Here's a more detailed breakdown:
Memorandum of Association (MoA):
Defines the company's existence and scope: It outlines the company's name, registered office, objectives, and the extent of its activities.
Acts as a contract with the outside world: It governs the company's relationship with shareholders, creditors, and regulatory bodies.
Contains clauses like: Name clause, registered office clause, object clause, liability clause, and capital clause.
Requires registration with the Registrar of Companies: It's a fundamental document for company registration.
Amendments are complex: Altering the MoA requires significant procedures and legal compliance.
Articles of Association (AoA):
Governs internal management and operations:
It lays down the rules and regulations for the company's day-to-day activities.
Focuses on internal governance:
It details the responsibilities of directors, shareholder rights, procedures for meetings, and dividend distribution.
Acts as a contract among members:
It defines the rights and obligations of shareholders, directors, and other officers.
Can be amended more easily:
Amendments to the AoA can be made through a Special Resolution at an Annual General Meeting.
Voluntary registration with the Registrar of Companies:
While not mandatory at the time of company registration, it can be filed voluntarily.
The Articles of Association (AoA) outlines the internal rules and regulations for managing a company, while the Memorandum of Association (MoA) defines the company's scope, objectives, and relationship with external stakeholders. In simpler terms, the MoA is the company's constitution, while the AoA is its rulebook for internal operations.
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