THINGS TO KNOW BEFORE YOU REGISTER-CHANGE
IN THE MAIN OBJECT OF THE COMPANY
- Object clause is the clause in the MOA of the Company which defines the main business activity of the company. It defines the main objects that the company is going to pursue after incorporation. The object clause also gather the objects that are necessary/incidental for furtherance of the main objects i.e the objects which help in conduct of the Main Objects of the Company or are necessary to operate main business activity of the company. As the business expand, it needs to add a new business line to its main object clause. Thus, the need arises for the Change in the Object of the Company. Change in Object clause of the company involves alteration of Memorandum of Association of the company. Main provisions related to alteration of memorandum are given in section 13 of Companies Act, 2013 read with Companies Rules, 2014.
|1. Notice of EGM.|
|2. Certified true copy of special resolution.|
|3. Copy of altered MOA.|
|4. Minutes of Extra Ordinary General Meeting|
|Given below are some simple steps to change the object clause of Memorandum of Association:-|
|1. Hold the Board meeting- Get the approval to change object clause, Fix date, time and venue of EGM, issue of notice of EGM .|
|2. Hold EGM-Pass special resolution, Approval of Alteration in MOA & AOA.|
|3. Filing of MGT-14 within 30 days of passing of special resolution along with certified true copies of special resolution passed,Notice of meeting and altered memorandum.|
|4. The registrar shall then accordingly register the alteration and issue a certificate.|
|5. In case of public company special resolution must be published in newspaper(one in english in addition to one in a vernacular language)|
It is mandatory to pass a special resolution and file MGT 14 if you alter MOA and/or AOA as per the Companies Act, 2013.
The Companies Act, 2013 has provided the format of MOA (table A to E of Schedule I) and AOA (table F to J of Schedule I) and the SPICe form INC- 33
and INC – 34 have also adopted the said format of respective table as applicable to the Company. Accordingly, for alteration of MOA and/or AOA, scanned copy of amended MOA and/or AOA will be required to be attached with the e-Form MGT – 14 and not the altered SPICe Form INC – 33 and /or 34.
Always scan the documents in black and white mode. Prior to filling up eForm, visit MCA website, select Company Forms under MCA services and view procedure given under “Useful instructions to optimize the PDF file size while affixing the Digital Signature Certificate (DSC)
Yes, Main Objects of the Company can be changed without changing name of the Company after complying with the provisions of Section 13 of the
Companies Act, 2013.
As per Section 4 (1) (c), the memorandum of a company shall state the objects for which the company is proposed to be incorporated and any matter
considered necessary in furtherance thereof. The Companies Act, 2013 does not provide for ‘Other Objects’.