Assignment Question

An important step to the formation of a company is to prepare a document called the Articles of

Association. It has been stated in Section 46 (2) of the Companies Act 2015 as, "A Company

must adopt Articles of Association under which the internal management of a Company is

governed."

Therefore, you are required to write an essay highlighting the following:

Explain the objectives and importance of Articles of Association.

Critically evaluate any five (5) items this document includes and their relevance to the

operation of companies. (Hint: for selecting any five of these items, refer to schedule 2 of

the Companies Act 2015. Also refer to Appendix A as shown below).

Critically evaluate the rules applied in respect to adopting new Articles of Association or

modifying existing Articles of Association as per the Companies Act of Fiji 2015.

Conclude by stating the benefits and drawbacks of using this document and its usefulness

(if any) to govern the operations of a company.

Appendix A

OFFICERS AND EMPLOYEES

APPOINTMENT AND REMOVAL OF DIRECTORS

SECRETARY

DIRECTORS' MEETINGS

POWERS AND DUTIES OF DIRECTORS

MEETINGS OF MEMBERS

VOTES OF MEMBERS

WRITTEN RESOLUTIONS

SHARES

DIVIDENDS

3 | P a g e

CALLS

LIEN AND FORFEITURE

TRANSFER OF SHARES

TRANSMISSION OF SHARES

INSPECTION OF BOOKS

AUDIT AND ACCOUNTS

WINDING UP

COMPANIES LIMITED BY GUARANTEE

UNLIMITED LIABILITY COMPANIES