MOA Amendment
Amending the object, capital, name or liability clauses of a company's Memorandum of Association through shareholder approval and ROC filing.
The Memorandum of Association can be amended by passing a special resolution and filing Form MGT-14 with the Registrar, with the specific supporting form depending on which clause is changed — INC-24 for the name clause, SH-7 for the capital clause, or a straightforward MGT-14 filing for the object or liability clause. A change to the object clause of a company that has borrowed funds through public deposits may also need additional shareholder disclosures.
What our MOA amendment service covers
Matching the filing to the specific clause being changed.
- Reviewing the existing memorandum to identify the clauses requiring change
- Drafting the special resolution and explanatory statement for the AGM or EGM
- Filing Form MGT-14 with the Registrar within thirty days of the resolution
- Filing the clause-specific form — INC-24, SH-7 or others as applicable
- Updating the altered memorandum in the company's statutory records
- Advising on downstream updates needed for licenses tied to the object clause
Clauses commonly amended
Each clause carries a slightly different filing requirement.
Object Clause
Changed when a company adds or removes a line of business from its stated objects.
Capital Clause
Changed alongside an authorized capital increase, filed together with Form SH-7.
Name Clause
Updated automatically when the company's registered name is changed.
Our process
From initial consultation to completion.
Clause Review
Identifying exactly which clause needs amendment and the reason behind it.
Resolution Drafting
Preparing the special resolution and explanatory statement for shareholder approval.
ROC Filing
Filing MGT-14 and the applicable clause-specific form within the statutory timeline.
Record Update
Updating the altered memorandum and notifying relevant licensing authorities.
Why the memorandum needs to stay current
What sets our approach apart.
Activities outside the object clause are ultra vires
A company acting beyond its stated objects risks its actions being challenged as legally invalid.
Lenders and licensors check the memorandum
Banks and regulators often verify the object clause before approving loans or licenses.
Filing deadlines are strict
Form MGT-14 must be filed within thirty days of the resolution, with additional fees for delay.
MOA Amendment questions answered
What people ask before engaging us.
Need to amend your Memorandum of Association?
We'll draft the resolution and file the right forms for your clause change.
