32 [F1Articles of association] E+W+S
(1)The [F2articles] of a community interest company must state that the company is to be a community interest company.
F3(2). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(3)The [F4articles] of a community interest company of any description—
(a)must at all times include such provisions as regulations require to be included in the [F4articles] of every community interest company or a community interest company of that description, and
(b)must not include such provisions as regulations require not to be so included.
(4)The provisions required by regulations under subsection (3)(a) to be included in the [F5articles] of a community interest company may (in particular) include—
(a)provisions about the transfer and distribution of the company’s assets (including their distribution on a winding up),
(b)provisions about the payment of interest on debentures issued by the company or debts of the company,
(c)provisions about membership of the company,
(d)provisions about the voting rights of members of the company,
(e)provisions about the appointment and removal of directors of the company, and
(f)provisions about voting at meetings of directors of the company.
(5)The [F6articles] of a community interest company are of no effect to the extent that they—
(a)are inconsistent with provisions required to be included in the [F7articles] of the company by regulations under subsection (3)(a), or
(b)include provisions required not to be included by regulations under subsection (3)(b).
(6)Regulations may make provision for and in connection with restricting the ability of a community interest company [F8to amend its articles so as to add, remove or alter a statement of the company’s objects].
Textual Amendments
F1 S. 32 heading substituted (1.10.2009) by The Companies Act 2006 (Consequential Amendments, Transitional Provisions and Savings) Order 2009 (S.I. 2009/1941), art. 1(2), Sch. 1 para. 223(2) (with art. 10)
F2Word in s. 32(1) substituted (1.10.2009) by The Companies Act 2006 (Consequential Amendments, Transitional Provisions and Savings) Order 2009 (S.I. 2009/1941), art. 1(2), Sch. 1 para. 223(3) (with art. 10)
F3S. 32(2) omitted (1.10.2009) by virtue of The Companies Act 2006 (Consequential Amendments, Transitional Provisions and Savings) Order 2009 (S.I. 2009/1941), art. 1(2), Sch. 1 para. 223(4) (with art. 10)
F4Word in s. 32(3) substituted (1.10.2009) by The Companies Act 2006 (Consequential Amendments, Transitional Provisions and Savings) Order 2009 (S.I. 2009/1941), art. 1(2), Sch. 1 para. 223(5) (with art. 10)
F5Word in s. 32(4) substituted (1.10.2009) by The Companies Act 2006 (Consequential Amendments, Transitional Provisions and Savings) Order 2009 (S.I. 2009/1941), art. 1(2), Sch. 1 para. 223(6) (with art. 10)
F6Word in s. 32(5) substituted (1.10.2009) by The Companies Act 2006 (Consequential Amendments, Transitional Provisions and Savings) Order 2009 (S.I. 2009/1941), art. 1(2), Sch. 1 para. 223(7)(a) (with art. 10)
F7Word in s. 32(5)(a) substituted (1.10.2009) by The Companies Act 2006 (Consequential Amendments, Transitional Provisions and Savings) Order 2009 (S.I. 2009/1941), art. 1(2), Sch. 1 para. 223(7)(b) (with art. 10)
F8Words in s. 32(6) substituted (1.10.2009) by The Companies Act 2006 (Consequential Amendments, Transitional Provisions and Savings) Order 2009 (S.I. 2009/1941), art. 1(2), Sch. 1 para. 223(8) (with art. 10)
Commencement Information
I1S. 32 in force at 1.7.2005 by S.I. 2004/3322, art. 2(3), Sch. 3