What is the alteration in Memorandum of Association?
Alteration of Memorandum of Association is an important exercise through which the company brings about the required flexibility which is pertinent to its existence and survival as an entity. It is a precondition before the company can initiate any drastic change in its ‘shape or structure’.
How can Memorandum be altered?
Changes to MOA of Company
- A company can alter its memorandum by means of alteration in the following clause of Memorandum of Association:
- Changes to the name of a company would require an alteration to the MOA by passing a special resolution.
Which clause of Memorandum of Association can be altered?
Object Clause
Object Clause of Memorandum of Association of a Company can be altered by passing special resolution and complying with other prescribed conditions.
Can the MOA and its clause be altered?
1. Alteration of Name Clause in Memorandum of Association. A company may by passing a special resolution alter is name with the approval of the Central Government. If the alteration involves change of the name to private limited or public limited, permission of Central Government is not required.
What is the objectives of memorandum of association?
MOA helps the creditors, shareholders and any other person that are interacting and dealing with the company, to know the company’s powers and objectives. In addition to this, M0A contents help the prospective shareholders in taking the right decision while investing in the company.
What are the contents of memorandum of association?
A memorandum of association contains a name clause, registered office clause, object (or objective clause), objects clause, liability clause, capital clause, and association clause. An MOA is a type of legal paper that is prepared when forming and registering a limited liability company (LLC).
Which clause of Memorandum of Association Cannot be altered?
Alteration to the Liability Clause: The Liability clause of the memorandum cannot be altered except with the written consent of all the members of the company. By altering the liability clause, the liability of the directors of the company can be made unlimited.
What is the procedure to change the memorandum of association?
Procedure for Change of Memorandum of Association:
- STEP – I: Convey Board Meeting of Directors: (As per section 173 and SS-1)
- STEP –II: Held Board Meeting: (As per section 173 and SS-1)
- STEP- III: Issue Notice of General Meeting: (Section 101)
- EGM called at Shorter Notice.
- STEP- IV: Hold General Meeting: (Section 101)
Which is clause of Memorandum of Association Cannot be altered?
What are the clause of memorandum of association?
A memorandum of association (MOA) contains a name clause, registered office or business location clause, objective or objects clause, liability clause, capital clause, as well as an association clause.
What is the procedure of alteration of MOA and AOA?
Process of Changing the Articles of Association – A notice needs to be issued for conducting a Board Meeting at least 7 days prior to the meeting. A special resolution is passed at the Board Meeting with the consent of the members for making changes in the Articles of Association.
What are the characteristics of memorandum of association?
Features of Memorandum of Association : It is a primary document of the company. (2) It informs about the scope of activities of the company and defines boundaries within which the company must conduct its activities. (3) It is prepared by the promoters before registration with the help of experts and the secretary.