Most company articles include at least rights for shareholders to receive pro rata allocation before you offer shares to new investors. Sometimes Articles also contain an excess shares concept, to allow shareholders to request more than their pro rata share. It is also possible to exclude pre-emption rights however it’s unusual and in any case founders also need to keep in mind general unfair prejudice rules under the Companies Act 2006.
Yes, the model articles are what many companies start with. They are standard terms under the Companies Act 2006 and designed to include many standard protections for shareholders. However some rights, like preference shares, drag along and tag along, are not included as standard in the model articles.
Normally this requires a special resolution from shareholders (75%) and filing the update Articles at Companies House within 14 days.
Yes, your company articles can be viewed online by any member of the public. We recommend that you include any terms that you wish to keep private in a separate shareholder agreement.