AMENDMENT TO COMPANY’S CONSTITUTION/MEMORANDUM AND ARTICLES

Typically, the Constitution is established at the time of company incorporation, but as the company evolves and grows, changes may need to be made to this important document. Under the Companies Act 2014, Private Limited companies have a single page Constitution document, which replaces the previous Memorandum and Articles of Association format.

It’s crucial for companies to ensure that their Constitution is up to date and accurately reflects the company’s current activities and objectives. Failure to do so could lead to legal and financial issues down the line. At Abbey Blue Formations, we can assist you in updating your company’s Constitution to ensure that it is in compliance with current regulations and accurately reflects your business activities. Our fees for this service start from €150+VAT.

Knowing When to Amend Your Company’s Constitution: A Guide to the Circumstances that Require a Change

As a company evolves and adapts to different market conditions, there may arise a need to update its Constitution to better reflect its current goals and strategies. These changes may include alterations to company objectives, the roles, and responsibilities of directors, or the authorized share capital and classes of shares that the company can issue.

Additionally, there may be changes to the company’s rights in respect of dividends or provisions related to conflict of interest that need to be addressed. Any of these circumstances may require amendments to the company’s Constitution.

It’s important for companies to regularly review and update their Constitution as necessary to ensure that it is aligned with their current business objectives and complies with applicable laws and regulations. At Abbey Blue Formations, we can provide expert guidance and support to help companies navigate the process of amending their Constitutions. Our team is well-versed in the legal requirements and procedures involved, and we can work with you to make the necessary changes in a timely and efficient manner.

Step-by-Step Guide: How to Amend Your Company’s Constitution

If you’re planning to make changes to your company’s Constitution, there are certain requirements you should be aware of. To begin with, a special resolution must be passed, and this requires approval from 75% of the shareholders. When preparing the documents for the amendment, there are several things to keep in mind:

  • The special resolution, which can be found on Form G1/G2, must be typed or printed and cannot be handwritten.
  • The resolution must be signed by an existing officer of the company who is listed in the company records with the CRO.
  • If you’re changing the share capital, you’ll need to submit Form B4 along with the resolution.
  • If you’re consolidating, cancelling, redeeming, or subdividing shares, you’ll need to submit Form B17 along with the resolution.
  • If the special resolution involves changing the name of the company, it should state the previous name of the company as it appears on the certificate of incorporation. This resolution is filed as Form G1Q and must be accompanied by a copy of the amended Constitution with the new name on it.

By following these guidelines and submitting the appropriate forms, you can ensure that your company’s Constitution is amended correctly and in compliance with the law.

How can Abbey Blue Formations help?

At Abbey Blue Formations, we understand that changes to a company’s constitution can be a complex and time-consuming process. That’s why we offer our professional assistance to help you every step of the way – from the initial creation of your company to any subsequent alterations that may be required.

We provide a specialized service for amending a company’s constitution or memorandum and articles, all for a very reasonable price of €250.00. Our team of experts will guide you through the process, ensuring that your changes comply with the legal requirements of the Companies Act 2014.

Our service includes drafting the new constitution, preparing the necessary special resolution, and submitting all the required forms to the CRO. We understand the importance of ensuring that all documents are accurate and complete, so you can rest assured that your company is in good hands with Abbey Blue Formations.

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