.g. investor rights, dividend rules, director powers.
How to Create or Amend Articles of Association
1. Adopt Model Articles when registering a new company.
2. Draft bespoke Articles with a solicitor or using an online legal service.
3. File amended Articles with Companies House (special resolution required).
How Much Does It Cost to Draft Articles of Association?
- Model Articles - free when incorporating via Companies House.
- Solicitor Drafted - £500-£1,500 depending on complexity.
- Online Platforms - around £50-£200 for solicitor-verified templates.
Articles of Association Template (Example)
Robot Lawyer provides a solicitor-verified Articles of Association template that reflects the Companies Act 2006 and can be tailored to your company’s needs. Unlike generic examples, our template is kept up to date and includes the key clauses for directors, shareholders, and governance.
Articles of Association FAQs
What are Articles of Association?
They are the company’s rulebook, setting out how it is run and the rights of members and directors.
Are Articles legally required?
Yes. All UK companies must have Articles under the Companies Act 2006.
What is the difference between Articles and a Shareholders’ Agreement
Articles are a public document filed with Companies House. A Shareholders’ Agreement is a private contract between shareholders.
Can Articles be changed?
Yes, by passing a special resolution (75% majority of shareholders) and filing the new Articles with Companies House.
Do all companies use the Model Articles?
Many small companies do, but bespoke Articles are common when investors or complex structures are involved.
Are electronic versions valid?
Yes, as long as the correct resolution is filed with Companies House.
Why use Robot Lawyer’s Articles template?
Because it is solicitor-verified, compliant with the Companies Act, and tailored to your company’s needs at a fraction of traditional cost.
Get Started with Your Articles of Association
Need Articles for your company? Robot Lawyer makes it fast and affordable to generate solicitor-verified Articles of Association.
How it works:
1. Select Create Document ➝
2. Answer a few quick questions about your company.
3. Instantly receive a solicitor-verified Articles of Association.
4. File them with Companies House.
Create a professional Articles of Association — with Robot Lawyer.
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Articles of Association
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