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MOA/AOA
AMENDMENT

UPDATE YOUR COMPANY. ALIGN WITH YOUR VISION.

Memorandum of Association (MOA) and Articles of Association (AOA) define the structure, objectives and internal regulations of your company. Amendment ensures your company stays compliant, flexible and future-ready as per the Companies Act, 2013.

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MOA/AOA Amendment

WHY AMEND MOA/AOA?

Update Main Objects as per Business Growth

Add or Remove Activities / New Business Areas

Change in Share Capital or Share Structure

Improve Corporate Governance & Management

Ensure Compliance with Laws & Regulatory Requirements

Support Future Fundraising & Expansion

WHAT IS MOA/AOA AMENDMENT?

MOA states the company's main objects, liability, share capital and other fundamental conditions.

AOA contains the internal rules for management, shares, meetings, directors and members.

Amendment modifies these documents by passing special resolution and filing with ROC.

WHEN DO YOU NEED TO AMEND?
  • Change in Main Objects / Business Activities
  • Change in Share Capital or Authorized Capital
  • Add / Remove / Change in Name Clause
  • Change in Number or Rights of Members
  • Change in Directors' Appointment Process
  • Change in Quorum, Voting Rights, Meetings, etc.
  • Change in Registered Office Clause (Within Same State)
  • Any Other Change Required as per Business Needs or Law
LEGAL PROVISIONS
  • Section 13 & 14 of the Companies Act, 2013
  • Section 61(1)(a) & 61(1)(b)
  • Rule 17 of the Companies (Incorporation) Rules, 2014
  • MCA Circulars & Notifications

MOA/AOA AMENDMENT – PROCESS FLOW

1

Board Meeting

Pass Board Resolution to propose amendment in MOA/AOA.

2

Shareholders' Meeting

Pass Special Resolution (75% voting required).

3

Drafting Amendment

Draft amended MOA/AOA as per requirements.

4

Approval (If Required)

Obtain approvals in case of change in objects clause.

5

Filing SH-7

File SH-7 with details of special resolution.

6

Filing MGT-14

File MGT-14 with the updated MOA & AOA.

7

ROC Review & Approval

ROC reviews the documents and approves.

8

Certificate of Registration

Receive ROC Certificate for amendment.

9

Update Records

Update statutory registers & records.

10

Process Complete

Your MOA/AOA is successfully amended.

DOCUMENTS REQUIRED
  • Board Resolution
  • Notice of General Meeting
  • Special Resolution
  • Draft Amended MOA/AOA
  • Explanatory Statement
  • MGT-14
  • SH-7
  • Other Documents (As Applicable)
DELIVERABLES
  • ROC Certified Amended MOA & AOA
  • Certificate of Registration of Amendment
  • Updated Company Master Data
  • Compliance Confirmation
IMPORTANT NOTES
  • Time Taken: 7–15 Working Days (Subject to ROC)
  • Government Fees: As Applicable
  • Special Resolution: 75% Member Approval Required
  • Amendment Takes Effect Only After ROC Approval
POST AMENDMENT SUPPORT
  • Update in Statutory Registers
  • PAN, TAN & GST Update
  • Bank Account Update
  • Share Certificate Update
  • Digital Signature Update
  • Business Stationery Update
  • Website & Branding Update

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