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Aoa - SHN
Aoa - SHN
Articles of Association
Concept :
Section 2(a) of the Companies Act, 1994 defines AOA as the document which lists the regulations
that govern the running of company, setting out the rights and duties of directors and shareholders,
individually and in meeting. The AOA are not set in stone and may need to be revised over time as
the business evolves. Alternation of the Articles of Association can be done as per Section 20 of the
Companies Act, 1994. It is the second crucial document for corporate governance.
According to Section 26, of the Companies Act, 2013, registration of AOA is:
• OPTIONAL for- Public Companies limited by share (if in case it does not have any AOA, Table-
A will be applicable)
• Number of directors
• Remuneration of director.
5. Capital regulations -
• Minimum capital amount, rules for change or increase – decrease of capital etc.
1.A registered article of association makes a contractual obligation among the members and the
company. So the members are obligated to follow the articles.
2.Company can file case against any member due to avoid articles. Any member can also file case
against other member or the company.
3.All money payable by any member to the company under the articles shall be considered as debts
due to him.
4.Since the articles of association in an open document to the company, assume that all related
parties are aware from the contents of articles. So if any parties make any transaction avoiding the
rules of articles, the company will not liable.
5. The power and responsibilities of directors are limited by the rules of articles. If any director violet
any rules of articles is to be liable personally.