Advisory Services
Audit
Consulting
ESG Advisory
RBI Registration
SEBI Registration
IRDA Registration
FEMA Advisory
Compliances
IBC Services
VCFO Services
Growing
Developing
ME-1
ME-2
EU-1
EU-2
SE
Others
Select Your Location
After registration of a Company, there are several instances when you have to amend the MOA in order to meet the business requirement.
Table of Contents
A Memorandum of Association is a very important document of a Company, it is also said to be the charter of the company. Changes in Memorandum of Association can be done only at the Sample Minutes of Special shareholders meeting by passing a special resolution. To change MOA of the Company is a very complex and an extensive procedure, hence due care must be taken in doing so. Various reasons must be taken for effecting changes in MOA of the company.
Changes in the name of the Company would be requiring alteration in the MOA; this alteration in the MOA can be done only after passing the special resolution in the shareholders meeting. In case of changes is made in the name of the private or public limited company there is no need to take approval of Central Government further in any other case approval of Central Government will be required.
If the company is registered with a name that resembles with the name of the existing company, in that case, the Central Government might ask to alter its name, in such case ordinary resolution will be adequate.
If there is a change in the registered office address of the company then it is necessary to make changes in the MOA for transfer of the registered office of the company from one state to another. The reasons behind changing the registered office from state to another include:
If the registered office is to be shifted from one state to another a special resolution shall be passed. And the altered MOA shall be filed with the Registrar of state from where the company is shifting and also with the Registrar of State where the company is setting up its new registered office. As soon as the ROC approves these changes it is necessary to make changes in the MOA of the company to reflect the new state where the registered office is situated.
Changes in the object clause of the Private Limited Company can be made easily with minimal hassles. However, if it is the company that has raised money from the public then it will require a special resolution to alter its object clause. The special resolution must be published in a newspaper which is in circulation at a place where the registered office of the company is situated; it should be published both in English and any other regional language. The details should be displayed on the company’s website, along with the justification for modifying the object clause of the company.
When the object clause of the company is altered all the dissenting shareholders should be given an opportunity to exit. This opportunity must be given in accordance with the regulations specified by the Securities and Exchange Board of India (SEBI).
The liability clause can be changed so that the liability of the directors of the company can be made unlimited, in any case, the liability of the members cannot be made unlimited. The liability clause can be modified only be passing a special resolution. Within 30 days of the passing of the special resolution, the copy of the resolution shall be filed with the Registrar of Companies.
Alteration in the capital clause of the MOA can be made by passing an ordinary resolution in a general meeting of the company. Alteration in a capital clause can be made in following ways:
Within 30 days of the passing of the resolution, the altered Articles of Association, as well as Memorandum of Association, will be submitted to the Registrar of Companies where the registered office of the company is situated.
Any company before issuing any new shares must check its current authorized capital because the issue cannot be made more than the amount of authorized capital of the company. Therefore if the authorized capital is not enough then the company has to increase its authorized capital and have to alter its MOA.
Experienced Finance and Legal Professional with 12+ Years of Experience in Legal, Finance, Fintech, Blockchain, and Revenue Management.
Black money has been the subject of heated political debate in India for a long time. Successiv...
The Apex Court pronounced a judgement in the case titled Tata Motors Vs The Brihan Mumbai Elect...
Since economies are moving towards digitalisation and making it feasible to conduct transaction...
The Alternative Investment Funds (AIFs) Pro-rata and Pari-Passu Rights Proposal Consultation Pa...
The Financial Action Task Force, i.e. FATF (the Force), is the global money laundering and terr...
Advance tax refers to the payment of the tax liability before the end of the relevant financia...
On 11.12.15, the Hon’ble Delhi High Court (HC) pronounced a landmark judgement in the case ti...
Money laundering can be defined as the process of illegal concealment of the origin of money ob...
Every assessee in India is obligated to file an income tax return and make the timely payment o...
In the recent past, India has seen burgeoning demand for internet and smartphones. The rapid ri...
Are you human?: 2 + 4 =
Easy Payment Options Available No Spam. No Sharing. 100% Confidentiality
A Non-resident Indian can get a company registered in India, legally under INDIAN COMPANIES ACT, 2013 by not being...
18 Jan, 2018
The United Arab Emirates is a federation of seven Emirates: Abu Dhabi, Dubai, Sharjah, Ajman, Umm Al-Qaiwain, Ras A...
03 Oct, 2018
Red Herring Top 100 Asia enlists outstanding entrepreneurs and promising companies. It selects the award winners from approximately 2000 privately financed companies each year in the Asia. Since 1996, Red Herring has kept tabs on these up-and-comers. Red Herring editors were among the first to recognize that companies such as Google, Facebook, Kakao, Alibaba, Twitter, Rakuten, Salesforce.com, Xiaomi and YouTube would change the way we live and work.
Researchers have found out that organization using new technologies in their accounting and tax have better productivity as compared to those using the traditional methods. Complying with the recent technological trends in the accounting industry, Enterslice was formed to focus on the emerging start up companies and bring innovation in their traditional Chartered Accountants & Legal profession services, disrupt traditional Chartered Accountants practice mechanism & Lawyers.
Stay updated with all the latest legal updates. Just enter your email address and subscribe for free!
Chat on Whatsapp
Hey I'm Suman. Let's Talk!