We also have a plural word called “ Article s” in this. This is a document which will change in time. The “ Article s of Association” do ( Sì che) contain the various rule s and the word “ Article s” is plural. So the “ Memorandum of Association” is a document which will not change over time. So “ Memorandum” looks like something which has been written in stone – something which is not going to change. “ Memorandum” is a word which reminds me of Latin and it does ( effettivamente) come from Latin, so when I think about how the Latins used to write ( scrivevano), I imagine the Latins writing words in stone.
So, the “ Memorandum of Association” will not change in time. You could sometimes confuse the two, because they are very, very similar but I believe there’s a way to memorise the difference between the two. (But please don’t mix one from the UK with another one from the USA. So, if you have to choose what to learn, I would recommend that you learn the English expressions: the “ Memorandum of Association” and “ Articles of Association”. Countries like South Africa, for example, just have a Memorandum of Incorporation which incorporates elements of both. Other jurisdictions around the world don’t make a distinction between the Memorandum of Association and the Articles of Association. One good think about the USA and Canada is that they all agree that the Articles of Association in the UK are called the Bylaws in all cases in the USA and Canada. However, when we speak about a Limited liability company (Llc) ( Società a responsabilità limitata) the “ Memorandum of Association” from the UK is called the Articles of Organization. Now, while we use these two words, “ Memorandum of Association” and the “ Articles of Association” in the UK, we use different words in other jurisdictions.įor example, in the USA and Canada the “ Memorandum of Association” is called the Articles of Incorporation, the Certificate of Incorporation, or the Corporate Charter for Incorporated Companies (Inc) ( società per azioni). As you probably know, the Memorandum of Association includes things like the company name, the date of incorporation and the names of all the subscribers, while the Articles of Association are a set of rules that govern the company. These documents are called the “ Memorandum of Association” ( Atto costitutivo) and the “ Articles of Association” ( Lo statuto). In the UK there are two important documents which are needed for the incorporation of a company.
This is because we use different words in different jurisdictions and the words that we use in the same jurisdictions can sometimes be confusing. It can be quite difficult for a foreign student to learn the terminology we need when we’re speaking about the incorporation of a company ( costituzione). Memorandum of Association vs Articles of Association
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