Standard Company Incorporation (One Class of Shares)

Incorporating a Company with One Class of Shares

London Law can incorporate a private limited company with a single class of shares, typically Ordinary Shares, using either our professionally drafted bespoke Articles of Association or the standard Companies House Model Articles if preferred.

Our incorporation service is designed to provide flexibility, allowing clients to select constitutional documents that best reflect their business structure and future requirements.

London Law Bespoke Articles of Association

Many businesses benefit from Articles of Association that go beyond the standard Model Articles.

London Law maintains a specialist library of bespoke Articles designed to accommodate a variety of ownership structures and governance requirements.

Our Articles are drafted in a comprehensive long-form format, include a detailed index, and are designed to be practical, user-friendly, and easy to understand.

Full Articles

Suitable for most privately owned companies.

Features include:

Optional Objects Clause
One class of Ordinary Shares
Optional Chairman’s Casting Vote at board meetings
No shareholder pre-emption rights on share transfers
Directors retain discretion to refuse share transfers where appropriate

Transfer Pre-emption Articles

Designed for companies where existing shareholders wish to maintain greater control over ownership.

Features include:

Optional Objects Clause
One class of Ordinary Shares
Optional Chairman’s Casting Vote at board meetings
Shareholder pre-emption rights on share transfers
Directors retain discretion to refuse share transfers
Family exception provisions available where required

Subsidiary Company Articles

Specifically drafted for wholly-owned or controlled subsidiary companies.

Features include:

Optional Objects Clause
One class of Ordinary Shares
Chairman’s Casting Vote provisions
Special rights allowing the holding company to appoint and remove directors by written notice
No shareholder pre-emption rights on transfers
Directors retain discretion over share transfers

Holding Company Articles

Designed for private holding company structures.

Features include:

Holding company-specific Objects Clause
One class of Ordinary Shares
Chairman’s Casting Vote provisions
Flexible governance arrangements suitable for group structures
Directors retain discretion over share transfers

Incorporation Documentation

Following incorporation, PDF copies of the Certificate of Incorporation are emailed immediately to the nominated contact.

Additional documentation can also be provided, including:

Printed Certificate of Incorporation
Professionally bound copies of the Articles of Association
Fully completed company register
Corporate records binder

These documents provide a comprehensive and professional corporate record from the outset.

Bespoke Structures Available

Where a standard one-share-class structure does not meet your requirements, we can prepare tailored constitutional documents and corporate structures.

Examples include:

Alphabet share structures
Family investment companies
Joint venture companies
Group company structures
Investor protection provisions
Bespoke voting and dividend arrangements

We will provide a clear quotation for any additional drafting before incorporation proceeds.

Why Choose London Law’s Articles?

Our bespoke Articles are designed to provide greater clarity and flexibility than standard constitutional documents.

They are regularly used by:

Entrepreneurs
Owner-managed businesses
Family companies
Professional advisers
Corporate groups
Investment structures

By addressing governance issues at incorporation, businesses can often avoid costly amendments and disputes later.

Important Information Regarding Sole Directors

The standard Companies House Model Articles are not generally considered suitable for sole-director companies without amendment.

Following the High Court decision in Hashmi v Lorimer-Wing (2022), uncertainty arose regarding whether a company operating under unamended Model Articles may require a minimum of two directors to make certain decisions.

London Law’s bespoke Articles expressly provide that a sole director may constitute a quorum and make decisions on behalf of the company, helping to provide certainty and reduce governance risks.

Speak to Our Corporate Services Team

Whether you require a straightforward incorporation or a tailored corporate structure, our experienced Corporate Services team can help ensure your company is established on the right foundations from day one.