{"id":2015,"date":"2022-01-19T01:51:59","date_gmt":"2022-01-19T01:51:59","guid":{"rendered":"https:\/\/uk.legalvision.com.au\/?p=2015"},"modified":"2025-10-08T09:58:18","modified_gmt":"2025-10-08T08:58:18","slug":"company-constitution","status":"publish","type":"post","link":"https:\/\/legalvision.co.uk\/corporations\/company-constitution\/","title":{"rendered":"What is a Company Constitution?"},"content":{"rendered":"\n

You may have heard about your private limited company\u2019s<\/a><\/span> constitution, and are not exactly sure what that entails. For instance, is your constitution interchangeable with the articles of association<\/a>? This article will explain the legal definition of a company constitution and explain what this definition often means in practice. <\/span><\/p>\n\n\n\n

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This article only applies to private limited companies formed under the Companies Act 2006, which will be the case for most companies formed on or after 1 October 2009.<\/span><\/p>\n<\/div>\n\n\n\n

What is a Company? <\/h2>\n\n\n\n

Firstly, it is important to understand what a company is and how it is formed. In the UK, companies must be incorporated at Companies House<\/a>, where they are given a unique company registration number<\/a>.\u00a0<\/p>\n\n\n\n

When you are incorporating a new company with the Companies House, you must submit a number of documents. When incorporating online, through the government website, you will need to submit your company\u2019s articles of association (and failing this, the \u2018model articles\u2019 will apply by default). Once incorporated online, you will receive a Memorandum of Association, a legal document that confirms the shareholders’ agreement to form a company. The memorandum and articles will form your company\u2019s constitution. <\/p>\n\n\n\n

A \u2018company constitution\u2019 is a shorthand term to describe the documents that govern the relationship between different stakeholders in your business. These stakeholders include directors, founders, and shareholders. Once it has been set up in this way, your business will then be regulated by your company\u2019s articles of association in conjunction with English company law, which the Companies Act 2006<\/em> mostly sets out.<\/p>\n\n\n\n

Company\u2019s Constitution: Legal vs Practical Distinction<\/span><\/h2>\n\n\n\n

Many people refer to a company\u2019s articles of association as its constitution, and vice versa. Indeed, for some companies, there is practically no distinction between the two. This is insofar as the articles contain the rules governing the relationship between the shareholders, the company, and its directors. Ultimately, these details are the most significant element of a company’s constitution.<\/p>\n\n\n\n

However, there are other elements of a constitution, which may also be essential features. The following section examines possible features of a company\u2019s constitution before exploring how each part may influence the company.<\/p>\n\n\n\n\n\n Continue reading this article below the form\n <\/i>\n<\/a>\n

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