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    Memorandum of Association

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    pratikpatilp
    The memorandum of association is a document that governs the relationship between a company and external parties. It is required to incorporate a company in several commonwealth jurisdictions. While still necessary, the memorandum of association no longer forms part of the company's constitution and contains limited information compared to previous versions. It is mainly a statement that subscribers wish to form a company under the 2006 Act and become members, taking at least one share each for companies with share capital. The memorandum no longer restricts what a company can do.

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    Memorandum of Association

    Uploaded by

    pratikpatilp
    317 views2 pages
    The memorandum of association is a document that governs the relationship between a company and external parties. It is required to incorporate a company in several commonwealth jurisdictions. While still necessary, the memorandum of association no longer forms part of the company's constitution and contains limited information compared to previous versions. It is mainly a statement that subscribers wish to form a company under the 2006 Act and become members, taking at least one share each for companies with share capital. The memorandum no longer restricts what a company can do.

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    Memorandum of association

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    The memorandum of association is a document that governs the relationship between a company and external parties. It is required to incorporate a company in several commonwealth jurisdictions. While still necessary, the memorandum of association no longer forms part of the company's constitution and contains limited information compared to previous versions. It is mainly a statement that subscribers wish to form a company under the 2006 Act and become members, taking at least one share each for companies with share capital. The memorandum no longer restricts what a company can do.

    Copyright:

    Attribution Non-Commercial (BY-NC)
    Download as DOC, PDF, TXT or read online from Scribd
    Download as doc, pdf, or txt
    317 views2 pages

    Memorandum of Association

    Uploaded by

    pratikpatilp
    The memorandum of association is a document that governs the relationship between a company and external parties. It is required to incorporate a company in several commonwealth jurisdictions. While still necessary, the memorandum of association no longer forms part of the company's constitution and contains limited information compared to previous versions. It is mainly a statement that subscribers wish to form a company under the 2006 Act and become members, taking at least one share each for companies with share capital. The memorandum no longer restricts what a company can do.

    Copyright:

    Attribution Non-Commercial (BY-NC)
    Download as DOC, PDF, TXT or read online from Scribd
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    Memorandum of association

    The memorandum of association of a company, often simply called the


    memorandum (and then often capitalised as an abbreviation for the official name,
    which is a proper noun and usually includes other words), 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 the United Kingdom, Ireland,
    Pakistan and India, and is also used in many of the common law jurisdictions of the
    Commonwealth.

    Requirements
    While it is still necessary to file a memorandum of association to incorporate a new company, it
    no longer forms part of the company’s constitution and it contains limited information compared
    to the memorandum that was required prior to 1 October 2009.

    It is basically a statement that the subscribers wish to form a company under the 2006 Act, have
    agreed to become members and, in the case of a company that is to have a share capital, to take
    at least one share each. It is no longer required to state the name of the company, the type of
    company (such as public limited company or private company limited by shares), the location of
    its registered office, the objects of the company, and its authorised share capital.[1]

    Companies incorporated prior to 1 October 2009 are not required to amend their memorandum.
    Those details which are now required to appear in the Articles, such as the objects clause and
    details of the share capital, are deemed to form part of the Articles.

    Capacities
    The memorandum no longer restricts what a company is permitted to do. Since 1 October 2009,
    if a company's constitution contains any restrictions on the objects at all, those restrictions will
    form part of the articles of association.

    Historically, a company's memorandum of association contained an objects clause, which limited


    its capacity to act. When the first limited companies were incorporated, the objects clause had to
    be widely drafted so as not to restrict the board of directors in their day to day trading. In the
    Companies Act 1989 the term "General Commercial Company" was introduced which meant
    that companies could undertake "any lawful or legal trade or business."

    The Companies Act 2006 relaxed the rules even further, removing the need for an objects clause
    at all. Companies incorporated on and after 1 October 2009 without an objects clause are deemed
    to have unrestricted objects. Existing companies may take advantage of this change by passing a
    special resolution to remove their objects clause.
    If the company is to be a non-profit making company, the articles will contain a statement saying
    that the profits shall not be distributed to the members.

    Purpose
    The memorandum of association records the agreement of the first subscribers to form a
    company under the 2006 Act, to become members and, in the case of a company that is to have a
    share capital, to take at least one share each.

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