Memorandum and Articles of Association - Doing the paperwork

The Memorandum and Articles of Association are documents which govern your Residents Management Company. (RMC)

The memorandum sets out:

  • the company name;
  • whether the registered office is situated in England and Wales (i.e., anywhere in either), in Wales only, or in Scotland;
  • what it will do (its objectives);
  • details of the type of company it is;
  • its share capital, if the company has shares.

The articles set out the rules for running the company’s internal affairs.

From time to time, it may be necessary to change these documents. You can make these changes by a special resolution or a written resolution (that is proposed as a special resolution).

The nature of changes may be subject to other statutory procedures and requirements. For example, if a company wishes to change its name, it does so by passing a special resolution.

Companies House charges a fee of £10 to register the change and issues a change-of-name certificate. You must register resolutions changing a memorandum and articles of association at Companies House.

For more information go to www.companieshouse.gov.uk/about/guidance.shtml

Document reference GBA9 dated June 2008 can be found half way down this page under Administration and Management.