What is a memorandum of association?
A memorandum of association is a standard document that states the constitution of the company. Memorandum is one of the very essential paper processes to incorporate a limited company in the UK. It includes various clauses such as Name clause, situation clause, object clause, liability clause, capital clause, association and subscription clause.
Requirement: memorandum of association
The memorandum of association is the significant company formation documents in addition to articles of association, companies house registration form 10 and form 12. A memorandum of association is must for all limited liability companies that introduce company’s internal affairs such as name of the company, objects of the company, liability of the members, amount of share capital the company proposes, name of the initial members or share holders and many more.
What should be a memorandum of association contains or states?
Every Company registered in the UK must have a memorandum of association that identify the company’s rules and regulations by which it will be governed and trade under. The memorandum of associations must contain or states the following information:
1) Name of the company: The name of the company should be ended with a word name limited. The name of the company should contain limited as the very last word
2) Limited liability of the members: The memorandum of association must states the liability of the members are limited in case of a limited liability company.
3) Registered office: The memorandum must specify whether the registered office to be located in England and Wales or Scotland. A registered office is a place of communication where official documents, summons and notices may be sent.
4) Company objects: The MOA should clearly state the object of the company to carry on business as a legal commercial company.
5) Signature of the subscribers: The memorandum of association has to contain the signature of the subscriber, which must be witnessed by a 3rd party.
6) Name of share holders: MOA should clearly mention the name of initial members or share holders and the number of shares each shareholder subscribes. A minimum of two shareholders should subscribe the company memorandum of association. The signature of those shareholders should be witnessed by a third party.
A memorandum of association must be supplied with company formation documents which include companies house Forms 10, Forms 12 and the Articles of Association during the time of forming a new limited company in the UK. You can find forms 10 and 12 free of charge from many sources including companies house.
You can obtain a suitable Memorandum and Article of association from company formation and registration agents based in the uk. The company formation agents make the Memorandum & Articles of association available for you by the use of online down loading or by sending E-mail within minutes after payment of a fee.
For easy company formation you can submit the memorandum electronically or by post, then memorandum must be printed and signed by the subscriber (better to have two subscribers). The subscriber has to state his/her name, address, occupation and number of shares he /she plan to acquire in the company when it is formed. Once the company is registered fruitfully the subscriber automatically becomes a member of the company.