Change of object clause

PROCEDURE TO BE FOLLOWED FOR CHANGING OBJECTIVES OF A COMPANY
Q. What is object clause?
  • Object clause defines the purpose and range of activities for which the company is carried on. Further, the object clause also enlists the objects that are necessary/incidental for furtherance of the main objects.
Following is the procedure for changing object clause of a company:
  1. Convening of a Board Meeting:
    • To change the objectives of Memorandum of Association, a notice is required to be issued for convening of meeting of Board of Directors and obtain in principal sanction of Board of Directors for alteration of objects of MOA.
    • Further a notice to call EGM along with explanatory statement is required to be issued to all the shareholders in accordance with section 102(1) of companies Act, 2013.
  2. Passing of Special Resolution:
    • Obtain consent of shareholders of the company in the conducted EGM by passing special resolution.
  3. ROC Form Filing:
    • The Special resolution passed in EGM is required to be filed with ROC in MGT-14 within 30days of passing of SR along with following attachments:
      • Certified True Copy of Special Resolution
      • Altered Memorandum of Association
      • Notice related to EGM
  4. Note: In case of Public Limited company following procedures are also required to be followed:
    • Details of SR passed shall be published in newspapers (one in English and other in Vernacular language) and shall also be updated on Company‚Äôs site.
    • The dissenting shareholders shall also be provided with an opportunity to exit.
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