This is How You Can Make Changes in Your Company Memorandum & Article Of Association – You may be Updating, changing, discarding or amending your company memorandum & articles of association. You may need how and where to get a copy of memorandum and articles of association, memorandum and articles of association templates or article of association sample for private limited company. All of these require procedure for amendment and special resolution to change of your company articles of association
As a matter of fact, if you have made fundamental changes in your company formation, especially on issues relating to the directors, business object, share capital and shareholding status of shareholders, and other fundamental changes as to how your business is to be run and who does what, there is need to amend or alter the memorandum and the article of association of the company. Just read on.
How You Can Make Changes in Your Company Memorandum & Article Of Association
Table of Contents
May be the following questions could help you understand what we are talking about!
(1) What is Memorandum of Association and Articles of Association – MEMAT?
You must know what this is and what it contains and its purpose. Most company directors take the “MEMAT” as given. They never participated in the drafting of it. Now that you want to make this change, it’s time you know what the MEMAT is all about.
(2) Can you change articles of association?
Yes, you can. You can alter it by subtraction, addition further clauses or adjusting present clauses.
(3) What is article of association in company law?
Article of association defines your internal relations among the stake holders.
(4) What is the memorandum of association?
The memorandum of association defines your relationship with the outside world. The Object clauses tells the public what you can or cannot do in your business. While directors and shareholder’s information tells the entire world who you are, where you live and where the office is located.
How You Can Make Changes in Your Company Memorandum & Article Of Association
(5) Can I Change my Company’s Memorandum of Association?
Yes, you can. We will tell you shortly how to do this.
(6) How Can you Alter or Change your MEMAT?
There are requirements and procedures for doing this.
CAC REQUIREMENTS FOR ALTERING YOUR MEMAT
These requirement and conditions must apply.
- You have to submit through us a special board resolution for this change. The resolution must be signed by a director and the secretary or 2 directors only.
- A formal application requesting for this change, and giving reasons for the change. This must be signed by 2 directors or a director and secretary.
- Submit duly stamped Memorandum and Article of Association marked “Altered” reflecting the altered clauses and articles.
- You have to bring your company annual returns up-to date
- Updated section 553 of CAMA, where applicable
- Payment of the appropriate fees.
- Evidence of payment of FRC annual dues.
Additional Conditions:
- Notice of Memorandum alteration – 15 days from the resolution
- Alteration of business or object of company – 15 days after 28 days application to court for the cancellation
- Subscriber column in the Memorandum and article of association must not be altered in this process.
How You Can Make Changes in Your Company Memorandum & Article Of Association
How May We Help You?
Our approach to this is simple and is directed towards helping you in this matter. You will have to give us the personal data of every persons involved and the court order where appropriate. We will generate the other information for you and do the publication etc where applicable. This is the only way you can do this very fast.
Finally, we are Chartered accountants. Our firm Complete Full Marks Consultants Limited, is an accounting, auditing, taxation and management consulting firm. We are CAC accredited agents and consultants. So we are sure of how to help you better. Just contact us.
Contact us if you have need of us, via,
e-mail: [email protected]
Phone: +234 8034347851, +234 8097900795
Website: www.completefmc.com
Deacon Anekperechi Nworgu, a seasoned economist who transitioned into a chartered accountant, auditor, tax practitioner, and business consultant, brings with him a wealth of industry expertise spanning over 37 years.
