Memorandum of association for a public limited company

The founders are those who subscribe to shares at the time of the establishment. This might be one or several natural individuals, or legal persons, such as limited companies or general partnerships.

The memorandum of association must at least state

• the business name
• articles of association
• the national ID number/organisation number/the business name and addresses to all the founders
• the number of shares to be subscribed by each of the founders
• the amount to be paid for each share (share contribution)
• the due date for settlement of the share contributions
• election of board and auditor

Foreign people who are founders only need to provide their date of birth and address. If it is a foreign enterprise, you must state the enterprise’s name and address as well as who represents the founder. When all the founders have dated and signed the memorandum of association, the shares are subscribed and the company is established.

The memorandum of association must include any information

• whether the share contribution is to be settled in other assets than cash
• if someone is given special rights at the formation
• whether the company shall cover the expenses of the formation