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Alteration of MOA & AOA | Beyonte Compliance
Business Services · Corporate Changes

Alteration of MOA & AOA

Alter the Memorandum or Articles of Association — change company name, objects clause, authorised capital, liability clause, registered office state or any AOA provision — with special resolution and MCA filings.

  • 📜 MOA / AOA Change
  • 📄 Special Resolution
  • 🏢 INC-27 / MGT-14
  • ✅ ROC Filing
  • 📰 Name Availability
📜

Alter your company's MOA or AOA

Share the clause to be changed. We draft the altered document, obtain approval and file with ROC.

Talk to a CS →
What We Handle

A complete alteration of moa & aoa package

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MOA Clause Alteration

Name clause (INC-24), objects clause, liability clause, capital clause or registered office state (Clause II).

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AOA Amendment

Any Article of Association change — board composition, quorum, voting rights, transfer restrictions — via special resolution.

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Special Resolution & MGT-14

Special resolution passed at EGM — MGT-14 filed with ROC within 30 days.

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INC-27 / INC-24 Filing

Altered MOA / AOA filed with ROC — INC-24 for name change, INC-27 for conversion, SH-7 for capital increase.

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Name Availability Search

For name changes — name availability checked on MCA portal before EGM is convened.

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Board Resolution

Board resolution to convene EGM and recommend the alteration — passed before EGM notice is issued.

Key Requirements

What is needed for alteration of moa & aoa

Special Resolution Mandatory

Any alteration to MOA or AOA requires a special resolution of shareholders — board resolution alone is insufficient.

MGT-14 Within 30 Days

MGT-14 must be filed with ROC within 30 days of passing the special resolution — late filing attracts penalty.

Name Change — RoC Approval

For a name change, prior approval from the ROC (name availability + INC-24) is required before the EGM.

Objects Clause — Central Govt for Some

Alteration of objects clause may require Central Government approval for certain company types.

Capital Clause — SH-7

Increase in authorised capital (Clause V of MOA) requires Form SH-7 along with the altered MOA.

Registered Office State — Regional Director

Shifting registered office to another state requires Regional Director approval before MOA Clause II is altered.

ℹ️

Every MOA and AOA alteration requires both a special resolution AND a separate MGT-14 filing within 30 days. Filing only the altered document without MGT-14 leaves the resolution unregistered with the ROC. We file both simultaneously on the same day the resolution is passed.

Common Pitfalls

Common issues with alteration of moa & aoa

MGT-14 filed lateSpecial resolution not filed with ROC within 30 days — penalty and alteration technically unregistered.
Name change without ROC approvalEGM passed for name change without first obtaining name availability from ROC — the name cannot be used.
AOA not re-adopted after conversionCompany converts but does not adopt a new Table-F compliant AOA — governance gaps.
Objects clause change without complianceNew objects commenced before Clause III alteration is registered — ultra vires activities.
Capital increase without SH-7MOA capital clause altered without separate SH-7 filing — authorised capital not updated on MCA records.
Altered MOA/AOA not printedCompany continues using old printed MOA/AOA after alteration — not updating internal documents.
How It Works

Simple steps, no surprises

1

Clause and approval route confirmed

MOA or AOA clause to be altered identified — applicable form and ROC / RD / CG approval route determined.

2

Board resolution and EGM convened

Board recommends alteration — EGM notice issued with 21-day clear notice — special resolution passed.

3

MGT-14 and altered document filed

MGT-14 filed within 30 days — altered MOA / AOA filed with ROC — INC-24 / INC-27 / SH-7 as applicable.

4

Altered documents updated

New printed MOA / AOA issued — all internal records updated to reflect the alteration.

Related Services

Other services you may need

🏢 Private Limited Company →🔀 Change in Management →📍 Shifting Registered Office →📈 Increase Paid Up Capital →🚀 Startup Consultation →📍 Virtual Office Address →
FAQ

Frequently asked questions

The MOA contains five clauses — Name (I), Registered Office State (II), Objects (III), Liability (IV) and Capital (V). Each can be altered by special resolution, with some requiring additional approvals — Regional Director for Clause II (interstate shift), name availability for Clause I, and SH-7 for Clause V.

Yes. Any alteration to the Articles of Association requires a special resolution of shareholders under Section 14 of the Companies Act 2013. A board resolution alone is not sufficient.

Form MGT-14 is filed with the ROC to register a special resolution passed by shareholders. It must be filed within 30 days of the resolution. All MOA and AOA alterations must be accompanied by an MGT-14 filing.

Yes. A company can change its name by altering Clause I of the MOA. The process involves: obtaining name availability from the ROC (INC-1 or MCA portal), passing a special resolution, filing INC-24 and MGT-14 with the ROC — and the ROC issues a new Certificate of Incorporation with the changed name.

Yes. The objects clause (Clause III of the MOA) can be altered by passing a special resolution and filing MGT-14 with the altered MOA. The new objects take effect only after the ROC registers the alteration.

Ready to alter your company's MOA or AOA?

We draft the altered document, pass the special resolution and file MGT-14 and all related forms with ROC.

Get started → Call 9819000640