PROCEDURE TO BE FOLLOWED FOR CHANGINGOBJECTIVES 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:
- 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.
- Passing of Special Resolution:
- Obtain consent of shareholders of the company in the conducted EGM by passing special resolution.
- 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
- 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:
- 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’s site.
- The dissenting shareholders shall also be provided with an opportunity to exit.