Memorandum of Association

Articles of Association

1. The memorandum is the constitution of the company. It works within the scope of the

memorandum of association.

1. The articles contains the by laws for the day-to-day working of the

company. Article is framed within the orbit of memorandum of

association.

2. The memorandum is a must  for getting a company registered.

2. Public companies may not have their own articles but can adopt table A of schedule I as its articles.

Private companies limited by guarantee and unlimited companies

must have their own articles.

3. The memorandum of Associa-tion cannot contain anything

contrary to the companies Act.

3. The articles of association is subordinate to the memorandum and articles of association and

companies Act, Hence it cannot contain any thing contrary to both.

4. A company cannot do anything beyond the scope of the memorandum. Any act beyond its scope done will be void.

4. Anything done beyond the scope of articles of association will not be void and it can be ratified by a special resolution.

5. It regulates the relationship between the company and

members of the public.

5. It regulates the relationship between the company and the members and among member them selves.

6. Memorandum of association can be altered only under involves many formalities.

6. An articles of association can be altered by passing a special

special circumstances and

resolution only.