Compliances for Alteration of MoA and AoA

When a company grows, changes direction, or needs to adjust its internal rules, it may need to make changes to two key legal documents – Memorandum of Association (MOA) and the Articles of Association (AOA). The MOA outlines the company’s fundamental structure, such as its name, objectives, and scope of activities. The AOA, on the other hand, defines the rules and regulations for internal management, including how decisions are made, roles of directors, and procedures for meetings.

Altering the MOA or AOA is a common step for businesses undergoing expansion, shifting operations, adding or removing objectives, or updating governance policies. It ensures the company’s legal framework stays aligned with its current goals and compliance requirements under the Companies Act, 2013.

To change the Memorandum of Association (MOA) or Articles of Association (AOA), a company needs to follow a few important steps. First, the company must hold a Board of Directors meeting to pass an initial resolution. After that, they need to call a shareholders' meeting, either an Extraordinary General Meeting (EGM) or an Annual General Meeting (AGM). In this meeting, shareholders must approve the changes by passing a special resolution. Once the resolution is passed, the company must file the updated documents with the Registrar of Companies (ROC) within 30 days. Making these changes on time helps the company stay legally compliant, flexible, and aligned with its current direction.