Introduction Definition of M.O.A. Importance of M.O.A. Clauses Alteration Of M.O.A.

Conclusion

The Memorandum of Association of a company is nothing but a document which lays down the objects and scope of activities of a company, in other words it contains the fundamental rules regarding the constitution and activities of a company.

The Memorandum of Association of a company is its charter and it defines the limitations of the powers of the company. The memorandum contains the fundamental conditions upon which alone the company is allowed to be incorporated. [Lord Cairns] The purpose of memorandum is to enable the shareholders, creditors and those who deal with the company to know its permitted range of activities. [Lord Macmillan]

1.Help others to get information about the company. 2.Unalterable document. 3.Determining the relationship between the company and others. 4.It lays down the extent of working of the company.

Name clause

Registered office clause Capital clause

Object clause Association clause

Liability clause

This clause contains the name of the proposed company. The name of the company serves to identify it & distinguish it from another company. In which cases company used the word of limited or private limited.

Registered office is really the permanent address of the company. In this clause the name of the state in which the registered office of the company is to be situated is mentioned.

A section in a companys memorandum of association says what work the company will do.

The liability clause states the nature of liability of the members/owner of the company (i.e. whether limited by shares or limited by guarantee or unlimited.)

This clause states the total and maximum authorized capital of the proposed company. A company cannot raise funds more than the authorized capital. The division of capital into equity and preference share capital should also be mentioned. The number of shares in each category and their value should be given in the memorandum.

The names, address, signatures and descriptions of the members to the proposed company are given in this clause. This clause also states the amount and number of shares taken by the members of the company. In case of public company there should be at least seven members and in case of a private company there should be at least two members.

The Companies Act 1956 says that Different clauses of memorandum of association can be altered by passing an ordinary or special resolution. Under certain cases, the approval of the Government is necessary to alter the memorandum.
1. 2. 3. 4. 5.

Alteration of name clause. Alteration of registered office clause. Alteration in object clause. Alteration of capital clause. Alteration of liability clause.

In the last we can say that memorandum of association is a very important document of a company. With the help of memorandum of association we can know the objectives , purpose & address of registered office etc.

Thanks