What does a company's constitution include?

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Multiple Choice

What does a company's constitution include?

The constitution sets out the internal framework of the company—how it is formed, governed, and how the rights of members are exercised. Its primary documents are the articles of association, which specify things like share capital, rights attached to shares, and the rules for directors, meetings, and decision-making. Resolutions that alter these rules are part of the constitutional framework as well. A shareholders’ agreement may accompany the constitution to govern relationships between shareholders, though it sits outside the statutory documents and isn’t always binding on the company unless incorporated. Documents like the annual accounts and tax returns are required filings for regulatory and tax purposes, not part of the company’s constitution. The director’s code of conduct is a governance policy, not a constitutional document. Bank mandates and loan agreements concern financing arrangements, not the internal rules that govern the company’s operations.

The constitution sets out the internal framework of the company—how it is formed, governed, and how the rights of members are exercised. Its primary documents are the articles of association, which specify things like share capital, rights attached to shares, and the rules for directors, meetings, and decision-making. Resolutions that alter these rules are part of the constitutional framework as well. A shareholders’ agreement may accompany the constitution to govern relationships between shareholders, though it sits outside the statutory documents and isn’t always binding on the company unless incorporated.

Documents like the annual accounts and tax returns are required filings for regulatory and tax purposes, not part of the company’s constitution. The director’s code of conduct is a governance policy, not a constitutional document. Bank mandates and loan agreements concern financing arrangements, not the internal rules that govern the company’s operations.

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