Companies Act 2014 section 1016

Power to alter provisions in memorandum which could have been contained in articles

Section 1016 deals with the power of a public limited company (PLC) to alter provisions in its memorandum of association that could lawfully have been included in the articles of association instead.

• A PLC may, by special resolution, alter any provision in its memorandum that could lawfully have been placed in the articles instead, subject to certain statutory protections
• If an application is made to the court to cancel such an alteration, the alteration will not take effect unless and until the court confirms it
• This power does not apply where the memorandum itself already provides for or prohibits the alteration of its own provisions, and it cannot be used to vary or remove the special rights of any class of members
• The procedural and supplementary rules that apply to alterations of the objects clause under sections 1013 and 1014 also apply to alterations made under this section, with certain specified exclusions

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