Must I use the state’s model charter?

Question

Accepted Answer

No — but using it shifts the liability for a mistake off you, and a custom charter does not. Free choice Model form or your own — applicants may draw the founding documents at their discretion, on the model forms or in other forms. The trade-off The model form carries a liability shield — where the request was built interactively and the documents on the model forms, the applicant is released from liability for inaccurate data the System offered. Otherwise The applicant answers for the documents — for accuracy, for precision, and for the founding documents’ conformity with the law. Not checked Nobody reads it for you — registering bodies do not verify what is filed and take no responsibility for it. The act leaves the form of the founding documents to the applicant: they may be drawn on the basis of the model forms or in other forms, having regard to the requirements of the law. What it attaches to that choice is a shift in who carries the risk. Applicants are liable for the accuracy of what they file and for their founding documents conforming to the law — except where the request was formed interactively and the documents built from the model forms, in which case they are released from liability for inaccurate information the System itself offered for selection. That matters because nobody else is checking. The regulation states plainly that registering bodies do not verify the authenticity of the information and documents submitted and bear no responsibility for their accuracy or their conformity with the law. A charter drafted for a foreign shareholder — reserved matters, deadlock, an English working language — is a real drafting decision, and it is one the registrar will pass through without comment.

Must I use the state’s model charter?

Related questions

Ready to see your own setup?