EXPLANATORY NOTE

(This note is not part of the Regulations)

These Regulations, made under section 19 of the Companies Act 2006 (c.46), prescribe model forms of articles of association for—

(a)private companies limited by shares (regulation 2 and Schedule 1),

(b)private companies limited by guarantee (regulation 3 and Schedule 2), and

(c)public companies (regulation 4 and Schedule 3).

These model articles will automatically form the articles of association for companies formed under the Companies Act 2006 which, on their formation, either do not register their own articles of association with the registrar of companies under that Act, or, if they do so, do not exclude the model articles in whole or in part (section 20 of the 2006 Act). Other companies are free to adopt the model articles in whole or in part.

An Impact Assessment has not been produced for these Regulations as they have only a negligible impact on the costs of business, charities or voluntary bodies.