Memorandum of Association Purpose of the Memorandum Printing
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Memorandum of Association Purpose of the Memorandum Printing of the Memorandum Form of Memorandum Contents of Memorandum
Purpose of Memorandum • For Prospective Shareholders: To know how the money is going to be used and what risk the investment is prone to • For Outsiders: To know the objects of the company If the contracts entered are within those objects
Printing of the Memorandum • Neatly and Legibly Laser Printed • Divided into paragraphs and numbered • Signed by 7 (2 in case of private) Subscribers
Form of Memorandum MOA should be one of the forms described in Schedule 1 of Companies Act 1956 • Table B for Company Limited by shares • Table C for MOA and AOA for Limited by guarantee and not having share capital • Table D for MOA and AOA of Limited by Guarantee and having a Share Capital • Table E for MOA and AOA of Unlimited Company
Contents of Memorandum 1. Name Clause: (a) Undesirable name to be avoided. (b) Injunction if identical name is adopted (c) Use of ‘Limited’, ‘Private Limited’ or ‘OPC’ (d) Prohibition of the use of certain names (e) Use of key words according to authorized capital
Contents of Memorandum 2. Registered Office Clause: • Have a registered office within 15 th day of incorporation • Verification to be intimidated to the registrar in 30 days.
Contents of Memorandum 3. The Objects Clause: Defines and confines the scope of business. Objects clause states: – The Main Objects – The Other Objects
Contents of Memorandum 4. The Capital Clause: – Registered/ Authorised/ Nominal Capital – Equity/ Preference shares – Voting/ Differential Rights 5. The Liability Clause: – Limited by shares/ Guarantee – Unpaid amount of shares/guarantee 6. The Association Clause:
