Articles of Association Template

(England & Wales)

Create your articles of association with share class definitions, voting rights, dividend rules, and director powers.

Professionally drafted — structured following Companies Act 2006 requirements for Companies House filing in England and Wales.

Download a professionally drafted articles of association template for UK limited companies. Also known as company articles, articles of incorporation, or memorandum and articles. Covers share class definitions, voting rights, dividend policies, director appointment and removal, share transfer restrictions, pre-emption rights, and winding up provisions. Required for Companies House registration under the Companies Act 2006. Suitable for new company formations and businesses replacing default Model Articles with custom provisions for England and Wales.

One-time payment: £22
✓ Lifetime access • ✓ Lifetime updates • ✓ Fully editable • ✓ Based on UK law • ✓ Instant download
✅ 30-day money-back guarantee*
Build your Articles first — preview every clause before purchase. Only pay when you're happy.
Interview and editor — both included with your purchase.
📖 Need help?

Choose your method below to get started.

🎯 Two creation methods — same professional document

Whether you prefer step-by-step guidance or a traditional form, both methods produce the identical professionally-formatted Articles of Association. Choose the style that suits you.

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Custom Articles Are Optional

You don't HAVE to file custom Articles. If you don't file any Articles, Companies House automatically applies default "Model Articles for Private Companies Limited by Shares" to your company. Model Articles are adequate for simple companies with standard requirements. Only use custom Articles if you want different rules — such as transfer restrictions, pre-emption rights, multiple share classes, weighted voting, or investor-required provisions.

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♻️ Unlimited use — generate articles for every company you incorporate

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Who Needs Custom Articles of Association?

Essential when you need rules beyond the standard Model Articles — share restrictions, investor provisions, or custom governance.

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Startups with Investors
Angel rounds • Seed funding • VC requirements
👨‍👩‍👧
Family Companies
Succession planning • Transfer restrictions • Bloodline clauses
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Joint Ventures
SPVs • Equal control • Deadlock provisions
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Multiple Share Classes
Ordinary • Preference • Growth shares
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Transfer Restrictions
Pre-emption • Director consent • Lock-in periods
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Weighted Voting
Founder control • Investor vetoes • Reserved matters
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Management Buyouts
MBOs • EBTs • Share incentives
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Property SPVs
BTL portfolios • Development • Joint ownership
Company Law

Understanding Articles of Association

Your company's constitution — the rules that govern how it operates

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Company Constitution

Articles are filed with Companies House and form the legal rules governing your company's internal operations, share rights, and decision-making.

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Share Transfer Control

Custom Articles let you add pre-emption rights, director consent requirements, and transfer restrictions that Model Articles don't include.

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Governance Rules

Define how directors are appointed, how meetings work, voting thresholds, and reserved matters requiring special majorities.

Articles of association are the constitutional rules governing how a UK limited company operates — required by Companies House under the Companies Act 2006. They define share classes, voting rights, director powers, and decision-making procedures for the company.▼ Tap below to read more

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What Are Articles of Association?

Articles of Association are a company's constitutional document — the internal rulebook that governs how the company operates. They're filed with Companies House and form a legally binding contract between the company and its members (shareholders).

Key Elements:

  • Share capital: Types of shares, rights attached to each class
  • Share transfers: How shares can be bought, sold, or transferred
  • Directors: Appointment, removal, powers, and duties
  • Meetings: Procedures for shareholder and board meetings
  • Voting: How decisions are made and majority requirements
  • Dividends: How profits can be distributed
  • Reserved matters: Decisions requiring special consent

Articles are public documents — anyone can view them at Companies House. For confidential matters, use a Shareholders Agreement alongside.

Companies House provides default Model Articles, but these lack provisions for multiple share classes, pre-emption rights, and shareholder protections that growing businesses need — custom articles give founders control over ownership and governance.▼ Tap below to read more

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Model Articles vs Custom Articles

Model Articles (Government Default):

  • Automatically applied if you don't file your own
  • Basic share transfer rules — directors can refuse transfers
  • Single share class only
  • Standard voting (one share = one vote)
  • No pre-emption rights on share transfers
  • Adequate for simple, single-owner companies

When You Need Custom Articles:

  • Multiple share classes: Ordinary, preference, growth shares with different rights
  • Pre-emption rights: Existing shareholders get first refusal on transfers
  • Transfer restrictions: Director consent, lock-in periods, permitted transferees
  • Weighted voting: Founder shares with extra votes, investor vetoes
  • Reserved matters: Decisions requiring unanimous or special majority consent
  • Investor requirements: Angels, VCs, and institutional investors typically require custom Articles
  • Family succession: Bloodline clauses, generation-skipping provisions

If Model Articles are adequate for your needs, you don't need to file custom Articles.

This articles of association template covers share class definitions, voting rights, dividend policies, director appointment and removal, share transfer restrictions, pre-emption rights, drag-along and tag-along provisions, and winding up procedures.▼ Tap below to read more

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What's Included in Our Articles

Comprehensive Articles Coverage:

  • ✓ Company interpretation and definitions
  • ✓ Share capital and share classes
  • ✓ Rights attached to shares (voting, dividends, capital)
  • ✓ Share transfers and restrictions
  • ✓ Pre-emption rights on transfers
  • ✓ Compulsory transfer provisions
  • ✓ Share certificates and registers
  • ✓ General meetings (AGMs and EGMs)
  • ✓ Notice and quorum requirements
  • ✓ Voting procedures and proxies
  • ✓ Written resolutions
  • ✓ Director appointments and removal
  • ✓ Director powers and duties
  • ✓ Board meetings and decisions
  • ✓ Conflicts of interest
  • ✓ Dividends and distributions
  • ✓ Accounts and records
  • ✓ Company seal (if applicable)
  • ✓ Indemnities for directors

Related documents: Companies typically also need Shareholders Agreement (private provisions), Director Service Agreement, and Business Plan.

Companies House requires articles of association in a specific format for registration — common filing mistakes include missing prescribed clauses, incorrect company number references, and failing to file a special resolution when amending existing articles.▼ Tap below to read more

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Companies House Filing Guide

New Company Formation:

  1. Generate your Articles of Association using this template
  2. Access Companies House: www.gov.uk/register-a-company-online
  3. Complete Form IN01 (company incorporation application)
  4. Select "Use custom Articles of Association" and upload your PDF
  5. Submit payment — £12 for online filing
  6. Processing typically 24 hours for online applications

Amending Existing Company Articles:

  1. Generate your new Articles of Association
  2. Pass special resolution (75% majority) at general meeting
  3. File Form CC04 (constitutional change notice) with Companies House
  4. Filing fee £15
  5. Upload new Articles as PDF (recommended) or Word document
  6. Maximum file size 4MB

Our template is formatted for Companies House filing requirements.

Frequently Asked Questions

What's the difference between Articles of Association and Model Articles?

Model Articles are the government's default template automatically applied if you don't file your own. They provide basic rules adequate for simple companies.

Custom Articles let you add share transfer restrictions, pre-emption rights, weighted voting, multiple share classes, and investor-required provisions that Model Articles don't include.

Are these Articles of Association valid for Companies House?

Yes. Our template is structured following Companies Act 2006 requirements and is formatted for Companies House filing.

You can file with new company formations (Form IN01, £12 online) or amend existing company Articles (Form CC04, £15).

Upload as PDF (recommended) or Word document, maximum 4MB.

Do I need custom Articles or can I use Model Articles?

Model Articles are adequate for simple companies with single shareholders, standard share rights, and no special requirements.

Use custom Articles if you need: share transfer restrictions, pre-emption rights, multiple share classes, weighted voting, investor-required provisions, or family succession clauses.

If you're unsure, Model Articles are free and work fine for basic companies.

What's the difference between Articles of Association and a Shareholders Agreement?

Articles are filed with Companies House and are publicly visible — anyone can see them. They form the company's constitution.

A Shareholders Agreement is a private contract between shareholders that covers confidential matters like exit provisions, dividend policies, and reserved matters.

Most companies with multiple shareholders need both.

Do I need a solicitor to review my Articles of Association?

Many complete standard articles of association without a solicitor. Our template is structured following Companies Act 2006 and includes all essential clauses.

Consider solicitor review if: multiple share classes, external investors (angels/VCs), complex voting arrangements, or unusual corporate structures.

Your choice based on your situation and complexity.

What if UK law changes after I purchase?

You receive free lifetime updates — no subscription required, no monthly fees, ever.

We monitor UK law changes and update templates accordingly. When we release an updated version, it appears free in your My Templates page. No extra charges. No recurring fees.

Is this really £22 one-time, or will I be charged monthly?

£22 one-time. That's it. No subscriptions, no recurring fees, no "free trial" traps.

Here's what we don't do: Other sites advertise "free templates" — you spend 15 minutes filling one in, then they demand your card for a "free trial" that charges £35–£42/month when you forget to cancel. Worse, many are US-based and won't hold up under UK law. (Read about the scam)

We're different: £22 upfront for the document you actually need. Build it, preview it, pay only when you're happy. Own it forever with free lifetime updates. Based on UK law. No subscription fatigue.

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