ARTICLES OF ASSOCIATION

AOA

• The articles of association (AoA) can be considered the “constitution of a company.” It outlines the rules
and regulations that stipulate a company’s internal affairs.

• The articles of association are also considered a user’s manual for an organization that states the purpose
of the organization and its strategies to accomplish its short-term and long-term goals.

• Generally, the AoA includes a company’s legal name, address, purpose, equity capital, organization of the
company, financial provisions, and provisions regarding the shareholder meetings.
AOA
•Company Name
•A company must adopt an official name as a legal entity. It must be present in the articles of association. Usually, the
following suffixes “Inc” or “Ltd” are used to show that an entity is a company. Please note that jurisdictions vary from
country to country, and thus, there are various rules regarding company names.
•The words “government” or “church” cannot be used as a name because it might confuse the public. Also, words that are
offensive and vulgar are also prohibited.
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•Purpose of the Company
•Companies are incorporated for a specific reason. Primarily, it is a for-profit reason to pursue a certain goal by delivering
value to society. The reason or purpose of the organization must be clearly stated in the articles of association.
•Some jurisdictions allow for very broad purpose statements, such as “management,” while others require a more detailed
purpose of an enterprise, i.e., “the operation and growth of a restaurant chain.”
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•Share Capital
•The articles of association will state the number and type of shares comprising a company’s capital.
Typically, there is always at least one form of common shares that makes up its capital. Additionally, one
can also see several types of preferred stock.
•If information about stocks is found in the articles of association, it means they can be issued by the
company when there is a need for funding.
•Organization of the Company
•The document includes legal information about the company, including the registration address, the
number of directors and employees, and the identity of the founders and original shareholders.
•Legal advisors and auditors may also appear here, depending on the type of business and a country’s
jurisdiction.
•Shareholder Meetings
•The first general shareholder meeting provisions are listed in the shareholder meetings section. Notices,
resolutions, and votes are detailed as well in the section, governing subsequent annual shareholder
meetings.
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•The following entities must file their own articles of association:

•1. Unlimited companies

•The document must include the number of employees and the amount of share capital, if any.
 
•2. Companies limited by guarantee
•The document must specify the number of members with which the company will be registered.
 
•3. Private companies limited by shares
•The document must include the provision restricting any transfers of shares, a limit of 50 members, and the
prohibition of invitations to the public for share purchases in the form of stocks or debentures.