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Alteration of Memorandum

1. Procedure for changing the name clause.


a) To delete the word private on conversion of a private company into a public limited company.
Special Resolution in general meeting. Copy of Resolution filed with Registrar within 30 days.

Alteration of Memorandum
Procedure for changing the name clause
b) To add the word private on conversion of a public company into a private company. Special Resolution in general meeting. Copy of special resolution filed with ROC. Copy of Central Govts approval filed with ROC with in 3 months of the order. c) To change a too identical with another companys name or is a registered trade mark. Ordinary resolution with previous approval of the Central Govt. Copy of Resolution filed with ROC in 30 days. Copy of Central Govts order filed with ROC with 3 months of the order.

Alteration of Memorandum
d) To change name on direction of Central Govt. with in 12 months of registration.
Ordinary resolution with previous approval of Central Govt. Copy of Resolution filed with ROC with in 30 days of passing such resolution. Copy of the order of Central Govt. filed with ROC with in 3 months of the order.

Alteration of Memorandum
e) To add or delete the word Limited or Private Limited in the case of a section 25 company.
Special Resolution. Copy of Resolution filed with ROC with in 30 days.

f) Change of Name in other cases.


Special Resolution and written approval of the Central Govt. Copy of Resolution filed with ROC with in30 days. Copy of Centarl Govts approval filed with ROC with in 3 months of the order.

2) Alteration of Registered Office Clause


a) Change with in the same city, town or village.
Boards Resolution. Notice of New Location to ROC.

b) Change from one city,town or village under the jurisdiction of the same ROC.
Special Resolution at the General Meeting. Filing Copy of Resolution with ROC with in 30 days in Form No.23. Notice of new location ROC with in 30 days.

2) Alteration of Registered Office Clause


c) Change from the Jurisdiction on ROC to another ROC with in the same state.
Special Resolution by the General Meeting. Application to Regional Director for Confirmation. RD should confirm with in 4 weeks. Filing of Copy of Special Resolution with ROC with in 30 days in Form 23. Filing certified Copy of confirmation together with altered copy of M/A with ROC. Notice of New Location to ROC.

3) Alteration of Object Clause


Purposes for which alteration in object clause is possible To carry on the business more economically or more efficiently. To attain the main purpose by new or improved means. To enlarge or change the local area of its operations. To carry on some business which could be conveniently combined with the existing business. To restrict or abandon certain objects stated in the M/A. To sell, dispose of the whole or part of the undertaking of the Company. To amalgamate with any other company or body of persons.

3) Alteration of Object Clause


Procedure for Change
Passing of Special Resolution by the General Meeting. Filing with in 1 month a copy of Special Resolution and a printed copy of M/A incorporating the change. The ROC shall register the same and certify the same under his hand.

4) Alteration of Liability Clause


Where the company is neither a Member is not bound club nor any other association unless he agrees to the and the alteration increases his same writing liability in any way Where the company is a Member is bound club or any other association by the alteration and the alteration increases his liability in any way.

5) Alteration of Capital Clause


Ordinary Resolution by the General Meeting. Alteration possible only if authorized by the articles. Notice to ROC with in 30 days. ROC shall make necessary alteration in the M/A and A/A.

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