Is Amendment of MOA Mandatory?
The Articles of a company registered under the old Companies Act (i.e. 1956) need to be amended as per the new format of Articles given in the new Act (i.e. 2013). But, is such amendment mandatory for Memorandum of Association too…? Please Advice..
Definition of ‘private company’ given in Section 2(68) of Companies Act 2013 has come into force w.e.f. 12.9.2013.
Main differences in the new definition are:
- a) Max. number of members has been increased from 50 to 200
b) The clause stating that ‘the company prohibits any invitation or acceptance of deposits from persons other than its members, directors or their relatives’ has been deleted in the new definition. As a result, now private companies are not allowed to accept deposits from its members and relatives of directors. This is a significant change and will affect all private limited companies. Further, Sec.4(1)(c) of the new Act provides for Object Clause of Memorandum of Association. It omits ‘Other Objects’. It seems ROCs have started asking companies to amend their MoA and AoA as per new provisions which have come into force from 12.9.2013. Circular from MCA on this is expected for clarification.