Whar are the coverage of the articles of association?

The important items covered by the AA include :-

1. Powers, duties, rights and liabilities of Directors

2. Powers, duties, rights and liabilities of members

3. Rules for Meetings of the Company

4. Dividends

5. Borrowing powers of the company

6. Calls on shares

7. Transfer & transmission of shares

8. Forfeiture of shares

9. Voting powers of members, etc

Alteration of articles of association : A company can alter any of the provisions of its AA, subject to provisions of the Compa­nies Act and subject to the conditions contained in the Memorandum of association of the company. A company, by special resolution at a general meeting of members, alter its articles provided that such alteration does not have the effect of converting a public limited company into a private company unless it has been approved by the Central Government.

The articles must be printed, divided into paragraphs and numbered consequently and must be signed by each subscriber to the Memorandum of Association who shall add his address, description and occupation in presence of at least one witness who must attest the signature and likewise add his address, description and occupation. The articles of association of the company when registered bind the company and the members thereof to the same extent as if it was signed by the company and by each member.

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