violation of AoA

[yoganand l]

what are the consequences of violating of the Articles of Association of a company.

in this regard, pls note that in this case the company is not violating the provisions of the Companies Act

 

regards,

yogan.

[shilpi shivangi]

Dear Yogan,

 

If a company violates aticles it can be ratified by the shareholders however such violation should not be ultra vires to the memorandum.

 

Regards,

Shilpi Shivangi

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[CS A Rengarajan]

No doubt companies act supersedes, many places in the act it has mentioned subject to provision in the articles. We need to refer articles of association on various occasions.

Unless specifically tell the subject, it is very difficult to answer

Best Regards

On Wed, Aug 25, 2010 at 9:53 PM, yoganand l <cs.y...@gmail.com> wrote:

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[yoganand l]

the Article has nothing to do with the Companies Act... its not a provision in the CA pls

 

regards,

yogan.

[CS A Rengarajan]

Dear Mr.Yogan

your reply to my comments

the Article has nothing to do with the Companies Act... its not a provision in the CA pls

My reply is  follows:  It is easy to comment in the forum. Before commenting in the forum, we need to have back up. What i have asked which article, the company has violated?  In the following sections,  

Articles of Association form and part of Companies Act  and  the following sections, the wordings are referred 

Table A of Regulations is form part of the companies act  If a company adopts Table A, then  for example, it has to follow affixation of common seal as per Table A.  it is form part of the companies act.  How can you  say that the article nothing to do with the Companies Act..

The provisions of sections 171 to 186 -

(i) shall, notwithstanding anything to the contrary in the articles of the company, apply with respect to general meetings of a public company, and of a private company which is a subsidiary of a public company; and

(ii) shall, unless otherwise specified therein or unless the articles of the company otherwise provide, apply with respect to general meetings of a private company which is not a subsidiary of a public company.

174. Quorum for meeting

(1) Unless the articles of the company provide for a large number, five members personally present in the case of ¹[public company (other than a public company which has become such by virtue of section 43A), and two members personally present in the case of any other company,] shall be the quorum for a meeting of the company.

175. CHAIRMAN OF MEETING.

(1) Unless the articles of the company otherwise provide, the members personally present at the meeting shall elect one of themselves to be the chairman thereof on a show of hands

Members view solicited

[yoganand l]

the article is not linked to any section in the companies act. thats what i meant to say.
the company cannot have anything in the AoA which is not linked to CA ??

try to answer my question sir. your reply is giving a new question that has nothing to do with my answer..
if you have a new question, you might ask by clicking on 'create new message' instead of replying my mail..


regards,
yogan.

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[CS A Rengarajan]

sorry i don't have new  question and only replying your answers.    Your earlier message not conveyed that is why i have written. Now you have  clarified.

regards

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