Articles Of Association

In this session Learners will able to discuss about

• Articles Of Association
• Doctrine of Indoor management .
• Alternation AOA
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Articles Of Association
• A document that specifies the regulations for a
company's operations. The articles of association
define the company's purpose and lays out
tasks are to be accomplished within
how
organization, including the the process
appointing directors and how financial for
records will be handled.
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• Adoption of preliminary contracts.

• Number and value of shares.
• Allotment of shares.
• Calls on shares.
• Transfer of shares.
• Forfeiture, reissue, surrender of shares.
• Alteration of share capital.
• Share certificates
• Meetings and proceedings.
• Voting rights, proxies and polls.
• Appointment , Remuneration, etc of Directors.
• Borrowing powers.
• Dividend and Reserves.
• Accounts and audit.
• Procedure of winding up.
• Seal of the company.
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Companies which must have Articles

• Unlimited Companies:

▫ The Articles of such a company must state:

Total number of members; and
Share capital.

• Companies limited by Guarantee:

▫ Articles of such company must state total
number of members.
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Companies which must have Articles

• Private Companies limited by shares:

▫ must include requirements of Section
3(1)(iii).
No Article Company
• A public limited company having share capital
may be registered without Articles.
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Alteration of Articles

• Articles may be altered by a company by passing

special resolution at a general body meeting of
shareholders