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Table A
Table A in UK company law is the old name for the Model Articles or default form of articles of association for companies limited by shares incorporated either in England and Wales or in Scotland before 1 October 2009 where the incorporators do not explicitly choose to use a modified form. Table A was first introduced by the Joint Stock Companies Act 1856 (as 'Table B'), and then under its current name of 'Table A' by the Companies Act 1862. The existing form of Table A was introduced in 1985 by the subsidiary legislation passed under the Companies Act 1985, although it has been updated on several occasions since its introduction. Although Table A is the most frequently referred to, relating to generic companies limited by shares (the most common form), there are also pro forma constitutional documents for companies limited by guarantee without a share capital (Table C) and unlimited liability companies with a share capital (Table E). One advantage of having standard form const ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
UK Company Law
The United Kingdom company law regulates corporations formed under the Companies Act 2006. Also governed by the Insolvency Act 1986, the UK Corporate Governance Code, European Union Directives and court cases, the company is the primary legal vehicle to organise and run business. Tracing their modern history to the late Industrial Revolution, public companies now employ more people and generate more of wealth in the United Kingdom economy than any other form of organisation. The United Kingdom was the first country to draft modern corporation statutes, where through a simple registration procedure any investors could incorporate, limit liability to their commercial creditors in the event of business insolvency, and where management was delegated to a centralised board of directors. An influential model within Europe, the Commonwealth and as an international standard setter, UK law has always given people broad freedom to design the internal company rules, so long as the mandato ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Model Articles
The Companies (Model Articles) Regulations 2008SI 2008/3229 are the default company constitution for limited companies under UK company law. The Model Articles will apply to a limited company if it does not register its own articles or, if it does register them, they will apply to the extent that they are not modified by the Articles of association (law), Articles of the company. The new Model Articles came into force on 1 October 2009 and replaced the old Companies Act 1985 Table A Articles. There are no Model Articles for unlimited companies as these types of companies are relatively rare and often have very specific needs that do not justify a standardised approach. The Model Articles do not affect companies incorporated prior to 1 October 2009 unless they choose to adopt them. Private companies Schedule 1 contains the model articles for companies limited by shares. Schedule 2 contains model articles for companies limited by guarantee (which are often non-profit). The model a ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Articles Of Association (law)
In corporate governance, a company's articles of association (AoA, called articles of incorporation in some jurisdictions) is a document which, along with the memorandum of association (in cases where it exists) form the company's constitution, and defines the responsibilities of the directors, the kind of business to be undertaken, and the means by which the shareholders exert control over the board of directors. Articles of association are very critical documents to corporate operations, as they may regulate both internal and external affairs. Articles of incorporation, also referred to as the certificate of incorporation or the corporate charter, is a document or charter that establishes the existence of a corporation in the United States and Canada. They generally are filed with the Secretary of State in the U.S. State where the company is incorporated, or other company registrar. An equivalent term for limited liability companies (LLCs) in the United States is articles ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Private Limited Company By Shares
A private company limited by shares is a class of private limited company incorporated under the laws of England and Wales, Northern Ireland, Scotland, certain Commonwealth countries, and the Republic of Ireland. It has shareholders with limited liability and its shares may not be offered to the general public, unlike those of a public limited company. "Limited by shares" means that the liability of the shareholders to creditors of the company is limited to the capital originally invested, i.e. the nominal value of the shares and any premium paid in return for the issue of the shares by the company. A shareholder's personal assets are thus protected in the event of the company's insolvency, but any money invested in the company may be lost. A limited company may be "private" or "public". A private limited company's disclosure requirements are lighter, but its shares may not be offered to the general public and therefore cannot be traded on a public stock exchange. This is ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Joint Stock Companies Act 1856
The Joint Stock Companies Act 1856 (19 & 20 Vict c 47) was an Act of the Parliament of the United Kingdom. It was a consolidating statute, recognised as the founding piece of modern United Kingdom company law legislation. Overview Unlike other Acts of Parliament that preceded it, the 1856 Act provided a simple administrative procedure by which any group of seven people could register a limited liability company for themselves. Companies involved in banking and insurance were explicitly excluded from the provisions of the Act. Debate The Joint Stock Companies Bill was introduced to Parliament by the then Vice President of the Board of Trade, Robert Lowe. In doing so he proclaimed the right of every citizen to have freedom of contract and with it obtain limited liability for operating a business. Companies had until recently been prohibited, as a result of the Bubble Act and the stock market panics of the early 18th century. There was still a lot of suspicion of companies, but Lo ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Companies Act 1862
The Companies Act 1862 (25 & 26 Vict. c.89) was an Act of the Parliament of the United Kingdom regulating UK company law, whose descendant is the Companies Act 2006. Provisions *s 6 'Any seven or more persons associated for any lawful purpose may, by subscribing their names to a memorandum of association, and otherwise complying with the requisitions of this Act in respect of registration, form an incorporated company, with or without limited liability.' *s 8 'Where a company is formed on the principle of having the liability of its members limited to the amount unpaid on their shares, hereinafter referred to as a company limited by shares, the Memorandum of Association shall contain the following things' the third of which was 'objects for which the proposed company is to be established.' *s 11 'The memorandum of association... shall, when registered, bind the company and the members thereof to the same extent as if each member had subscribed his name and affixed his seal thereto, ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Statutory Instrument
In many countries, a statutory instrument is a form of delegated legislation. United Kingdom Statutory instruments are the principal form of delegated or secondary legislation in the United Kingdom. National government Statutory instruments (or 'regulations') are primarily governed by the Statutory Instruments Act 1946, which replaced the system of statutory rules and orders governed by the Rules Publication Act 1893. Following the 2016 EU membership referendum and the subsequent publication of the European Union (Withdrawal) Bill, there has been concern that its powers enabling ministers to issue statutory instruments under the bill may enable the government to bypass Parliament. Although this has been criticised by some as being undemocratic, draft regulations must be "laid before" Parliament, which may always demand a full debate on contentious issues. [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Companies Act 1985
The Companies Act 1985 (c. 6) is an Act of the Parliament of the United Kingdom of Great Britain and Northern Ireland, enacted in 1985, which enabled companies to be formed by registration, and set out the responsibilities of companies, their directors and secretaries. It has largely been superseded by the Companies Act 2006. The Act was a consolidation of various other pieces of company legislation, and was one component of the rules governing companies in England and Wales and in Scotland. A company will also be governed by its own memorandum and articles of association. Table A, which lays out default articles of association, was not included in the body of the Act, as it had been in all previous Companies Acts. Instead, it was introduced by statutory instrument - the Companies (Tables A to F) Regulations 1985. The Act applied only to companies incorporated under it, or under earlier Companies Acts. Sole traders, partnerships, limited liability partnerships etc. were not g ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Company Limited By Guarantee
In British, Australian, Bermudian, Hong Kong and Irish company law (and previously New Zealand), a company limited by guarantee (CLG) is a type of corporation used primarily (but not exclusively) for non-profit organisations that require legal personality. A company limited by guarantee does not usually have a share capital or shareholders, but instead has members who act as guarantors of the company's liabilities: each member undertakes to contribute an amount specified in the articles (typically very small) in the event of insolvency or of the winding up of the company. A company limited by guarantee can distribute its profits to its members, if allowed to by its articles of association, but then it would not be eligible for charitable status. Like a private company limited by shares, a company limited by guarantee must include the suffix " Limited" in its name, except in circumstances specifically excluded by law. One condition of this exclusion is that the company does no ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Unlimited Company
An unlimited company or private unlimited company is a hybrid company (corporation) incorporated with or without a share capital (and similar to its limited company counterpart) but where the legal liability of the members or shareholders is not limited: that is, its members or shareholders have a joint and several non-limited obligation to meet any insufficiency in the assets of the company to enable settlement of any outstanding financial liability in the event of the company's formal liquidation. Characteristics The joint and several non-limited liability of the members or shareholders of such an unlimited company to meet any insufficiency in the assets of the company (to settle its outstanding liabilities if any exist) applies only upon the formal liquidation of the company. Therefore, prior to any such formal liquidation of the company, any creditors or security holders of the company may have recourse only to the assets of the company, not those of its members or sharehol ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Companies Act 2006
The Companies Act 2006 (c 46) is an Act of the Parliament of the United Kingdom which forms the primary source of UK company law. The Act was brought into force in stages, with the final provision being commenced on 1 October 2009. It largely superseded the Companies Act 1985. The Act provides a comprehensive code of company law for the United Kingdom, and made changes to almost every facet of the law in relation to companies. The key provisions are: * the Act codifies certain existing common law principles, such as those relating to directors' duties. * it transposes into UK law the Takeover Directive and the Transparency Directive of the European Union * it introduces various new provisions for private and public companies. * it applies a single company law regime across the United Kingdom, replacing the two separate (if identical) systems for Great Britain and Northern Ireland. * it otherwise amends or restates almost all of the Companies Act 1985 to varying degrees. The ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
