Memorandum of Association (MOA)


The Memorandum and Articles of Association of a company are the most important documents for the formation of a company and for its functioning thereafter.

The MOA contains the name, situation of registered office, objects, capital and liability clauses. The AOA are its bye-laws or rules and regulations that govern (directs) the management and internal affairs and the conduct of its business. Both the documents are required to be registered with the Registrar of Companies during incorporation.

Before dealing with a company, it is advisable to read the memorandum and articles of the company to understand aspects, such as powers of Board, scope of company’s activities etc. and its relationship with the outside world.

The Memorandum of Association is a document which sets out the constitution of a company and is therefore the foundation on which the structure of the company is built. It defines the scope of the company’s activities and its relations with the outside world.

The first step in the formation of a company is to prepare a document called the memorandum of association. In fact memorandum is one of the most essential pre-requisites for incorporating any form of company under the Act. This is evidenced in Section 3 of the Act, which provides the mode of incorporation of a company and states that a company may be formed for any lawful purpose by the minimum number of persons required to form a Public, private or OPC by subscribing* their names or his name to a memorandum and complying with the requirements of this Act in respect of its registration.

*To subscribe means to append one’s signature or mark a document as an approval or attestation of its contents.


According to Section 2(56) of the Companies Act, 2013 “memorandum” means the memorandum of association of a company as originally framed and altered from time to time in pursuance of any previous company law (1956 Act) or this Act (2013 Act).

Section 4 of the Act specifies in clear terms the contents of this important document which is the charter of the company. The MOA of a company contains the objects to pursue with which the company is formed. It not only shows the objects of formation but also determines the scope of its operations beyond which its actions cannot go.


The purpose of the object clause in the memorandum is two-fold.

First, the intending shareholder before making investment in the company should know the field in, (e.g. steel or property) or the purpose for which it is going to be used and what risk he is taking in making the investment.

The second purpose is that anyone dealing with the company will know without reasonable doubt “what is the permitted range of activities of the company or within its corporate objects.”


The plaintiff sold margarine (butter) in retail shops, mainly in Scotland and the north of England. It had used the name ‘Buttercup Dairy Company’. The defendants proposed to sell margarine wholesale under the name ‘Buttercup Margarine Company’. The plaintiff, who carried on business under the name of the Buttercup Dairy Co., obtained an injunction against the defendant (Buttercup Margarine Co. Ltd.), on the grounds that the public might think that the two businesses were connected.

HELD: Ewing was successful and the injunction was granted.

Aishwarya Says:

I have always been against Glorifying Over Work and therefore, in the year 2021, I have decided to launch this campaign “Balancing Life”and talk about this wrong practice, that we have been following since last few years. I will be talking to and interviewing around 1 lakh people in the coming 2021 and publish their interview regarding their opinion on glamourising Over Work.

If you are interested in participating in the same, do let me know.

Do follow me on FacebookTwitter  Youtube and Instagram.

The copyright of this Article belongs exclusively to Ms. Aishwarya Sandeep. Reproduction of the same, without permission will amount to Copyright Infringement. Appropriate Legal Action under the Indian Laws will be taken.

If you would also like to contribute to my website, then do share your articles or poems at

We also have a Facebook Group Restarter Moms for Mothers or Women who would like to rejoin their careers post a career break or women who are enterpreneurs.

We are also running a series Inspirational Women from January 2021 to March 31,2021, featuring around 1000 stories about Indian Women, who changed the world. #choosetochallenge

Leave a Reply

Fill in your details below or click an icon to log in: Logo

You are commenting using your account. Log Out /  Change )

Google photo

You are commenting using your Google account. Log Out /  Change )

Twitter picture

You are commenting using your Twitter account. Log Out /  Change )

Facebook photo

You are commenting using your Facebook account. Log Out /  Change )

Connecting to %s

This site uses Akismet to reduce spam. Learn how your comment data is processed.