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Articles of association.

Gargi Ranade (CS) (619 Points)

10 November 2012

Dear All,

I understand that Articles of Association , generally prescribes the Authorised Share Capital of the company.

but If Articles state that Authorised share capital of the Company will be as per Clause V of the Memorandum of Association of the Company.

Whther same will be in contravention to any provision of the companies Act ,1956.

We wish to make this change, so as to avoid passing of special resolution at the time, each change in the authorised share Capital.

Please guide me on the issue.

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5 Replies

rohit joshi (Job) (89 Points)
Replied 10 November 2012

Gargi mam,i am unable to give yours questions reply..but as a company secretary please help me .. .I have just started my cs professional preparation and i want get clear all the 4 groups in one attempt..i m using sangeet kedia+scanner for all the subject n for tax bangar..is it possible to clear by this type of preparation ...my attempt dues on Dec-12

CS Ankur Srivastava (Company Secretary & Compliance Officer) (17848 Points)
Replied 10 November 2012

Dear Gargi ji,

The language that should come in Articles is :

The Authorised Capial of the company shall be of such sums and comprising of such number of shares as specified in clause V of the Memorandum of Association of the Company from time to time.

This is not the voilation of any section even it would prevent the company from passing special resolution each and every time when the company wants to modify its Authorised Capital.

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Gargi Ranade (CS) (619 Points)
Replied 10 November 2012

Dear Rohit,

Each person has different understanding levels, but I would like to suggest on my personal experience that for theory subject our modules are indeed nice. do it thouroughly , of cource to an extent scanner is good but do not rely much on it, as you may get tempted to put few topics in "option " catagory after reading scanner. It becomes very difficult when such option topics or matter pop up in practicle life....

Though scanner helps, it does not serve the real purpose of exam.

I have refered Sighnia for Direct Tax and for indirect Tax Module+ Manoharan / Bangar anything will do...

All the Best....

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