Distinguish between the Memorandum of Association and the Articles of Association.

Question

Accepted Answer

The Memorandum of Association and the Articles of Association are both essential documents filed at the time of incorporation, but they differ in several important respects:

| Basis of Difference | Memorandum of Association | Articles of Association |
|---|---|---|
| Nature | The company's charter, defining its relationship with the outside world | The company's internal rule book, governing day-to-day management |
| Legal status | The dominant, supreme document | Subordinate to the Memorandum and to the Companies Act, 2013 |
| Effect of exceeding it | An act beyond the objects stated in the Memorandum is void under the doctrine of ultra vires and cannot be ratified even by all the members | An act beyond the Articles, but still within the Memorandum's objects, can generally be ratified by the members |
| Ease of alteration | More difficult to alter — usually a special resolution, and for some clauses further confirmation as prescribed by law | Comparatively easy to alter — ordinarily a special resolution of the members alone | …

Q.Distinguish between the Memorandum of Association and the Articles of Association.

Concept understanding — Articles of Association

Basis of Difference	Memorandum of Association	Articles of Association
Nature	The company's charter, defining its relationship with the outside world	The company's internal rule book, governing day-to-day management
Legal status	The dominant, supreme document	Subordinate to the Memorandum and to the Companies Act, 2013
Effect of exceeding it	An act beyond the objects stated in the Memorandum is void under the doctrine of ultra vires and cannot be ratified even by all the members	An act beyond the Articles, but still within the Memorandum's objects, can generally be ratified by the members
Ease of alteration	More difficult to alter — usually a special resolution, and for some clauses further confirmation as prescribed by law	Comparatively easy to alter — ordinarily a special resolution of the members alone

Q.Distinguish between the Memorandum of Association and the Articles of Association.

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