Replacement of moa & aoa as per companies act 2013

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NEHA MAHAJAN (Querist)
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26 September 2014 Please provide me the format of Special Resolution to be passed to replace the existing MOA & AOA with the new one under Companies Act 2013.

Ankur Garg

Ankur Garg (Expert)
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27 September 2014 Shareholder resolution for Re-adoption of Article of Association

“RESOLVED THAT pursuant to the provisions of Sections 14 and other applicable provisions, if any, of the Companies Act, 2013, read with Companies (Incorporation) Rules, 2014, (including any statutory modifications or re-enactment thereof, for the time being in force), consent of the members of the Company be and is hereby accorded, to re-adopt the draft regulations contained in the Articles of Association submitted to this meeting in substitution, and to the entire exclusion, of the regulations contained in the existing Articles of Association of the Company.

FURTHER RESOLVED THAT for the purpose of giving effect to this resolution, Mr. Manoj Agarwal, Director of the Company be and is hereby authorised, on behalf of the Company, to do all acts, deeds, matters and things as deem necessary, proper or desirable and to sign and execute all necessary documents, applications and returns for the purpose of giving effect to the aforesaid resolution along with filing of necessary E-form as return of appointment with the Registrar of Companies, NCT of Delhi and Haryana.”

Thanks

Ankur Garg

Ankur Garg (Expert)
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27 September 2014 Download MOA and AOA as per Companies Act, 2013.

You may download new set of MOA and AOA as per Companies Act, 2013, from the link given below:

https://www.caclubindia.com/forum/download-sample-moa-and-aoa-as-per-companies-act-2013-298105.asp

Hope that the same would be of some help.

Thanks

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NEHA MAHAJAN

NEHA MAHAJAN (Querist)
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27 September 2014 Dear Sir

Thank you very much for your immediate reply. Can you please further advice me in the following issue:

I have changed the object clause of my Company in EGM held on 20.08.2014 and file MGT 14 on 18.09.14. ROC ask for its resubmission with new format of MOA and declaration by Directors.

Now I want to know can I take the declaration from Directors in current date and can I replace existing AOA with the new one in the same EGM and
resubmit the form.

Ankur Garg

Ankur Garg (Expert)
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27 September 2014 You can take declaration in current date after ROC comment. There is no issue at all. Obviously date of declaration shall be after ROC comment.

Thanks

NEHA MAHAJAN

NEHA MAHAJAN (Querist)
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27 September 2014 Really appreciate your timely advice

thanks

Ankur Garg

Ankur Garg (Expert)
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27 September 2014 You are always welcome and keep sharing your doubts through caclubindia.

Regards