Companies Act 2014 section 1006

The form of a PLC's constitution

Section 1006 sets out the required form and content of a public limited company's constitution, specifying what must be included in the memorandum of association and articles of association.

  • A PLC's constitution must comprise a memorandum and articles of association contained in a single document, following the format in Schedule 9 of the Act.
  • The memorandum must state the company's name, its status as a PLC, its objects, that members' liability is limited, and its authorised share capital (which must not be less than the statutory minimum), divided into shares of a fixed amount.
  • The constitution must also state the number of shares (at least one) taken by each subscriber, and must be signed by each subscriber before a witness or authenticated under section 888.
  • If the memorandum is later amended in respect of share capital or any other required matter, the memorandum is read as stating the position as it stands after the amendment.

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