Guidance

Community interest companies: model constitutions

Model constitutions for use when forming or converting to a CIC, with memorandum of association and articles of association templates.

Documents

CIC model constitution 1: company limited by guarantee with a small membership - memorandum of association

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CIC model constitution 1: company limited by guarantee with a small membership - articles of association

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CIC model constitution 2: company limited by guarantee with a large membership - memorandum of association

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CIC model constitution 2: company limited by guarantee with a large membership - articles of association

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CIC model constitution 3: private schedule 2 company limited by shares with a small membership - memorandum of association

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CIC model constitution 3: private schedule 2 company limited by shares with a small membership - articles of association

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CIC model constitution 4: private schedule 2 company limited by shares with a large membership - memorandum of association

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CIC model constitution 4: private schedule 2 company limited by shares with a large membership - articles of association

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CIC model constitution 5: private schedule 3 company limited by shares with a small membership - memorandum of association

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CIC model constitution 5: private schedule 3 company limited by shares with a small membership - articles of association

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CIC model constitution 6: private schedule 3 company limited by shares with a large membership - memorandum of association

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CIC model constitution 6: private schedule 3 company limited by shares with a large membership - articles of association

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Detail

A company’s constitution is established by its articles of association and memorandum of association. When applying to form - or convert to - a community interest company (CIC), these documents must be submitted to the Office of the Community Interest Companies Regulator.

Read more about CICs’ constitutional documents.

This guidance includes ‘model constitutions’, which are template memorandum and articles of association documents. They have been prepared with the assistance of lawyers experienced in the social enterprise sector and include all the provisions required by the The Community Interest Company Regulations 2005.

The asset-locked body

Before nominating the asset-locked body in the articles of association, you might need to check its suitability with the Office of the Regulator of Community Interest Companies.

An asset-locked body is a registered CIC, charity, permitted IPS or an equivalent body established outside the UK (in which case, evidence of charity status must be provided). There is no restriction on the number of asset-locked bodies that you can specify, but a CIC can’t nominate itself. If a CIC nominates an organisation that is not an asset-locked body, and it is placed on the public record, it must remedy the situation and meet the associated cost.

Read more about the asset-locked body.

General enquiries

CIC Regulator
Room 3.68
Companies House
Crown Way

Cardiff
CF14 3UZ

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