All about Association Clause in MOA

Kush Shah | Last updated: 24 June 2021

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Quick Summary

The Association Clause, also known as the Subscription Clause, is the final part of a company's Memorandum of Association (MOA). It's where the founding members, or 'subscribers,' formally agree to form the company by signing. These individuals, also called promoters, must each take at least one share. The number of subscribers required varies depending on the company type: seven for public companies, two for private companies, and one for a one-person company.

This is the last clause of MOA (Memorandum of association) (aka Subscription Clause). A company itself is an association of persons and this association is formed by Memorandum. The individuals who want to be part of this association need to sign a Memorandum of the company. This part where such signatures are affirmed is called the association clause. The people signing such association clause are called first subscribers or promotors. The first subscribers or promotors are needed to take at least 1 share of the company.

Association Clause in MOA: What You Need to Know

It shall be signed by at least 7 or more people if it is a public company.
It shall be signed by at least 2 or more people if is a private company.
It shall be signed by 1 person if it is one person company (OPC).

These signatures are to be affirmed and witnessed by public notary as well, along with Name and Address proof.

There shall be witness for every single signature. There can be 1 witness for all the signatures, but none of the subscribers can be witnesses of each other.

Note: In case of Association contains an artificial person, MOA of company to be formed shall be signed by designated partner in case of an LLP, or by Authorized Board member in case of Company.

FAQ :

The Association Clause, also known as the Subscription Clause, is the final section of a company's Memorandum of Association (MOA) where the individuals forming the company sign to agree to its formation.

The first subscribers or promoters are the individuals who sign the Association Clause, signifying their intent to form the company. They are required to take at least one share each.

At least seven people must sign the Association Clause if it is for a public company.

For a private company, at least two people need to sign the Association Clause.

No, subscribers cannot act as witnesses for each other's signatures, although one witness can attest to all signatures.

Signatures in the Association Clause need to be affirmed and witnessed by a public notary, and require Name and Address proof.

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About the Author

Kush Shah

I am a CA Finalist and a Commerce Graduate. Apart from academics, I love playing keyboard, I am a state level medalist in Swimming Sport, I am Managing Partner at SCGF and I am Founder of Taxchela. My interest in sports has also helped me in understanding team dynamics.

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