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Answer» Articles of Association contain rules and regulations regarding the management of the company’s internal affairs. - It defines the powers, duties, and rights of managers, officers, and the board of directors.
- It establishes a relationship between the company and its members.
Contents of Articles of Association: - The amount of share capital and different classes of shares
- Rights of each type of shareholders
- Procedure for making allotment of shares
- Procedure for issuing share certificates
- Procedure for transfer of shares
- Procedure for forfeiture of shares
- Procedure for reissue of forfeited shares
- Procedure for conducting meetings
- Procedure for appointment and removal of directors
- Duties powers and remuneration of directors
- Procedure for declaration and payment of dividend
- Procedure regarding the keeping of books of accounts and their audit
- Procedure regarding winding up of the company
- Seal of the company
Alteration of Articles of Association: - A company may change its Article of Association by passing a special resolution.
- A company can alter its Articles of Association in the following ways:
- by the adoption of a new set of an Articles
- by deletion of an article
- by addition or insertion of a new article
- by substitution of an article
- by amendment of an article
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