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Key Benefits

  • Ensures the company’s charter remains compliant with the evolving provisions of the Companies Act, 2013, and MCA notifications.
  • Improves the company’s "Bankability" by aligning the Object Clause with the requirements for securing specific licenses or loans.
  • Reflects strategic changes in the company's identity, such as a Name Change or a Registered Office shift across States.
  • Enables the company to diversify its business activities by expanding the "Object Clause" to include new sectors or products.
  • Facilitates capital infusion by increasing the "Authorized Share Capital," allowing the company to issue new shares to investors.
  • Modernizes the internal governance of the company by adopting the latest "Table F" or customized Articles that suit current operations.
  • Adjusts the company’s legal structure during transitions, such as converting from a Private Limited to an OPC or a Section 8 Company.
  • Strengthens the rights of shareholders or directors by refining the "Articles of Association" to include specific protective clauses or veto rights.

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Experience Icon

7 Years

Of Experience

Cases Solved Icon

3622 +

Cases Solved

Awards Gained Icon

10 +

Awards Gained

Trusted Clients Icon

144 k +

Trusted Clients

Queries Solved Icon

36 k+

Queries Solved

Experience Icon

7 Years

Of Experience

Cases Solved Icon

3622 +

Cases Solved

Awards Gained Icon

10 +

Awards Gained

Trusted Clients Icon

144 k +

Trusted Clients

Queries Solved Icon

36 k+

Queries Solved

Experience Icon

7 Years

Of Experience

Cases Solved Icon

3622 +

Cases Solved

Awards Gained Icon

10 +

Awards Gained

Trusted Clients Icon

144 k +

Trusted Clients

Queries Solved Icon

36 k+

Queries Solved

The Event Trigger

The Alteration of the Memorandum of Association (MoA) and Articles of Association (AoA) is a fundamental constitutional change governed by Sections 13 and 14 of the Companies Act, 2013. The "trigger" for this compliance occurs whenever a company decides to change its name, shift its registered office across states, alter its business objects, or increase its authorized share capital. Because these documents form the core of the company's legal existence, any change requires a high level of transparency and member approval.

In the 2026 MCA V3 regulatory ecosystem, these alterations are no longer just internal resolutions; they are digital updates to the company’s "Master Data." Any modification to the MoA or AoA must be filed as an integrated web-form. Specifically, the e-MOA (INC-33) and e-AOA (INC-34) frameworks have been upgraded to support real-time validation against the company's existing data.

For the FY 2025–26 cycle, the MCA has emphasized that companies must ensure their Audit Trail (Edit Log) captures the specific date and time the Board and Shareholders approved these alterations. This is critical for preventing backdated changes to the company's charter. A Special Resolution is almost always mandatory for these changes, and the clock starts ticking from the moment the resolution is passed at the Extraordinary General Meeting (EGM). Failure to notify the Registrar of Companies (ROC) within the countdown deadline renders the alteration legally invalid.

Document Required

Documents
  • 1 Permanent Account Number (PAN) Card of the Company.
  • 2 Aadhaar Card of the Authorized Director.
  • 3 PAN Card of the Authorized Director.
  • 4 Notice of Extraordinary General Meeting (EGM) with the Explanatory Statement
  • 5 Certified Copy of the Special Resolution (signed by the Chairman).
  • 6 Copy of the Altered MoA (with the amended clauses highlighted).
  • 7 Copy of the Altered AoA (with the updated regulations).
  • 8 Minutes of the Board Meeting approving the proposed changes.
  • 9 Attendance Sheet of the EGM where the resolution was passed.

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Pre-Event Procedures

Step Name Short Description Authority
Board Resolution Approval of the proposed alterations and calling for an EGM. Board of Directors
EGM Notice Sending a 21-day clear notice to all members and auditors. Company Secretary/Director
Special Resolution Approval of the alteration by at least 75% of the members present. Shareholders
RD/ROC Approval Required only for specific alterations (e.g., Office shift or Object change). Regional Director

Filing Requirements

Form Name Trigger/Description Countdown Deadline
MGT Filing the Special Resolution for alteration of MoA/AoA. 30 Days from EGM
SH-7 Specific filing for increasing Authorized Share Capital (Object/Capital). 30 Days from EGM
INC24/22 Secondary forms if the alteration is due to Name or Office change. As per Event

Penalty and Non-compliance Risk

Daily Monetary Penalty for late filing of MGT-14
Invalidation of the Business Objects or Capital Increase
Rejection of subsequent filings due to Master Data mismatch
Deactivation of Director Identification Number (DIN)
Personal Liability of Officers in default
Prosecution for misrepresentation of the Company's Charter
Suspension of Banking and Tender Eligibility

FAQs

Can we alter the MoA without an EGM?

No, any alteration to the MoA (except for capital increase in some cases) requires a Special Resolution passed by members.

What is "Table F"?
Does an increase in capital require MGT-14?
Is a Special Resolution always required for AoA?
How long does the ROC take to approve the change?
Can we change the Objects to something entirely different?
What is e-MOA and e-AOA?
Do we need a new PAN after altering the MoA?
What is the "Entrenchment" clause in AoA?

Seamless Compliance for Your Business

Focus on growing your business while we handle the complexities of statutory compliance. From GST filing to Annual Audits, our automated systems ensure you never miss a deadline.

CA
  • GST Filing & Reconciliation
  • Income Tax Returns (ITR)
  • TDS/TCS Returns
  • Statutory & Tax Audit
  • ROC Company Filings

What Our Clients Say

Discover what our satisfied clients have to say about their experience working with us

Sandeep Reddy
Founder, Retail Trading Business
" ARK Advisors made our audit process smooth and stress-free. Clear checklist, timely follow-ups, and very practical guidance. "
Anusha Sharma
Partner, Professional Services Firm
" Their team quickly identified compliance gaps and suggested actionable fixes. Reporting was crisp and easy for management to understand. "
Rohit Kulkarni
CFO, Manufacturing Unit
" We got strong process recommendations and control improvements. The audit insights genuinely helped us reduce leakage and improve discipline. "
Meghana Rao
Director, Startup
" Professional, responsive, and very transparent. They explained everything in simple terms and kept the entire process on schedule. "
Imran Khan
Owner, Hospitality Business
" The team ensured our documentation was audit-ready and supported us throughout. Great experience and strong attention to detail. "

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