What is Company Constitution ( Company Memorandum Article of Association )

August 1st, 2019

Company Constitution or formerly knows as Memorandum and Articles of Association is a set of legal documents sated clearly rule and regulation how to run the company

And it is a MUST documents during incorporation with ACRA

WHAT INFORMATION CONTAINED IN COMPANY CONSTITUTION

  • Liability of members;
  • Directors’ powers and responsibilities;
  • Directors’ meetings, voting, delegation to others and conflicts of interest;
  • Retaining records of directors’ decisions;
  • Appointment and removal of directors;
  • number of issuing shares ;
  • share transfer ;
  •  different share classes and their particulars;
  • Dividends and other distributions to members;
  • Members’ decision making and attendance at general meetings;
  • Means of communication;
  • Use of the company seal, if applicable; and
  • Directors’ indemnity and insurance.
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  • WHERE WE CAN HAVE SAMPLE OF COMPANY CONSTITUTION ?

You may visit ACRA website for the sample of constitution

  • CAN WE AMEND THE COMPANY CONSTITUTION ?

Yes, Constitution can be amended any time with the approval of company’s shareholders.

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