Table A
Encyclopedia
Table A in UK company law is the old name for to the Model Articles
or default form of articles of association
for companies limited by shares incorporated either in England and Wales or in Scotland before 1 October 2009 where the incorporators do not explicitly choose to use a modified form. Table A was first introduced by the Joint Stock Companies Act 1856
(as 'Table B'), and then under its current name of 'Table A' by the Companies Act 1862
.
The existing form of Table A was introduced in 1985 by the subsidiary legislation
passed under the Companies Act 1985
, although it has been updated on several occasions since its introduction.
Although Table A is the most frequently referred to, relating to generic companies limited by shares (the most common form), there are also pro forma constitutional documents for companies limited by guarantee
without a share capital (Table C) and unlimited liability companies
with a share capital (Table E).
One advantage of having standard form constitutional documents for the bulk of companies formed within a jurisdiction is that a substantial body of case law has arisen in relation to the forms, which assists legal practitioners when preparing more bespoke forms of constitutional documents for businesses.
Table A has been replaced for new companies by the simplified and modernised Companies Act 2006
Model Articles
which came into force on 1 October 2009. However, it still remains valid for Companies incorporated under the Companies Act 1985
in the form it existed at the time of incorporation of the company. For example, Article 50 regarding the Chairman's casting vote was removed from Table A in 2007. However, if this right existed in a Company's articles due to incorporation before this date it remains valid.
Model Articles
The Companies Regulations 2008 are the basis for a company constitution under UK company law, unless modified by the Articles of a specific company. The new Model Articles came into force on 1 October 2009 and update the old Companies Act 1985 Table A Articles.-Private companies:Schedule 1...
or default form of articles of association
Articles of Association (law)
The term articles of association of a company, or articles of incorporation, of an American or Canadian Company, are often simply referred to as articles . The Articles are a requirement for the establishment of a company under the law of India, the United Kingdom and many other countries...
for companies limited by shares incorporated either in England and Wales or in Scotland before 1 October 2009 where the incorporators do not explicitly choose to use a modified form. Table A was first introduced by the Joint Stock Companies Act 1856
Joint Stock Companies Act 1856
The Joint Stock Companies Act 1856 was a consolidating statute, recognised as the founding piece of modern United Kingdom company law legislation.-Overview:...
(as 'Table B'), and then under its current name of 'Table A' by the Companies Act 1862
Companies Act 1862
The Companies Act 1862 was an Act of the Parliament of the United Kingdom regulating UK company law, whose descendant is the Companies Act 2006.-Provisions:...
.
The existing form of Table A was introduced in 1985 by the subsidiary legislation
Statutory Instrument
A Statutory Instrument is the principal form in which delegated or secondary legislation is made in Great Britain.Statutory Instruments are governed by the Statutory Instruments Act 1946. They replaced Statutory Rules and Orders, made under the Rules Publication Act 1893, in 1948.Most delegated...
passed under the Companies Act 1985
Companies Act 1985
The Companies Act 1985 is an Act of the Parliament of the United Kingdom of Great Britain and Northern Ireland, enacted in 1985, which enabled companies to be formed by registration, and set out the responsibilities of companies, their directors and secretaries.The Act was a consolidation of...
, although it has been updated on several occasions since its introduction.
Although Table A is the most frequently referred to, relating to generic companies limited by shares (the most common form), there are also pro forma constitutional documents for companies limited by guarantee
Company limited by guarantee
In British and Irish company law, a private company limited by guarantee is an alternative type of corporation used primarily for non-profit organisations that require legal personality. A guarantee company does not usually have a share capital or shareholders, but instead has members who act as...
without a share capital (Table C) and unlimited liability companies
Unlimited Company
An unlimited company or private unlimited company is a hybrid company incorporated either with or without a share capital but where the liability of the members or shareholders is not limited - that is, its members or shareholders have a joint, several and unlimited obligation to meet any...
with a share capital (Table E).
One advantage of having standard form constitutional documents for the bulk of companies formed within a jurisdiction is that a substantial body of case law has arisen in relation to the forms, which assists legal practitioners when preparing more bespoke forms of constitutional documents for businesses.
Table A has been replaced for new companies by the simplified and modernised Companies Act 2006
Companies Act 2006
The Companies Act 2006 is an Act of the Parliament of the United Kingdom which forms the primary source of UK company law. It had the distinction of being the longest in British Parliamentary history: with 1,300 sections and covering nearly 700 pages, and containing 16 schedules but it has since...
Model Articles
Model Articles
The Companies Regulations 2008 are the basis for a company constitution under UK company law, unless modified by the Articles of a specific company. The new Model Articles came into force on 1 October 2009 and update the old Companies Act 1985 Table A Articles.-Private companies:Schedule 1...
which came into force on 1 October 2009. However, it still remains valid for Companies incorporated under the Companies Act 1985
Companies Act 1985
The Companies Act 1985 is an Act of the Parliament of the United Kingdom of Great Britain and Northern Ireland, enacted in 1985, which enabled companies to be formed by registration, and set out the responsibilities of companies, their directors and secretaries.The Act was a consolidation of...
in the form it existed at the time of incorporation of the company. For example, Article 50 regarding the Chairman's casting vote was removed from Table A in 2007. However, if this right existed in a Company's articles due to incorporation before this date it remains valid.
External links
- Table A under the Companies Act 1862
- Table A for Private Companies (as amended up to October 2007)
- Table A for Public Companies (as amended up to October 2007)
- Table C (as amended up to October 2007)