Company constitution

Excerpt from Companies Act 1993:

A company may but does not have to have a constitution.

If a company has a constitution, the company, the board, each director, and each shareholder of the company have the rights, powers, duties, and obligations set out in this Act except to the extent that they are negated or modified, in accordance with this Act, by the constitution of the company.

If a company does not have a constitution, the company, the board, each director, and each shareholder of the company have the rights, powers, duties, and obligations set out in this Act.

It is common practice for companies with more than one director and/or shareholder to have a constitution.

In our opinion, one-person-companies are initially better off without a constitution. However, a constitution can be prepared later if it becomes appropriate.