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The Memorandum of Association (MOA) is a crucial document for a Private Limited Company in certain jurisdictions. It comprises the Articles of Association (AOA), serving as the company’s internal constitution to regulate business operations.
It outlines the company’s initial capital and the 'object clause', which informs shareholders, creditors, and stakeholders about the scope of the company's operations. When incorporating a company, filing the memorandum with the Registrar is mandatory.
For various reasons, a private limited company may need to modify or amend its MOA. During this process, the concerned entity or individual must adhere to the provisions of the Companies Act, 2013, and the guidelines of the Registrar of Companies (ROC).
A Board Meeting must be convened by the Public Limited Company to approve the Amendment of the MOA by the Board of Directors.
Subsequent to the Board Meeting, the company's shareholders must be engaged to secure approval for the MOA Amendment by passing a special resolution.
Upon completion of the process, the amended MOA should be documented in all official records and documentation of the concerned organization.
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Filing of the Form MGT-14 to the ROC and processing for MOA Amendment
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MOA or Memorandum of Association works as the internal constitution of an organization. It contains the AoA, the initial capital, Object Clause and is mandated to be filed in the time incorporation of the particular organization.
In the Amendment process, the MOA of an organization is modified or changed for reasons like changing the Name of the Company, change of the Registered Office, or alteration in the company’s Authorized Capital.
The MOA Amendment procedure is regulated by the Companies Act, 2013 of the Indian Govt, along with the provisions of the Registrar of Companies ROC.