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Alteration in Object Clause of MOA

Introduction

Section 13 of the Companies Act 2013, read with Rule 29 of the Companies (Incorporation) Rules 2014 prescribes the procedure for alteration of the object clause under the Companies Act 2013. So, when a company after its incorporation wants to change their objectives then alteration shall be made in the memorandum of association (moa).

You must be thinking or have a doubt as to who is responsible for altering the MOA of your company may it be any clause. Well, let me tell you that a professional company registration expert will help you do so. Appoint a consultant and have access to alteration of MOA.

Let us now discuss the process for the alteration of the object clause of the MOA.

Process for alteration of object clause

The procedure given under the act is displayed below in steps so as to make it clear for everyone.

Step 1: A notice for conducting a board meeting is required to be prepared which must be sent at least 7 days prior to the date of the Board Meeting.

Step 2: While conducting the board meeting some board resolution shall be passed for the following-

  • Proposing alteration of object clause and considering amended set of MOA;
  • Calling a general meeting and approval of notice of such GM.

Step 3: Notice for conducting a general meeting must be sent along with an explanatory statement and amended set of MOA at least 21 clear days prior to the date of GM

Step 4: When the general meeting is held, by passing a special resolution change in the object clause shall be approved. Also, take note of new memorandum of association

Step 5: File MGT-14 w.r.t Special Resolution as per Section 117

Step 6: Approval from the Registrar of Companies and Issuance of new certificate of incorporation   

Points to be Noted

  1. No alteration of object clause of MOA shall have any effect unless it has been registered in accordance with the clause given under section 13(10).
  2. Any alteration of the memorandum, where it’s a company limited by guarantee and not having a share capital, purporting to give any person a right to participate in the divisible profits of the company otherwise than as a member, shall be void as stated under section 13(11).

Registration of Alteration

As per the provision given under Section 13(6)(a) provides that a company shall, in relation to any alteration of its memorandum, file with the Registrar:

  1. The special resolution passed by the company under section 13(1); and
  2. The approval of the Central Government under section 13(2), if alteration involves any change in the name of the company.

Thus, special resolution shall be filed with the Registrar within thirty days of passing or making thereof in the prescribed manner and payment of prescribed fees within the time specified under section 403.

The registrar shall then certify the registration within a period of thirty days from the date of filing of the special resolution.

Conclusion

The memorandum of association is the charter document of a company due to which alteration must be made by an expert in this field. Contact EAdvisors for altering your company’s object clause and stay stress free as your requirement is our responsibility. After contacting us, you will be assigned an expert from our team and then he shall guide you throughout.

Contact EAdvisors regarding any query.

Company Registration Consultant

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