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ARTICLES OF ASSOCIATION

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Originally appearing in Volume V02, Page 685 of the 1911 Encyclopedia Britannica.
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ARTICLES OF ASSOCIATION , in See also:

English See also:company See also:law, the regulations for the See also:internal management of a See also:joint stock company registered under the Companies Acts. They are, in fact, the terms of the See also:partnership agreed upon by the shareholders among themselves. They regulate such matters as the See also:transfer and See also:forfeiture of shares, calls upon shares, the See also:appointment and qualification of See also:directors, their See also:powers and proceedings, See also:general meetings of the shareholders, votes, dividends, the keeping and See also:audit of accounts, and other such matters. In regard to these internal regulations the legislature has See also:left the company See also:free to adopt whatever terms of association it chooses. It has furnished in the See also:schedule to the Companies See also:Act 1862 (Table A), a See also:model or specimen set of regulations, but their See also:adoption, wholly or in See also:part, is optional; only if a company does not See also:register articles of its own these statutory regulations are to apply. When, as is commonly the See also:case, a company decides to have articles of its own framing, such articles must be expressed in See also:separate paragraphs, numbered arithmetically, and signed by the subscribers of the memorandum of association. They must also be printed, stamped like a See also:deed, and attested. When so perfected, they are to be delivered, with the memorandum of association, to the registrar of joint stock companies, who is to retain and register them. The articles of association thereupon become a public document, which any See also:person may inspect on See also:payment of a See also:fee of one See also:shilling. This has important See also:con-sequences, because every person dealing with the company is presumed to be acquainted with its constitution, and to have read its articles. The articles, also, upon See also:registration, bind the company and its members to the same extent as if each member had subscribed his name and affixed his See also:seal to them. (See also MEMORANDUM OF ASSOCIATION; COMPANY; See also:INCORPORATION.) In the See also:United States, articles of association are any See also:instrument in See also:writing which sets forth the purposes, the terms and conditions upon which a See also:body of persons have united for the See also:prosecution of a joint enterprise.

When this instrument is duly executed and filed, the law gives it the force and effects of a See also:

charter of incorporation.

End of Article: ARTICLES OF ASSOCIATION

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