Memorandum of Association and Articles of Association

two important documents of a company. But they differ in the following respects:
1. Natalie. Memorandum of Associating is the fundamental Charter of the company. It contains those fundamental conditions upon which alone the
company is granted incorporation. Articles of Association contains the males and regulations framed to govern the internal management of the company.
2. Alteration. There are strict restrictions on the alteration of
. Memorandum and some of its clauses cannot be altered without the prior permission of the Company Law Board. On the other hand, Articles can be
altered by a special resolution and Government's approval is required only for converting a Public Company into a Private Company.
3. Contents. Memorandum defines the objects and powers of the company. It fixes up the scoop and the extent of the activities of the company. Articles
from the byelaws of the company provides those regulations by which the objects and powers of the company can be carried out.
4. Status. Memorandum of Association is a supreme document. It is subordinate to the Act only. It cannot include any clause contrary to the provisions of
the Companies Act. Articles of Association is subsidiary to both the Companies Act and the Memorandum of Association. Articles cannot be framed in
contravention of the provisions of Law and the Memorandum.
5. Relation Defined. Though both are public documents. the Memorandum defines the relation between the company and the outsiders while the Amices
regulate the relations between the company and the members as member or members inter .'Ie.
6. Legal Effect. Things done by a company beyond the scope of the Memorandum are absolutely void and cannot be ratified even by a unanimous vote of
the shareholders. But things done by a company beyond the Articles are simply irregular and not void and can easily be confirmed or ratified subsequently
by the shareholders.
7. Filing. Every company must file its Memorandum of Association at the time of incorporation. But a public compa!1Y limited by shares need not file its
own Articles as it can adopt Table A of the Companies Act.