Company's 'Model Articles' - what's them then ?

[Phooey]

I'm just going through another verification process with Amazon at the moment and they are asking for -

"A copy of the company’s Model Articles. This document outlines the purpose of the company as well as the duties and responsibilities of its members. For help combining multiple pages and documents in the same PDF file, please contact us using the link at the bottom of this email"

I have been onto the gov website and downloaded and sent via PDF multiple documents on the company including - Confirmation Statement, Total Exemption Full Accounts, Annual Return, and also Incorporation but they keep asking for 'Model Articles'

Where would I find this bloody Model Articles!

Thank you

[Eric Mc]

Do you have a limited company?

If you do,then when the company was set up, you should have been issued with a document called The Memorandum of Association. Do you recall getting that?

[Phooey]

Eric Mc said:

Do you have a limited company?

If you do,then when the company was set up, you should have been issued with a document called The Memorandum of Association. Do you recall getting that?

Hi Eric, thank you for your reply.

Yes - Limited.

I don't recall the Memorandum of Association but do have the memory of a sieve!

I've just managed to speak with Amazon directly and apparently the document they want is just a generic doc from gov.uk (MODEL ARTICLES FOR PRIVATE COMPANIES LIMITED BY SHARES) Link - https://www.gov.uk/government/publications/model-a...

I'm hoping this is actually what they want and will accept it. I've been onto Companies House and uploaded (via PDF) to Amazon various files from 'Confirmation statement' to 'Annual return' and also the 'Incorporation' file (because they wanted to see share allocations) but they kept asking for Articles of Association and Model Articles!

FWIW I've been through this verification process a few years ago and it was a headache then! This time it was triggered (through my own fault admittedly) of putting the wrong address in the box 'Registered Business Address'. My company is registered at my accountants address and mistakenly I used my home address which is used for VAT, business bank etc etc.

They are also wanting a signed, dated, and stamped letter from my bank - something to do with KYC (Know Your customer)

I'm not sure if you've had any dealings with Amazon but crikey me it's a ballache

Thanks again Eric

[Eric Mc]

For well over 100 years, all limited companies had to have a specific Memorandum and Articles of Association drawn up at the time the company was set up. The Articles of Association specifically laid out what the company could and, more importantly, could not do.

In the 2006 Companies Act, the need for small companies to have a specific Articles of Association tailored to their needs was removed. Instead, they could adopt a generic set of articles suitable for small companies. That is what Amazon seem to be looking for. It's a bit silly really as virtually all small companies chose this option now regarding their Articles of Association.

[Phooey]

I think Amazon are under immense pressure by certain bods to ensure everything complies 100%. Lots of stuff they are asking for which is silly (if you have some common sense) for example I have uploaded recent and latest bank (HSBC) statements, a credit card statement, and also some other bank charges statement we receive monthly - all in the business name, at the business address, but none of that is any good. What they want is a signed, dated, and stamped certified HSBC letter-headed letter confirming account number and account holders name. A bank statement alone is not enough. As I said above - it's something to do with KYC (Know Your Customer)

cheers for your help

[GZP]

I can add a little flesh to the bones here (ex-lawyer).

When a limited company is set up, it is said to be incorporated. There are a bunch of documents detailing the incorporation, one of which is a set of Articles of Association. These govern all sorts of stuff and can be very complex due to the fact that they can be amended to the nth degree.

That being said, the Companies Act sets forth 'model' articles which are a generic set of Articles of Association that can be adopted where the owners of the company do not wish to insert any specific clauses. These are often used by smaller businesses as they fit the bill.

The Articles (together with all other incorporation docs) can be found on Companies House and viewed/downloaded for free from Companies House Beta (https://beta.companieshouse.gov.uk/). Simply search for your company, click on it, look at the 'filing' page and right down the bottom should be the articles.

GZP

[Eric Mc]

It does amaze me how many people set up limited companies without understanding the legal basis behind the concept.