Entrenchment clause in the aoa
This query is : Resolved
ARUN KUMAR MAITRA
(Querist)
16 April 2014
Please advice whether the following entrenchment clause in the AOA is correct.If not can u suggest a specimen.It is most urgently required by me.
The following provisions in the Articles of Association cannot be altered unless unanimously approved by all the members at a duly convened General Meeting:
(a) Any amendment to the Article of Association of the Company or any charge or modification in the rights of the shareholders.
(b) Dissolution, liquidation or winding up of the Company
(c) Commencement of any new business or any diversification from the core business of the Company.
(d) Merger or amalgamation with any other entity or split/division of the Company
(e) Closure of the business or activities of the Company or sale or transfer of any of its undertaking
(f) Entering into any new business
(i) Subscription for or acquisition of any shares, debentures or securities or interest in any , other entity
(j) Sale or disposal of the whole or substantially whole of the undertaking of the business of the company and
(k) Giving Corporate Guarantee for any, person or business.
The following provisions in the Articles of Association cannot be altered unless unanimously approved by all the members at a duly convened General Meeting:
(a) Any amendment to the Article of Association of the Company or any charge or modification in the rights of the shareholders.
(b) Dissolution, liquidation or winding up of the Company
(c) Commencement of any new business or any diversification from the core business of the Company.
(d) Merger or amalgamation with any other entity or split/division of the Company
(e) Closure of the business or activities of the Company or sale or transfer of any of its undertaking
(f) Entering into any new business
(i) Subscription for or acquisition of any shares, debentures or securities or interest in any , other entity
(j) Sale or disposal of the whole or substantially whole of the undertaking of the business of the company and
(k) Giving Corporate Guarantee for any, person or business.
01 May 2014
Dear Sir, on the basis of info provided by you, cited clauses are undoubtedly correct.
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