The Articles of Association (AOA) define the internal rules and regulations of a company. Amendments to the AOA may be required to reflect changes in company policies, structure, or operational needs. At Global Taxman, we assist in seamlessly amending the AOA to ensure compliance with all legal and regulatory requirements.
What is an AOA Amendment?
Amending the AOA involves modifying the clauses within the Articles of Association to align with the company’s current goals or legal obligations. It is a legal process requiring shareholder approval and filing with the Registrar of Companies (RoC).
When is an AOA Amendment Required?
Change in company objectives or operations.
Increase or decrease in authorized capital.
Adoption of new shareholding patterns or rights.
Conversion of the company (e.g., from private to public).
Compliance with updated legal regulations.
Step-by-Step Process
Board Resolution: Convene a board meeting to propose the amendment and set the date for the Extraordinary General Meeting (EGM).
Shareholders' Approval: Conduct an EGM and pass a special resolution to approve the amendment.
Drafting of Amendments: Update the AOA with the approved changes.
Filing with RoC: Submit the amended AOA along with Form MGT-7 and MGT-14 to the Registrar of Companies.
Registrar's Approval: Once approved, the updated AOA becomes legally binding.
Documents Required
Notice and minutes of the board meeting and EGM.
Special resolution passed in the EGM.
Copy of the amended Articles of Association (AOA).
Form MGT-14 and filing fee receipt.
Identity proof and consent of directors or shareholders, if applicable.
Why Choose Global Taxman?
Comprehensive Support: Assistance with drafting, approvals, and filing with the RoC.
Legal Compliance: Ensure all amendments comply with the Companies Act and other regulations.
Expert Team: Skilled professionals with experience in handling corporate legalities.
Timely Service: Fast and efficient handling of the entire amendment process.
Frequently Asked Questions (FAQs)
Can the AOA be amended at any time? Yes, but it requires shareholders' approval through a special resolution in an EGM.
What is the timeline for AOA amendment? The process typically takes 7–15 days, depending on RoC approvals.
Is government approval required for all amendments? No, only specific amendments, such as those related to regulatory compliance, may require additional approvals.
Can the AOA and Memorandum of Association (MoA) be amended simultaneously? Yes, if changes are interrelated, both can be amended together.
