Ultra vires (MOA)

Pvt ltd 1210 views 7 replies

If a private limited company engages in earning from new source of income, and that particular business activity is not very clear from Memorandum of Association, what must one do? A private limited company is primarily into shipping agency etc. Now the company has found a premises which can be hired and then rented out, and difference happens to be profitable. The MoA does not directly state such a business activity for the company, but there are certain clauses which can be interpreted in a way that permits the company to engage in such an business activity.

How does one interpret the various clauses of MoA?

Replies (7)

the activity of the comapny shold be defined in MOA of the company you have to change MOA accordingly

Hello,

 

I feel there is no contrvention as u mentioned that company is carrying primirarly  the Shipping Business(which i am assuming mentioned in MOA) above tht if company earning some income then i dont feel that its something ultra vires to MOA.

Contrary views are welcomed

 

Regards

Nidhi

The company is hiring a premises and renting it out. Does the below mentioned clause permits the company to engage in such a business activity?

 

"To acquire, buy, purchase, lease, exchange or otherwise own property, estates, lands, buildings, hereditaments, flats, garages, houses, halls, godowns, mills, factories, chawls, dwelling houses, or other interests therein, with any landed properties of any tenure or descripttion and any estate or interests therein together with all buildings and structures standing thereon. With any rights connected with such lands, estates, buildings, hereditaments, flats, garages, houses, halls, godowns, mills, factories, chawls, dwelling houses, bridges or other immovable properties and to turn the same to account as may be expedient and in particular by laying out and preparing building site by planting, paving, draining and cultivating land and by demolishing, constructing, reconstructing, altering, improving, furnishing, maintaining, administering, equipping the same and to various types of constructions of buildings, houses, garages, halls, theatres, palaces, music halls, flats, offices, premises, shops, mills, factories, chawls, dwelling houses, bridges or other landed properties and construction jobs, works and conveniences of all kinds and by consolidation and connecting and sub-dividing properties by leasing or otherwise disposing of the same and to advance money and to enter into contracts and arrangements of all lands with builders, tenants, occupiers.To purchase, sale, deal and traffic inlands, estates, houses, or other landed properties of any tenure whether freehold, leasehold or otherwise and any interest therein and generally to deal in, traffic, develop and turn to account any land by laying out and preparing the same for building purpose, constructing, altering, pulling down, decorating, maintaining, furnishing, fitting up and improving building, flats, garages, and entering into contracts and arrangements with builders, contractors."

 

Thanks

If the business is not mention than within the prescribed period MOA should be altered with special resolution to allow the company to engage in such business.

If Company Do the Business Other Than It Contained It Object Clause Of MOA .ThanIt IdS Controvention of MOA& Co Will Be Liable To Certain Penalty

Dear Mihir,

It is allowed as per the Object that yoiu hav stated.

Its not contravention of Object Clause of the MOA

Thanks & Regards

Shivi

Thanks very much to all.


CCI Pro

Leave a Reply

Your are not logged in . Please login to post replies

Click here to Login / Register