Amend
Your MOA/AOA
Memorandum needs to be changed when there’s change in object or liability or capital. Prices starting at INR 5999/- only.
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What is Amendment to Memorandum?
All you need to know
To change the objects or aims and objectives of your business, you need to amend the Memorandum of Association. The MoA contains the object clause. This is not at all difficult. There’s a well-defined procedure for the same. For example, one mistake most companies make is to include several areas in the main objects. This will not be approved. For example, if you are in the IT business, you can cover all software services in the main objects, but other services, such as hardware, trading of related items must be included in ancillary objects.
Changes to the Memorandum of Association of a company would require the passing of a special resolution and shareholders consent. Other Changes to Memorandum can include changing the name of a company, changing registered office from state to state, alteration of objects clause, alteration of a capital clause or an increase of authorized capital.
Suggested Read: Difference between Memorandum of Association and Article of Association
Why Ebizfiling?
EbizFiling.com is an eminent business platform and a progressive concept, which helps end-to-end incorporation, compliance, advisory, and management consultancy services to clients in India and abroad. Memorandum Amendment procedure with Ebizfiling is easy, seamless, cheapest and quickest with EbizFiling.com! Apart from Memorandum Amendment Procedure, EbizFiling.com also helps entrepreneurs with ROC Compliances, LLP Annual Filing, OPC Annual Filing, Company Annual Filing and all other compliances easily. You may get in touch with our compliance manager on 09643203209 or email info@ebizfiling.com for free consultation.
Simple Prices No Surprises
Choose Your Package
ESSENTIAL
₹ 5999/-
(All Inclusive)
- Notice of EGM+ Explanatory Statement
- Board Resolution
- Special Resolution
- Revised MOA
- Form MGT 14 filing for Special resolution
- Amendment MOM/AOA of Private Limited Company (Authorized capital up to 1 lakh)-
ENHANCED
₹ 10999/-
(All Inclusive)
- Notice of EGM+ Explanatory Statement
- Board Resolution
- Special Resolution
- Revised MOA
- Form MGT 14 filing for Special resolution
- Amendment MOM/AOA of Private Limited Company (Authorized capital up to 40 lakhs)
When Memorandum is to be Amended?
Points to make your decision easy
Object Clause Change
Lawful objects can only be stated and included in the objects clause of the memorandum of association, whether the company engages in all those activities or not. Any activity which contravenes the objects clause and is not expressly mentioned in the Memorandum of Association would be considered beyond a company’s powers.
Name Clause
The name of the company must end with ‘Limited’ in the case of limited companies and ‘Private Limited’ in the case of a private limited company. The Companies Act, 2013 states that a company cannot be registered with an undesirable name.
Liability Clause
The Memorandum of Association must state whether the company is limited by shares or by guarantee. Also, the Memorandum of Association must mention that the liability of its members is limited.
Situation Clause
The Memorandum of Association must mention the State in which the registered office of the company will be located. The domicile of the company must be stated for determination of jurisdiction of Court, GST authorities, tax authorities, and ROC.
Capital Clause
The Memorandum of Association of a company having share capital is required to show the amount of share capital with which the company is being registered, and the division therefor into shares of fixed value.
MOA/AOA Amendment-Process Flow
5 Easy Steps
1
Submit Documents
2
Preparation of Resolutions
3
Preparation of Forms
4
Drafting of Revised MOA
5
Filing of Forms with MCA
Submit Documents
Our Compliance Manager collects your documents and a simple checklist. After verification by our team, we initiate the MOA amendment process smoothly and in compliance with legal requirements.
Preparation of Resolutions
We prepare and finalize necessary board and special resolutions. These are essential to legally approve the change in your company’s Memorandum of Association under the Companies Act, 2013.
Filing of Forms with MCA
Final forms, resolutions, and the updated MOA are filed with the MCA. Your Compliance Manager tracks the process until you receive official approval from the Registrar of Companies.
FAQs On Amendment of Memorandum
Get answers to all your queries
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What is the MOA & AOA of a company?
The Memorandum of Association (MOA) and Articles of Association (AOA) are key legal documents that define a company’s structure, objectives, powers, internal rules, and regulations. They are filed with the Ministry of Corporate Affairs (MCA) during company incorporation.
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When should a company amend its MOA or AOA?
Amendments are required when a company wants to change its name, registered office address, main business activity, capital structure, or internal management rules.
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Is government approval required for MOA/AOA amendments?
Yes, most amendments require approval from shareholders via a special resolution and submission of relevant forms to the MCA for final approval.
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What is the procedure to amend the MOA of a company?
The process includes:
Holding a Board Meeting
Passing a Special Resolution in a General Meeting
Filing forms like MGT-14 and INC-24 (in case of name change) with MCA
MCA approval is needed for certain clauses like the name or object clause. -
Can a company change its object clause?
Yes. To change the object clause (main business activities), the company must pass a special resolution and file Form MGT-14 along with an altered MOA.
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Is ROC approval required for amending AOA?
Yes. Once a special resolution is passed, the company must file Form MGT-14 with the altered AOA to the Registrar of Companies for approval.
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Can a company amend its AOA to convert from private to public company?
Yes. This requires prior approval from shareholders and the ROC. In such cases, Form INC-27 is filed along with MGT-14.
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Is it mandatory to notify the MCA for MOA/AOA amendments?
Absolutely. Every amendment must be reported to the ROC within 30 days of passing the resolution, failing which penalties may apply.
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Can MOA be amended without amending the AOA?
Yes. If only changes in business objects or registered office are needed, only the MOA is amended. AOA is amended when rules of internal management change.
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What forms are required to amend the MOA & AOA?
The common forms are:
MGT-14 – For filing a special resolution
INC-24 – For name change
INC-27 – For conversion of company type
DIR-12 – If change involves directors (in some cases) -
How much time does it take to amend the MOA & AOA?
It usually takes 7–15 working days, depending on the complexity of changes and MCA approval timelines.
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What are the fees involved in MOA/AOA amendment?
Government fees vary based on company type and share capital. In addition, professional fees apply for drafting, filing, and liaisoning with MCA. EbizFiling offers affordable packages for this.
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Can a One Person Company (OPC) amend its MOA & AOA?
Yes. However, the process is slightly simpler as the sole shareholder can authorize the change, and the resolution is passed by the individual member.
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Does the amendment require digital signatures (DSC)?
Yes. Authorized directors and professionals must use DSCs while filing the required e-forms with MCA.
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What happens if a company doesn’t report MOA/AOA changes to MCA?
Failure to file amendments within 30 days may attract late filing fees and penalties under the Companies Act, 2013.
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Can a Section 8 Company amend its MOA & AOA?
Yes. But it requires prior approval from the Regional Director (RD) apart from shareholder approval and ROC filings.
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Do all shareholders need to approve the amendment?
A special resolution (75% or more voting in favor) is needed in most cases for amending MOA or AOA.
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How can EbizFiling help with MOA & AOA Amendment?
EbizFiling provides end-to-end support from drafting resolutions, preparing forms, arranging Board/EGM documentation to MCA filing and follow-up for a smooth and compliant amendment process.
