The memorandum of association of company, often simply called the memorandum, is the document that governs the relationship between the company and the outside. It is one of the documents required to incorporate a company in India.
So let me first tell you what is Memorandum of Association (MOA)?
Memorandum of Association is one of the most important documents that has to be drafted while forming a company. Memorandum of Association is just like Indian Constitution which defines all the rules and regulations and all working flow of our country same ways the Memorandum of Association tell tells everything about the companies identity, goals and working patterns.
Generally, the memorandum of association should contain the following paras/clauses:
Name Clause: Name of the registered entity (Your business or Company name).
Registered Office Clause : Registered office address.
Object Clause: Aims and objectives of the company.
The Association Clause : Information about its first shareholders and numbers of shares allocated to each of them.
The Capital Clause: Share capital, minimum paid up capital etc.
The Liability Clause: Clause about its limited liability. It states the liability of each member.
Memorandum of Association has to drafted very carefully as the company cannot go against anything that is mentioned in this document. For example if you have mentioned under object clause that you will do marketing business in memorandum of association then you cannot do any other business under this company name.
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Drafting of Rules and Regulations
The rules and regulations of the society are framed to guide the members of the governing body or the persons entrusted with the management of the society to regulate the functions of the society and for its internal management. The rules help the management in carrying out the objects of the society. They are binding on the members of the society as well. Rules which are inconsistent with the provisions of the Act are inoperative although registered with the Registrar of Societies.
Must Read : Articles of Association
Signing of Memorandum of Association
All the subscribers (minimum seven) should sign each page of the memorandum of association and the signatures should be witnessed by an Oath Commissioner, Notary Public, Gazetted Officer, Advocate, Chartered Accountant or Magistrate 1st class with their rubber or official stamp and complete address.
***Frequently asked question about Memorandum of Association.
Q 1. Is it mandatory to file Memorandum of Association for registering a Company?
Ans: Yes, its mandatory for registering a company.
Q 2. Where the Memorandum of Association has to filed?
Ans: Memorandum of Association have to filed with the Registrar of Companies (ROC) at the time of incorporation of a Company.
Q 3. Should I make the Memorandum of Association public?
Ans: Memorandum of Article has to be printed and made it public to the shareholders and creditors or any person associating with the company.
Q 4. Can I alter the Memorandum of Association?
Ans: Company can not alter Memorandum of Association except for the conditions laid by the Companies Act 1956.
Click here for more details http://www.mca.gov.in/MCA21/ChangeCompInfo.html