You will need a memorandum of association to set up a private limited company in the UK. The memorandum cannot be changed once the company is incorporated and complements the articles. The memorandum defines the company itself, including elements such as:
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company name and date of incorporation
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whether the company is limited by shares or by guarantee
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names and signatures of all subscribers (ie initial shareholders)
A memorandum of association is the other document that is required to set up a limited company in the UK. This cannot be changed once the company is incorporated. This complements the Articles of Association and defines the company itself, including elements such as:
- company name and date of incorporation
- whether the company is limited by shares or by guarantee
- names and signatures of all subscribers
A template memorandum of association can be downloaded from Companies House.
Another document that may be used when forming a limited company is a Shareholders' agreement. This defines the roles, rights and obligations of company shareholders. Unlike the articles of association and memorandum of association, a shareholders agreement is a private document.
When registering a company (and whenever new shareholders join), you must also issue Share certificates to all shareholders. This must be done within two months of a company's formation or the date of a new share issue or transfer.