Companies Act 2014 section 1392

The form of an investment company's constitution

Section 1392 sets out the required form and contents of an investment company's constitution, including the memorandum of association and articles of association.

• An investment company's constitution must comprise a memorandum of association and articles of association combined in a single printed document.
• The memorandum must state the company's name, its status as a public limited company, its investment object, the limitation of members' liability, and details of its variable share capital.
• Share capital in an investment company is variable: it must equal the current value of issued share capital, be divided into shares without nominal value, and fall within minimum and maximum limits stated in the memorandum.
• Any post-registration amendments to the memorandum affecting share capital or other required matters must be reflected so that the memorandum always states the position as amended.

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