Change Objects of Private limited company in Memorandum at Rs. 2,999*/-*For Companies have paid up Capital upto Rs. 1 Lacs.
Objects of the business are the main purpose of the company for which it is incorporated and it defines the powers and limits of the company. The objects are stated in the memorandum of association in the third clause, hence any activity that is not mentioned in the objects clause of the memorandum shall be ultra vires and therefore, void.
So you need to Change in object clause of Memorandum if you wish to start any new activity.
Any Question in Mind?Fill this Form we will get back to you shortly.
What are the Consequences for failure to change Object Clause.?
Consequences of failure to get the resolution for alteration registered with concerned Registrar of Companies are as under:—
1. Any alteration in the memorandum of association under section 13 shall not have any effect until it has been duly registered in accordance with the provisions of section 13(10).
2. If the documents required to be filed with the Registrar of Companies under section 13 are not filed within the time allowed under that section, such alteration shall, at the expiry of such period, become void and inoperative.
Procedure for Change of Objects Clause of Company
Convene a board meeting by giving at least 7 days prior notice and Seek approval of the Board of directors regarding:
- Proposed main objects clause for the Pvt Ltd company and get the Approval of it by passing the board resolution
- Calling of EGM & fixing of day, date, time, venue etc.
- Authorizing any professional OR director for signing notice, filing of forms etc.
- Convene EGM by giving at least 21 days’ notice and can also give shorter notice, if 95% of the member gives their consent in writing.
- Send Notice of general meeting to all members along with Explanatory Statement (Section-102), Proxy Form, Route Map and Attendance Slip.
- Hold the general meeting and get approval of the members by passing a special resolution.
Filing of e-Form MGT-14 (efiling website: www.mca.gov.in)along with the prescribed filing fee within 30 days from the date of passing of special resolution with following attachments:
- Notice of EGM/ consent of shorter notice.
- Certified True Copy of special resolution & Minutes of change of name with explanatory statements annexed thereto.
- Altered Memorandum of association and Article of association
The Registrar will issue such certificate which shall be the conclusive evidence that all the requirements with respect to the alteration have been duly complied with by the company. Further, no alteration made under this section shall have any effect until it has been registered in accordance with the provisions of this section.
The alteration shall be complete and effective only on the issue of certificate by the Registrar.
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