Companies Act - Contents and Forms of Memorandum of Association

Introduction

In previous post we have seen the definition and importance of Memorandum of Association. In this we will have a look at content and form of MoA.

Before going into details, below is the image of summary of MoA from Reliance Industries MoA. It pretty much describe what MoA is all about.


Let's discuss in bit detail form and contents of MoA.

Contents of Memorandum of Association

Name

MoA will Contains the name of the company. If it's public company, then it will contain something like Reliance Ltd. If it's private company it will contain "Private Ltd" after company name. Like Patanjali Private Ltd. Ltd and Private Ltd will be appended based on what type the company is.
Adding "Ltd" or "Private Ltd" after company name is not applicable for Section 8 company.

Address

MoA will have address, including State name and address of registered office. If Registered office is yet not verified, it will contain the address of planned registered office.

Object

MoA will have the object of company. The purpose of company and any matter related to such object. For example below is glimpse of the object of Reliance Industries Ltd.


Object clause in MoA should also contain any object incidental to main object. For example Manufacture may have retail stores, they can sell in those retail store on credit. This could be anything related to main object.

Liability

MoA will state the liability of it's members. Liability could be limited or unlimited. Liability could be limited by Shares or by guarantee. In most case it's Limited By Shares.

Capital

MoA will have info about amount of share capital with which Company is formed. It will also have division of share capital. It will be something like below from Reliance's MoA

Subscription

This will be list of member, who is having how much share. Below is the sample from Reliance's MoA.


Nomination Detail

This is only applicable for One Person Company. It is form contingency(Death or incapacity of member). If something happens to member, then nominated person will become a member. 


Forms of Memorandum

There are various forms of Memorandum of Association for different kinds of company. Below is short summary of those forms.

Table A for Company Limited by Share
Table B for Company Limited by Guarantee which don't have share capital
Table C for Company Limited by Guarantee which have share capital
Table D for Company with Unlimited Liability which don't have share Capital
Table E for Company with Unlimited Liability which have share capital

Where are these table ? They are given in Schedule 1 of the Companies Act.


Conclusion.

 Since MoA is crucial and fundamental document, it must have crucial and fundamental information. Most contention and important one is Object. It gives an idea to everyone what company is going to do.


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