Model Articles Flashcards
What are Model Articles in company law?
Model Articles are standardized sets of rules for the governance of a company, which can be adopted or modified by companies.
True or False: Model Articles are mandatory for all companies.
False
Fill in the blank: Companies can choose to adopt Model Articles or create their own __________.
Articles of Association
What is the primary purpose of Model Articles?
To provide a default framework for the internal management of a company.
Which legislation introduced the Model Articles in the UK?
The Companies Act 2006
Name one key feature of the Model Articles for private companies.
Private companies are not required to have a company secretary.
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
C) Limited liability partnership
What is the role of directors as per Model Articles?
Directors are responsible for the management of the company and making decisions in the company’s best interest.
True or False: Model Articles allow for the appointment of alternate directors.
True
Fill in the blank: Under Model Articles, decisions of the directors can be made by __________.
majority vote
What is one key difference between Model Articles for private and public companies?
Public companies must have a company secretary, while private companies do not.
Short answer: How can a company amend its Articles of Association?
A company can amend its Articles by passing a special resolution.
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) Dividend distribution
True or False: Model Articles can be overridden by a company’s own Articles of Association.
True
What is the default voting threshold for ordinary resolutions under Model Articles?
Simple majority
Fill in the blank: Model Articles provide guidelines for the __________ of shares.
transfer
Short answer: What is one benefit of adopting Model Articles?
They provide a clear and established framework for company governance.
Multiple choice: Which article pertains to the powers of directors? A) Article of Incorporation B) Article 5 C) Article 7 D) Article 10
C) Article 7
True or False: Model Articles specify the rights of shareholders.
True
What is the significance of ‘shareholder meetings’ as per Model Articles?
They are essential for making key decisions and ensuring shareholder participation.
Fill in the blank: Model Articles allow for the use of __________ to conduct meetings.
electronic means
Short answer: How are disputes among directors resolved according to Model Articles?
Disputes are typically resolved by a majority vote of the directors.
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) Shareholder meetings
True or False: Model Articles can include provisions for the appointment of auditors.
True
What does ‘quorum’ refer to in the context of Model Articles?
The minimum number of members required to be present for a meeting to be valid.
Fill in the blank: Model Articles allow for the __________ of directors.
removal
Short answer: What is one reason a company might choose not to adopt Model Articles?
They may have specific governance needs that require customized Articles.
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) Article 12
True or False: Model Articles are the same for all types of companies.
False
What is the process for a company to adopt Model Articles?
The company can adopt Model Articles simply by stating so in its Articles of Association.
