Changing Company’s Name
(WS5 and 6)
Outcomes
1. How to check whether client can use its preferred name (Unit 6, Prep Task 1)
2. Resolutions required for Change of Company’s Name – Unamen/ded Articles of
Association (Unit 5 - Prep Task 1)
3. Resolutions and Procedure Plan required for Change of Company’s Name – Formed
under Companies Act 1985 – Table A (Unit 6, Prep Task 1)
EXAM QUESTIONS COULD BE:
Understand the facts:
Who is the Company?
When was the Company formed?
What is the Articles of Association? Formed under 2006 or 1985 CA? Unamended
or Amended Articles of Association? Are there are Special Articles? What do the
Special Articles say?
What are they planning to? Likely to change their name
Statutory books – confirmation of company name, company number, registered
address. How many shareholders and directors are there and how many shares do
they hold? E.g. There are 2 directors and 3 shareholders (each holding 1,000 shares
– ordinary £1 share)
How many shares in existence? E.g. 3,000 – 1,000 to each 3 members
, Notes on TABLE A (Articles of Association):
• Companies formed under the Companies Act 1985 (4.6 – relevant to Unit 5)
From CA 2006 coming into force, company needs to be set up under 2006 act. In
2019 – 25% of private companies in existence were not formed under CA 2006 but
under CA 1985. CA 1985 has been repeal and CA 2006 applies to all private
companies whenever they were set up. But CA 1985 differs from CA 2006 especially
constitutional document for such companies.
Articles of association – Table A articles which could be adopted unamended or with
amendments as with model articles. Existing companies using Table A were not
required to change their articles when the law changed. Table A:
Article Numbers Subject
1 Definitions
2-35 Share capital and shares
36-63 Shareholders general meetings
64-98 Directors and board meetings
99-101 Company administration
102-110 Company profits
111-116 Notices
117-118 Winding up and indemnity
(WS5 and 6)
Outcomes
1. How to check whether client can use its preferred name (Unit 6, Prep Task 1)
2. Resolutions required for Change of Company’s Name – Unamen/ded Articles of
Association (Unit 5 - Prep Task 1)
3. Resolutions and Procedure Plan required for Change of Company’s Name – Formed
under Companies Act 1985 – Table A (Unit 6, Prep Task 1)
EXAM QUESTIONS COULD BE:
Understand the facts:
Who is the Company?
When was the Company formed?
What is the Articles of Association? Formed under 2006 or 1985 CA? Unamended
or Amended Articles of Association? Are there are Special Articles? What do the
Special Articles say?
What are they planning to? Likely to change their name
Statutory books – confirmation of company name, company number, registered
address. How many shareholders and directors are there and how many shares do
they hold? E.g. There are 2 directors and 3 shareholders (each holding 1,000 shares
– ordinary £1 share)
How many shares in existence? E.g. 3,000 – 1,000 to each 3 members
, Notes on TABLE A (Articles of Association):
• Companies formed under the Companies Act 1985 (4.6 – relevant to Unit 5)
From CA 2006 coming into force, company needs to be set up under 2006 act. In
2019 – 25% of private companies in existence were not formed under CA 2006 but
under CA 1985. CA 1985 has been repeal and CA 2006 applies to all private
companies whenever they were set up. But CA 1985 differs from CA 2006 especially
constitutional document for such companies.
Articles of association – Table A articles which could be adopted unamended or with
amendments as with model articles. Existing companies using Table A were not
required to change their articles when the law changed. Table A:
Article Numbers Subject
1 Definitions
2-35 Share capital and shares
36-63 Shareholders general meetings
64-98 Directors and board meetings
99-101 Company administration
102-110 Company profits
111-116 Notices
117-118 Winding up and indemnity
