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Articles of Association & Company Resolutions - What You Need to Know

Articles of Association & Company Resolutions - What You Need to Know

Session 1

9 Dec 2024

10:30 AM ‐ 1:30 PM

Session 2

16 Dec 2024

10:30 AM ‐ 1:30 PM

With a SmartPlan £288

With a Season Ticket £320

Standard price £640

All prices exclude VAT
Level
Introduction: Requires no prior subject knowledge
CPD
6 hours
Group bookings
email us to discuss discounts for 5+ delegates

Introduction

The Articles of Association form the internal rule book for private limited companies and as such, anyone who deals with or works with companies should have a solid understanding of how the Articles work.

This introductory course presented as a live streamed broadcast over 2 sessions, will cover the key legal points necessary to be able to understand and use a private company's Articles.

It will also consider the key ways in which directors and shareholders make decisions and will cover how to draft the relevant shareholder resolutions.

If you are a solicitor, accountant, director or company secretary new to advising companies, then this course is for you.

What You Will Learn

This Learn Live course will cover the following:

Articles of Association

  • Fundamentals of company law:
    • Sources of company law
    • Memorandum of Association
    • Articles of Association
    • How the Companies Act 2006 and Articles operate together
  • Contents of the Model Articles of Association for a private company limited by shares
  • How to amend the Articles (including drafting the relevant documentation to achieve an amendment)
  • Limits on powers of amendment
  • How to enforce the Articles (and who can do this)
  • Additional considerations currently for sole director companies due to new case law

Company Resolutions in Private Limited Companies

  • Fundamentals of company law relating to decision making process
    • Model Articles
    • Companies Act 2006
  • Board meetings (considering the process practically and how to minute the decisions made at such meetings)
  • Directors' written resolutions
  • Shareholder resolutions
    • Live general meetings (considering the process practically and how to reflect decisions made at such meetings)
    • Shareholder written resolutions (and when these cannot be used)
    • Unanimous consent rule
  • Record keeping obligations post decision making

Learn Live: Special Features in this virtual learning session will include speaker Q&As, delegate exercises and voting polls.

Recording of live sessions: Soon after the Learn Live session has taken place you will be able to go back and access the recording - should you wish to revisit the material discussed.