Translate articles of association into English

British or American English: decide what the reader expects

The document you call statutes, Satzung, estatutos or statuts has no single English name. In the UK it is the articles of association; in the US the closest equivalent is usually split between a certificate of incorporation and bylaws; in neutral international settings, articles of association is the most widely understood. That choice drives everything else: spelling (authorise or authorize), date format and some vocabulary (shareholders everywhere, stockholders in some US texts).

Before uploading, think about who will read the English version: an investor in London, a bank in Singapore, a partner in New York. Then check on the free sample, and again on the delivered file, that one convention runs consistently through the document. Articles that mix capitalise and capitalize look careless in a due diligence data room.

Company-law terms with no exact English equivalent

Articles drafted under a civil-law system rely on concepts that do not map neatly onto English company law. A sound translation does not convert them into English-law concepts; it makes them understandable while keeping the original reference. Typical cases, taking French as the source:

• Company form: société par actions simplifiée (SAS), like a German GmbH or a Spanish S.L., is normally kept in the original, optionally followed by a gloss (simplified joint-stock company). Rendering it simply as private limited company suggests a company incorporated in England.
• Officers: the Président of an SAS is its legal representative, not a ceremonial Chairman; a gérant becomes manager or managing director, and the term must stay the same throughout.
• Capital: capital social → share capital; actions → shares; parts sociales often also become shares, worth checking where the source distinguishes the two.
• Clauses: clause d'agrément → approval clause; clause d'inaliénabilité → lock-up clause; droit de préemption → pre-emption right.
• Bodies and registers: commissaire aux comptes → statutory auditor; assemblée générale extraordinaire → extraordinary general meeting; names of registers such as the RCS stay in the original with an English explanation in brackets.

On style, legal English expresses obligation with shall: “the President convenes the meeting” in the source becomes The President shall convene the meeting, not a plain present tense.

Amounts, dates and article numbers: what gets checked first

Figures are the first thing an English-speaking lawyer checks. English uses a comma for thousands, a full stop for decimals and puts the euro sign before the amount: a source reading “10 000 € divisé en 1 000 actions de 10 €” becomes €10,000 divided into 1,000 shares of €10 each. A nominal value of “0,50 €” is €0.50; a misplaced separator changes the value.

Write dates in words (3 March 2024) rather than numerals: 03/04/2024 means 3 April in London and 4 March in New York. Amounts spelt out in words, common in articles, must still match the figures in English (ten thousand euros). Plurals are simple in English, one and other, but watch fixed phrases such as one (1) share against one hundred (100) shares.

Article numbering and cross-references (subject to Article 14) must stay aligned. English is typically 10 to 15% shorter than French, so pages shrink, but a cross-reference must never end up pointing to the wrong article.

What Manuce returns, and what it does not do

Your articles are handled by Thémis, the engine specialised in legal texts. The file comes back in its original format (Word, PDF, RTF, plain text, HTML and others) with its layout intact: article headings, list of shareholders, capital allocation table, signature block. Typical articles of around 4,500 words, about twelve pages, are translated in a few minutes and stay available in your client area. For a document going to an investor or bank, the Professional level is designed to be passed on; Premium adds a cross-review.

What Manuce does not do:

• It does not produce sworn or certified translations. If a foreign registry, notary or bank requires a translation certified by an accredited translator, you will need to use one.
• It cannot read scanned PDFs: a certified copy saved as an image, with no selectable text, will not be translated.
• It translates the text as written; it does not redraft your articles under another legal system and is no substitute for legal advice.

Preparing the file and checking the result

• Start from the source file: the current Word version of the articles, including the latest amendments adopted by the shareholders, rather than a signed, scanned copy.
• Test the PDF: if you cannot highlight a single word, it is an image; find the original file before uploading.
• Read the free sample with the company form and officer titles in mind: if SAS, GmbH or Président should stay as they are, this is where you see it before paying.
• Review the delivered translation, checking amounts, dates, number of shares per shareholder, cross-references and personal or company names, which are not translated.
• Keep the original alongside: the version filed with the registry is in the source language; state at the top of the English document that it is a translation of that text.

In practice

1. Upload the current Word file, or a text-based PDF, of your articles.
2. Check the quote based on the exact word count and choose a level.
3. Read the free sample paragraph: company form, officer titles, amounts.
4. Pay, then download the English articles in their original layout.
5. Check figures, dates and cross-references before sending the document.