Memorandum Of Association Constitution of Company.ppt

www.seribangash.com
A Memorandum of Association (MOA) is a legal document that outlines the fundamental principles and objectives upon which a company operates. It serves as the company's charter or constitution and defines the scope of its activities. Here's a detailed note on the MOA:
Contents of Memorandum of Association:
Name Clause: This clause states the name of the company, which should end with words like "Limited" or "Ltd." for a public limited company and "Private Limited" or "Pvt. Ltd." for a private limited company.
https://seribangash.com/article-of-association-is-legal-doc-of-company/
Registered Office Clause: It specifies the location where the company's registered office is situated. This office is where all official communications and notices are sent.
Objective Clause: This clause delineates the main objectives for which the company is formed. It's important to define these objectives clearly, as the company cannot undertake activities beyond those mentioned in this clause.
www.seribangash.com
Liability Clause: It outlines the extent of liability of the company's members. In the case of companies limited by shares, the liability of members is limited to the amount unpaid on their shares. For companies limited by guarantee, members' liability is limited to the amount they undertake to contribute if the company is wound up.
https://seribangash.com/promotors-is-person-conceived-formation-company/
Capital Clause: This clause specifies the authorized capital of the company, i.e., the maximum amount of share capital the company is authorized to issue. It also mentions the division of this capital into shares and their respective nominal value.
Association Clause: It simply states that the subscribers wish to form a company and agree to become members of it, in accordance with the terms of the MOA.
Importance of Memorandum of Association:
Legal Requirement: The MOA is a legal requirement for the formation of a company. It must be filed with the Registrar of Companies during the incorporation process.

Constitutional Document: It serves as the company's constitutional document, defining its scope, powers, and limitations.
Protection of Members: It protects the interests of the company's members by clearly defining the objectives and limiting their liability.
External Communication: It provides clarity to external parties, such as investors, creditors, and regulatory authorities, regarding the company's objectives and powers.
https://seribangash.com/difference-public-and-private-company-law/
Binding Authority: The company and its members are bound by the provisions of the MOA. Any action taken beyond its scope may be considered ultra vires (beyond the powers) of the company and therefore void.
Amendment of MOA:
While the MOA lays down the company's fundamental principles, it is not entirely immutable. It can be amended, but only under specific circumstances and in compliance with legal procedures. Amendments typically require shareholder

1. 1

2. COMPANY LAW
TOTAL SLIDES 26

3. 3/30
DOCUMENTS OF A COMPANY
ACompany hasthreeimportant
documents:
Article of Association
Prospectus
Memorandum of
Association
www.seribangash.com

4. 4/30
CONSTITUTION OF A COMPANY
What is Constitution:
Abodyoffundamentalprincipalestablished
precedent'saccordingtowhichastateorother
organizationisacknowledgetobegoverned.
www.seribangash.com

5. 5/30
CONSTITUTION OF A COMPANY
What is Company’s Constitution:
The constitutions is a legal documents which
spells out the rules and regulation in how the
company should be governed.
www.seribangash.com

6. 6/30
CONSTITUTION OF A COMPANY
Definition Memorandum of Association
MOA is the principal document of a
company. It lays down the power
&objects of the company as well as the
scope of operations at the company
beyond which it cannot operate.
www.seribangash.com

7. 7/30
CONTENTS OF MOA
MOA has following Contents:
www.seribangash.com

8. 8/30
MEMORANDUM OF ASSOCIATION
1. Name Clause:
www.seribangash.com

9. 9/30
MEMORANDUM OF ASSOCIATION
1. Name Clause:
www.seribangash.com

10. 10/30
MEMORANDUM OF ASSOCIATION
a. Must not be undesirable in the opinion
of the Central Govt
www.seribangash.com

11. 11/30
In this case Manchester Brewery Co ltd had been
trading for many years. Another company North
Cheshire Brewery Co Ltd wanted to change its name
to North Cheshire & Manchester Brewery Co Ltd
which was opposed by Manchester Brewery Co ltd.
MEMORANDUM OF ASSOCIATION
North Cheshire & Manchester Brewery vs
Manchester Brewery Co
www.seribangash.com

12. 12/30
It was held that North Cheshire Brewery Co
Ltd could not adopt the new name because it
would lead to confusion among the public
about the company’s identity & no company
could be allowed to create such confusion.
MEMORANDUM OF ASSOCIATION
North Cheshire & Manchester Brewery vs
Manchester Brewery Co
www.seribangash.com

13. 13/30
MEMORANDUM OF ASSOCIATION
b. Must not be Prohibited under Emblems
& Names
www.seribangash.com

14. 14/30
MEMORANDUM OF ASSOCIATION
c. Use of word “Limited” or Private Limited
www.seribangash.com

15. 15/30
MEMORANDUM OF ASSOCIATION
d. Licence to drop the Word Limited Ltd
www.seribangash.com

16. 16/30
MEMORANDUM OF ASSOCIATION
d. License to drop the Word Limited Ltd
www.seribangash.com

17. 17/30
MEMORANDUM OF ASSOCIATION
e. Presentation & Publication of the name
of the company
www.seribangash.com

18. 18/30
MEMORANDUM OF ASSOCIATION
2. Situation or Registered or Address Clause
www.seribangash.com

19. 19/30
MEMORANDUM OF ASSOCIATION
2. Situation or Registered or Address Clause
www.seribangash.com

20. 20/30
MEMORANDUM OF ASSOCIATION
2. Situation or Registered or Address Clause
www.seribangash.com

21. 21/30
MEMORANDUM OF ASSOCIATION
3. Object Clause
www.seribangash.com

22. 22/30
MEMORANDUM OF ASSOCIATION
3. Object Clause
www.seribangash.com

23. 23/30
MEMORANDUM OF ASSOCIATION
3. Object Clause
www.seribangash.com

24. 24/30
MEMORANDUM OF ASSOCIATION
3. Object Clause
www.seribangash.com

25. 25/30
MEMORANDUM OF ASSOCIATION
4. Liability Clause
www.seribangash.com

26. 26/30
MEMORANDUM OF ASSOCIATION
4. Liability Clause
www.seribangash.com

27. 27/30
MEMORANDUM OF ASSOCIATION
4. Capital Clause
www.seribangash.com

28. 28/30
MEMORANDUM OF ASSOCIATION
5. Association/ Subscription Clause
www.seribangash.com

29. 29/30
MEMORANDUM OF ASSOCIATION
6. Association/ Subscription Clause
www.seribangash.com

30. 30/30
www.seribangash.com
WWW.SERIBANGASH.COM
https://seribangash.com/bermuda-triangle-umkown-
mystery-of-life/
For More PowerPoints Presentations
& Blogs Please Visit…
https://seribangash.com/power-point-of-t-shirt-
printing-machine/
https://seribangash.com/barber-shop-business-
complete-guide-for-beginners/