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Legislation
Companies Act 2006

Crossheading Alteration of articles

  • Section 21 Amendment of articles
  • Section 22 Entrenched provisions of the articles
  • Section 23 Notice to registrar of existence of restriction on amendment of articles
  • Section 24 Statement of compliance where amendment of articles restricted
  • Section 25 Effect of alteration of articles on company's members
  • Section 26 Registrar to be sent copy of amended articles
  • Section 27 Registrar's notice to comply in case of failure with respect to amended articles
  1. Alteration of articles
  2. Entrenched provisions of the articles

Section 22 | Entrenched provisions of the articles

From legislation.gov.uk

(1)A company's articles may contain provision (“provision for entrenchment”) to the effect that specified provisions of the articles may be amended or repealed only if conditions are met, or procedures are complied with, that are more restrictive than those applicable in the case of a special resolution.

(2)Provision for entrenchment may only be made—

(a)in the company's articles on formation, or

(b)by an amendment of the company's articles agreed to by all the members of the company.

(3)Provision for entrenchment does not prevent amendment of the company's articles—

(a)by agreement of all the members of the company, or

(b)by order of a court or other authority having power to alter the company's articles.

(4)Nothing in this section affects any power of a court or other authority to alter a company's articles.

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