Alteration of Memorandum

Any clause in the memorandum may be altered by following the procedure laid down in the Company Act.

1.      The name of the company may be changed by a special resolution in general meeting and the approval of the Central Government.

2.      A company may by special resolution and with the sanction of the company Law Board changes (I) the registered office from one state to another (ii) the objects clause if such change is rendered necessary:

(a)    To carry on its business more economically and more efficiently,

(b)   To attain its main purpose by new or improved means,

(c)    To enlarge or change the local area of operation,

(d) To carry on some business which under existing circumstances may advantageously be combined with the business of the company.

(e)    To restrict or abandon any of the objects specified in the Memorandum.

(f)    To amalgamate with any other company or body of persons.

(g)   To sell or dispose of the whole or any part of the undertaking or any of the undertakings of the company or body persons.

3.      If the article authorize, a company limited by shares may by an ordinary resolution in general meetings alter its share capital so as to (I) increase  it by issue of new shares (ii) consolidate and divide its capital into share of large amount (iii) sub-divide its share into shares of smaller amount (iv) convert its fully paid up shares into stock or reconvert the stock into fully paid up shares or a (v) cancel share which have not been taken or promised to be taken at the time the resolution.

4.      If the article authorize a company by special; resolution confirmed by the court may reduce its share capital in any way and in particular by (i) reducing or extinguishing the liability of member for uncalled capital, (ii) writing off lost capital (iii) paying  off capital which is in excess  of the company’s requirement.