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Company Law > Model Articles > Flashcards

Model Articles Flashcards

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1
Q

What are Model Articles in company law?

A

Model Articles are standardized sets of rules for the governance of a company, which can be adopted or modified by companies.

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2
Q

True or False: Model Articles are mandatory for all companies.

A

False

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3
Q

Fill in the blank: Companies can choose to adopt Model Articles or create their own __________.

A

Articles of Association

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4
Q

What is the primary purpose of Model Articles?

A

To provide a default framework for the internal management of a company.

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5
Q

Which legislation introduced the Model Articles in the UK?

A

The Companies Act 2006

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6
Q

Name one key feature of the Model Articles for private companies.

A

Private companies are not required to have a company secretary.

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7
Q

Multiple choice: Which of the following is NOT a type of Model Article? A) Private company B) Public company C) Limited liability partnership D) Community interest company

A

C) Limited liability partnership

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8
Q

What is the role of directors as per Model Articles?

A

Directors are responsible for the management of the company and making decisions in the company’s best interest.

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9
Q

True or False: Model Articles allow for the appointment of alternate directors.

A

True

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10
Q

Fill in the blank: Under Model Articles, decisions of the directors can be made by __________.

A

majority vote

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11
Q

What is one key difference between Model Articles for private and public companies?

A

Public companies must have a company secretary, while private companies do not.

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12
Q

Short answer: How can a company amend its Articles of Association?

A

A company can amend its Articles by passing a special resolution.

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13
Q

Multiple choice: Which of the following is a provision typically found in Model Articles? A) Dividend distribution B) Employee rights C) Shareholder privacy D) Tax exemptions

A

A) Dividend distribution

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14
Q

True or False: Model Articles can be overridden by a company’s own Articles of Association.

A

True

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15
Q

What is the default voting threshold for ordinary resolutions under Model Articles?

A

Simple majority

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16
Q

Fill in the blank: Model Articles provide guidelines for the __________ of shares.

A

transfer

17
Q

Short answer: What is one benefit of adopting Model Articles?

A

They provide a clear and established framework for company governance.

18
Q

Multiple choice: Which article pertains to the powers of directors? A) Article of Incorporation B) Article 5 C) Article 7 D) Article 10

A

C) Article 7

19
Q

True or False: Model Articles specify the rights of shareholders.

A

True

20
Q

What is the significance of ‘shareholder meetings’ as per Model Articles?

A

They are essential for making key decisions and ensuring shareholder participation.

21
Q

Fill in the blank: Model Articles allow for the use of __________ to conduct meetings.

A

electronic means

22
Q

Short answer: How are disputes among directors resolved according to Model Articles?

A

Disputes are typically resolved by a majority vote of the directors.

23
Q

Multiple choice: Which of the following is included in the Model Articles for public companies? A) Shareholder meetings B) Confidentiality clauses C) Tax reporting D) Employee benefits

A

A) Shareholder meetings

24
Q

True or False: Model Articles can include provisions for the appointment of auditors.

A

True

25
Q

What does ‘quorum’ refer to in the context of Model Articles?

A

The minimum number of members required to be present for a meeting to be valid.

26
Q

Fill in the blank: Model Articles allow for the __________ of directors.

A

removal

27
Q

Short answer: What is one reason a company might choose not to adopt Model Articles?

A

They may have specific governance needs that require customized Articles.

28
Q

Multiple choice: Which Model Article addresses the powers of the company secretary? A) Article 12 B) Article 15 C) Article 18 D) Article 20

A

A) Article 12

29
Q

True or False: Model Articles are the same for all types of companies.

A

False

30
Q

What is the process for a company to adopt Model Articles?

A

The company can adopt Model Articles simply by stating so in its Articles of Association.

Company Law (5 decks)

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