A new company is incorporated by lodging the notice of incorporation, and adopting either the CIPC’s standard short form or the long form of the memorandum of incorporation (“MoI”) (which replaces the memorandum and articles of association). The MoI is the only constitutional document of the company that sets out the rights, duties and responsibilities of the shareholders, directors and others within, and in relation to, the company, and is binding between the company and shareholders and between the company and each director, prescribed officer and member of the board committee.

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