The Memorandum of Association and Articles of Association are core constitutional documents of a company. Together they define important matters such as the company's identity, objectives, capital, internal governance and decision-making framework.
Memorandum of Association
The Memorandum commonly contains foundational matters including the company's proposed name, registered office, objectives, capital structure and founder/shareholder commitments in the prescribed format.
Articles of Association
The Articles regulate internal governance. Depending on the company, they address matters such as directors, meetings, voting, share procedures and internal decision-making.
Single-shareholder simplification
The Companies Act allows a sole founder, in the circumstances provided by law, to accept the prescribed form of Articles rather than filing a separately drafted set.
Why careful drafting matters
The Memorandum and Articles are not merely registration paperwork. After incorporation, they bind the company and its shareholders subject to the Companies Act. Objectives that are too narrow, unclear or inconsistent with licensing requirements can create later problems.