Alteration of Memorandum of Association

Alteration of Memorandum of Association

The Memorandum of Association (MOA) is a legal document that sets out the constitution of a company and defines the company's objectives, powers, and scope of operations. The MOA is one of the documents required to be filed with the registrar of companies during the incorporation process. The MOA is a vital document that outlines the purpose of the company, its goals, and how it intends to operate.


Types of MOA as per companies act 2013

As notified under Schedule I of the companies act 2013 following are the types of MOA that different types of companies can adopt:

Table A: Company limited by shares

Table B: Company limited by guarantee and having a share capital

Table C: Company limited by guarantee and not having a share capital

Table D: Unlimited company having a share capital

Table E: Unlimited company not having a share capital

The MOA mainly consists of the following clauses:

Name clause– The name clause generally consists of the legal name of the company which is unique in nature as approved by the government. However, there may be situations where a company needs to change its name. Such situations may include the need to convert to a different type of company, a change in the company's nature of business, a merger or amalgamation, a directive from a tribunal or other authority, or a voluntary change. To change the company's name, an alteration to the MOA is necessary.

Registered office clause - The registered office clause provides information about the location of the company's registered office, such as the state or union territory where it is situated.

Object clause – When forming a company, it is established with a particular objective. The object clause of the Memorandum of Association (MOA) outlines the company's primary business objectives and any other supporting objectives required to achieve the main objectives. It defines the extent of the company's business activities and restricts the company from engaging in activities outside those mentioned in the object clause of the MOA. If the company wishes to expand its activities or change its business objectives, it must alter the MOA accordingly.

Share capital clause – The authorized capital clause in the Memorandum of Association (MOA) specifies the maximum amount of capital that a company can raise. This includes details such as the number and types of shares, as well as the face value of each share. The company cannot issue shares exceeding the authorized capital. If the company requires additional capital to raise funds or expand its business, it may need to increase its authorized capital and modify the MOA accordingly.

Read more to know about the Alteration of the Memorandum of Association

 


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