Professional Documents
Culture Documents
AND
ARTICLES OF ASSOCIATION
Presented By :
1.Promotion
2.
3.Registration
4.
5.Certificate of Incorporation
6.
7.Floatation
8.
9.Commencement of Business
MEMORANDUM OF ASSOCIATION
ØThe prospective share holders know the field in, or the purpose
for which their money is going to be used by the company and
what risk they are undertaking in making investment.
Ø
ØThe outsiders dealing with the company know with certainty as
to what the objects of the company are and as to whether the
contractual relation into which they are going to enter the
company is within the objects of the company.
CONTENTS OF MEMORANDUM
ØPrinted
Ø
ØDivided into paragraphs numbered consecutively, and
Ø
ØSigned by 7(2 in case of private company) subscribers.
ARTICLES OF ASSOCIATION
ØThese are the rules, regulations and bye-laws for the internal
management of the affairs of a company.
Ø
ØThey define the duties, rights, powers and authority of the
shareholders and the directors in their respective capacities
and of the company.
Ø
ØIt also defines the mode and form in which the business of the
company is to be carried out.
CONTENTS OF ARTICLES
1.Share capital, rights of shareholders, variation of these
rights, payment of commission.
2.Lien on share
3.Calls on share
4.Transfer of shares
5.Transmission of shares
6.Forfeiture of shares
7.Conversion of shares into stock
8.Share warrants
9.Alteration of capital
10.General meetings and proceeding thereat
11.Voting rights of members, voting and poll
12.Directors, their appointment, remuneration, qualification,
powers and proceedings of Board of Directors
13.Manager, Secretary
14.Dividends and reserves
15.Accounts, audit and borrowing powers
16.Capitalization of profits
LIMITATIONS