Introduction to this document

Checklist for altering
the company’s articles of association

During the life of a company, there are many situations that call for a change to the articles. How do you go about this? Our checklist takes you through it.

Why change?

When a company is first incorporated, its first shareholders agree how it should be run. This agreement forms the articles of association. As the company develops over time, it is likely to need to change its rules and procedures, or the rights and responsibilities of those who own and run it. For example, a company may need to change:

  • how decisions are made, maybe to introduce an easier process or to reflect the rights of particular shareholders
  • what powers the directors have; or
  • the articles completely because they have merged with, or been taken over by, another company.


Before you even draft the alterations, watch out for any restrictions that may apply. Check the current version of the articles for any special procedure that you need to follow in addition to the standard one.

Make sure that your admin is in order after the shareholders have given you the go-ahead. If you don’t, you could find yourself paying Companies House a fixed penalty, or even be prosecuted.