Company Law

Nowadays, two documents are vital to set up a new company, which are the memorandum and articles of association which contain the constitution of the company. Memorandum of association (MOA) is the document that manage the relationship between the company and the outsider, it is also being designed to state the affairs of the company and its purpose of operating .Memorandum should contain certain information according to Section 2of the Companies Act 1985.It shows that the MOA is require to set out the number of clause .They are the name clause, the domicile clause, the object clause, the liability clause, and the capital clause.
The name clause is to state the name of company. The company name is consider as important if the company is private limited company the name of the company should ended with ‘Limited’ as the last word. The domicile clause is to state that where the company has been register, the location stated the registered of the company whether registered in Wales or Scotland. The object clause, generally this clause will list out the thing and the permitted what the company can do and what company cannot do. This object clause will present what objective of the company will actually archive, what type of business will be operating. If the company has enter into any transaction is not included in the object clause, the transaction will be ultra vires and void.   The liability clause is to show whether the company is limited or unlimited. If the company is limited company the memorandum of the company should state that the liability of the member is limited, by the way for this clause may contain the terms of the guarantee where the company is limited by guarantee. The capital clause state that the amount of share capital are allowed company propose to register and its division .
If the companies enter into a transaction which is not included in the object clause, the transaction will be ultra vires and void which is recommended by common law.... [continues]

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