Memorandum Of Association Amendment
Memorandum of association is the document which contains all the fundamental information of the
company. MOA is filed with the ROC at the time of incorporation of a company. There can be various reasons for amendment or alterations in Memorandum of association and they are as follows-
1 Change name in the company
2 Change in the registered office from one state to another.
3 Change in object clause
4 Change in capital clause
5 Change in liability of the members of the company
What Is Included In Our Package?
Documents Required For Change In Memorandum Of Association (MOA)
Board meeting for change in MOA
Extra ordinary general meeting (EGM) notice
Altered memorandum of association(MOA)
Certified copy of special resolution.
Procedure For Change In MOA Under Companies Act, 2013
In the first step, hold a board meeting and keep the proposal of MOA alteration in front of other
members of the company for consideration.
In the second step, notice of extra ordinary general meeting (EGM) is given to all the members
where special resolution is going to be passed. The notice contains date, day, time, place of the
meeting as well as the statement on the business to be transacted at the extra ordinary general
Special resolution is required to be passed with the consent of members in alteration of every clause
of memorandum of Association except the capital clause. In case of authorized share capital,
ordinary resolution is to be passed with the consent of members. As alterations of memorandum is
a special business, explanatory statement should also be send with the meeting notice in which
special resolution is to be passed with the consent of other members.
In the fourth step, shareholders pass the special resolution for alteration of memorandum of
association with registrar of companies (ROC). Form MGT-14 has to be filed within 30 days from the
date of passing of resolution for registration of special resolution.
In the fifth step, Form MGT-14 has to be filed with the following attachments –
1 Certified copy of special resolution
2 Explanatory statement of general meeting
3 Altered MOA
4 Altered AOA
In case of change in name & registered office clause of the company, copy of approval from central
government filed with the registrar.
As per section 13, alteration shall not have any effect until it has been registered.