company constitution

Company Constitution Templates

Company Constitution Templates.  A selection of 3 Company Constitutions in word format.

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company constitution

Pty Ltd Company Constitution

franchise agreement

Constitution of Public Company

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The Constitution of the Company is the legally required document that governs how the Directors are to act in running the


It includes significant detail around such topics as:-

  1. 1.The Structure of the Company
  2. 2. The Objectives of the Company (optional unless a No Liability Company – see below)
  3. 3. Directors Role, Power and Entitlements
  4. 4. How to Call and Hold Meetings for both Directors and Shareholders (also called Members)
  5. 5. Voting at these Meetings
  6. 6. Classes (or types) of Shares
  7. 7. Transferring Shares, Cancellation of Shares
  8. 8. How to treat Profits and Dividends
  9. 9. General administrative activities



‘Proprietary’ essentially means ‘private’, and is a common vehicle for small businesses, to hold investments and to act as a trustee for private trusts. The ‘Pty Ltd’ stands for ‘Proprietary Limited’, and is by far and away the most common form of registrable body corporate.


Essentially this consists of:-



  1. 1. A single Director and single Secretary (optional), or Board of Directors with a Secretary;
  2. 2. A Shareholder or Shareholders, all holding the one Class (or type) of share;
  3. 3. They are limited by Shares in terms of the Members’ (shareholders/owners) liability) (or unlimited but with a share capital).


You can elect to use your own Constitution, or in the absence of one the Company is effectively governed by a default Constitution that is an ASIC standard as set out in the Corporations Law.  This is known as the Replaceable Rules. Please note you can elect to have a combination of your own Constitution and the Replaceable Rules although this is not usual.  Please also note the Replaceable Rules are not applicable for a sole Director/Secretary/Shareholder Proprietary Company.


The Constitution for this Company needs to be retained with the Company Records.

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