A contract in which all elements of a contract are specifically stated (offer, acceptance and consideration), and the terms are set out, as compared with an implied contract in which the existence of the contract is assumed by the circumstances.

Is a document that governs the relationship between the company and the outside. It is basically a statement that the subscribers wish to form a company, have agreed to become members, and in the case of a company which is to have a share capital, to take at least one share each.