No
|
Memorandum of Association
|
Articles of Association
|
1.
|
The Memorandum contains the
fundamental conditions upon which alone a company is allowed to be
incorporated.
|
The Articles are internal regulations
of the company.
|
2.
|
It is the Charter of the Company and defines its relationship
with the outside world.
|
They regulate the internal management
of the company and are subsidiary to the memorandum.
|
3.
|
It defines Scope of the activities of
the company, or the area beyond which the actions of the company cannot go.
|
They are the rules for carrying out
the objects of the Company as set out the in the Memorandum.
|
4.
|
Every Company Must have its own
Memorandum
|
A Company limited by shares need not
have Articles of its own. In such a case Table A(Section 28) Applies.
|
5.
|
There are strict restrictions on the
alteration of the Memorandum
|
The Articles can be altered by a
special resolution provided they do
not conflict between the Articles and the Memorandum and the Companies Act and the alteration is for the benefit of
the Company.
|
6.
|
Any act of the Company which is ultra
vires the Memorandum is wholly void and cannot be ratified even the whole
body of shareholders.
|
Any act of the Company which is ultra
vires the Article (but in intra vires the memorandum) can be confirmed by
shareholders.
|
Tags:
Company Law