Companies Act 2014 section 967

The form of a DAC's constitution

Section 967 sets out the required form and contents of a Designated Activity Company's constitution, including the memorandum and articles of association.

  • A DAC's constitution comprises two documents β€” a memorandum of association and articles of association β€” contained within a single printed document
  • The memorandum must state the company's name, objects, type (limited by shares or by guarantee with share capital), and that members' liability is limited
  • For guarantee-limited DACs, each member must undertake to contribute towards debts, winding-up costs, and contributory adjustments up to a specified maximum if the company is wound up
  • The constitution must follow the model forms in Schedule 7 (shares) or Schedule 8 (guarantee), be signed by each subscriber before a witness or authenticated under section 888, and be updated for any post-registration amendments

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