Articles of Association
It is another important document as it contains the rules and
regulations for its internal functioning of the company.
Contents of the Articles
The more important contents to be contained in the Articles are listed
below
1. The extent to which the regulations in Table A are to be excluded.
2. Adoption or execution of preliminary contracts if any.
3. Share capital, different classes of shares, rights attached thereto,etc.
4. Allotment of shares, calls on shares.
5. Procedure relating to forfeiture of shares and their re-issue.
6. Issue of share certificates and share warrants.
7. Rules regarding transfer of shares and transmission of shares.
8. Conversion of shares into stock.
9. Payment of underwritting commission on shares and debentures.
10. Alteration of share capital.
11. Qualification and remuneration of directors.
12. Borrowing powers of directors.
13. Appointment, qualifications, powers, duties, remuneration, etc
of managing director, manager and secretary.
14. Appointment of directors.
15. Rules regarding use of common seal of company, Board meetings
and voting rights of members, proxies and polls.
16. Procedure for conducting different kinds of general meetings.
17. Payment of dividends, creation of reserve, etc.
18. Issue of redeemable preference shares, if any.
19. Winding up.
In the case of companies with the liability limited by guarantee,
the articles must also state the number of members with which the
company is to be registered. It must also state the extent of liability
in the event of winding up. In the case of a private company the
articles must also contain the following provisions.
a. restricting the right to transfer shares, if any
b. limiting the number of its members to 50 excluding the past and
present employee members
c. prohibiting any invitation to the public to subscribe for any shares
in or debentures of the company
d. prohibiting any acceptance of deposits from the persons other
than the directors, members or their relatives.
It is another important document as it contains the rules and
regulations for its internal functioning of the company.
Contents of the Articles
The more important contents to be contained in the Articles are listed
below
1. The extent to which the regulations in Table A are to be excluded.
2. Adoption or execution of preliminary contracts if any.
3. Share capital, different classes of shares, rights attached thereto,etc.
4. Allotment of shares, calls on shares.
5. Procedure relating to forfeiture of shares and their re-issue.
6. Issue of share certificates and share warrants.
7. Rules regarding transfer of shares and transmission of shares.
8. Conversion of shares into stock.
9. Payment of underwritting commission on shares and debentures.
10. Alteration of share capital.
11. Qualification and remuneration of directors.
12. Borrowing powers of directors.
13. Appointment, qualifications, powers, duties, remuneration, etc
of managing director, manager and secretary.
14. Appointment of directors.
15. Rules regarding use of common seal of company, Board meetings
and voting rights of members, proxies and polls.
16. Procedure for conducting different kinds of general meetings.
17. Payment of dividends, creation of reserve, etc.
18. Issue of redeemable preference shares, if any.
19. Winding up.
In the case of companies with the liability limited by guarantee,
the articles must also state the number of members with which the
company is to be registered. It must also state the extent of liability
in the event of winding up. In the case of a private company the
articles must also contain the following provisions.
a. restricting the right to transfer shares, if any
b. limiting the number of its members to 50 excluding the past and
present employee members
c. prohibiting any invitation to the public to subscribe for any shares
in or debentures of the company
d. prohibiting any acceptance of deposits from the persons other
than the directors, members or their relatives.
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