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MOA Amendment

A Memorandum of Association (MOA) Amendment is required when a company wants to alter its objectives, name, registered office, share capital, or any other clauses outlined in its MOA. As per the Companies Act, 2013, any such amendment must be approved by shareholders through a special resolution and filed with the Ministry of Corporate Affairs (MCA).

At Company Mitra, we simplify the MOA amendment process by handling documentation, shareholder approvals, regulatory filings, and MCA approvals, ensuring a hassle-free experience.

Requirements

✅ Board Resolution – Approval from the Board of Directors for the amendment.
✅ Shareholders' Special Resolution – Approval by shareholders in a general meeting.
✅ MCA Filings (MGT-14, SH-7, INC-24, etc.) – As per the type of amendment.
✅ Updated MOA Draft – Incorporating the approved changes.
✅ Approval from Authorities (if required) – For name change, capital alteration, or object clause modifications.

Benefits of MOA Amendment

🔹 Expands Business Scope – Modify objects to include new business activities.
🔹 Facilitates Capital Growth – Increase authorized share capital for future expansion.
🔹 Enables Company Restructuring – Alter registered office or change company name.
🔹 Ensures Legal Compliance – Keep corporate records up-to-date with MCA.
🔹 Enhances Market Position – Adapt to market trends and growth opportunities.

Document Required

Documents Required
- Board Resolution for MOA Amendment
- Special Resolution Passed in General Meeting
- Revised MOA & AOA (if applicable)
- MGT-14 Form with Certified True Copy of Resolution
- SH-7 Form for Share Capital Alteration (if applicable)
- INC-24 Form for Name Change (if applicable)
- Proof of Registered Office (if address change is involved)

Professional Fees

~~₹10,000.00~~ ₹5,000.00

Additional Cost

Process time

⏳ 7-15 working days, subject to MCA processing and approvals.

Steps

👉 Board Resolution for MOA Amendment
👉 Drafting & Finalizing the MOA Changes
👉 Shareholders’ Approval via Special Resolution in General Meeting
👉 Filing MGT-14 with MCA for Approval
👉 Additional Filings (SH-7, INC-24, etc., if required)
👉 MCA Approval & Issuance of Updated MOA

FAQ

1️⃣ What is an MOA Amendment?
An amendment to the Memorandum of Association (MOA) allows changes to the company’s objectives, name, share capital, or registered office.

2️⃣ Is shareholder approval required for MOA Amendment?
Yes, a special resolution must be passed at a general meeting.

3️⃣ What forms are required for MOA Amendment?
It depends on the amendment type. MGT-14 is mandatory for most changes, while SH-7 (capital change) and INC-24 (name change) may also be required.

4️⃣ Can a private company change its objectives freely?
Yes, but the change must comply with the Companies Act, 2013, and be approved by shareholders and MCA.

5️⃣ How long does the MOA amendment process take?
It typically takes 7-15 days, subject to MCA approval timelines.

6️⃣ What happens if the MOA is not updated after a change?
Non-compliance may result in penalties, fines, or business restrictions.

7️⃣ Is MCA approval required for all amendments?
Yes, any change in the MOA must be filed and approved by MCA through prescribed forms.

8️⃣ What is the penalty for late filing of MGT-14?
A company may be fined ₹200 per day, with additional penalties based on the duration of non-compliance.

9️⃣ Can an MOA amendment impact existing contracts?
If objects or company details change, contracts may require renegotiation to reflect the new business scope.

🔟 Can a company change its registered office through MOA Amendment?
Yes, but Form INC-22 must also be filed with MCA.

1️⃣1️⃣ What is the role of Company Mitra in MOA Amendment?
We handle the entire process, including documentation, resolution drafting, MCA filings, and follow-ups, ensuring compliance.

Compliances

Compliance Requirement	Due Date
📌 Board Resolution Approval	Before General Meeting
📌 Filing MGT-14 with MCA	Within 30 days of passing the resolution
📌 Filing SH-7 (if capital change)	Within 30 days from resolution approval
📌 Filing INC-24 (if name change)	After MGT-14 approval & before 60 days
📌 Updated MOA Issued by MCA	Upon successful processing

Penalties

Non-Compliance	Penalty
🚨 Delay in Filing MGT-14	₹200 per day + Additional Penalties (Sec. 117)
🚨 Failure to Update MOA	MCA rejection of new business activities
🚨 Late Filing of SH-7 (if applicable)	₹200 per day + Additional Fees
🚨 Failure to Obtain Special Resolution	MOA Amendment Declared Invalid

📜 Legal Reference – Companies Act, 2013

“A company altering its Memorandum shall file with the Registrar the special resolution passed under Section 13 within thirty days of its passing, along with a copy of the altered Memorandum.”