01.Companies Act Notes.docx

Articles of association it talks about the internal

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ARTICLES OF ASSOCIATION: It talks about the internal management of Company. It is subordinate to Memorandum of Association. If a Company does not prepare Articles of Association, Table ‘A’ to the First Schedule of the Companies Act is deemed to the Articles of Association of the Company. Articles of Association contain details like Powers of Directors, type of meeting to the conducted, quorum for meeting etc. The Borrowing Powers of Directors are given in the Articles of Association. CERTIFICATE OF INCORPORATION: The promoters would frame the Memorandum of Association, Articles of Association, and subscribe their names to these documents and submit the application to Registrar of Company for registration of the Company. Then ROC issues Certificate of Incorporation. This Certificate of Incorporation is just like the Birth Certificate of a Company.
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CERTIFICATE OF COMMENCEMENT OF BUSINESS This certificate was used to be issued by ROC to new Public Limited Companies on submitting satisfactory proof that it could raise the minimum public subscription. This certificate is not required for Pvt. Ltd. Companies because any short fall in the capital and commencement of business is brought in by the shareholders. As per the Amended provisions of the Act this certificate is not required for Public Limited Companies also RESOLUTION A Company is a legal person. Hence the resolution passed by Board of Directors as per the provisions of Articles of Association would along bind a company.
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  • Summer '18
  • .
  • Law, Corporation

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