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Thursday, December 27, 2007

Memorandum and help in achieving the objects given in the Memorandum

Articles are subordinate to the Memorandum and help in achieving the objects given in the Memorandum. They define the duties, the rights and the powers

of the Board of Directors and also the manner in which the business of the many is to be carried on. However, being subordinate to the Memorandum,

they cannot extend the :objects as defined in the Memorandum. The Articles define the area within which the shareholders may make such rules and

regulations for their own management as they think fit but not beyond the area defined by the Memorandum. Moreover, these rules should not
go beyond the provisions of the Companies Act. Every company except the public company limited by shares must frame its own Articles. However, a

public company limited by shares may either frame its own Articles or adopt Table A (Model rules) as given in the Companies Act. This chapter gives the

rules regarding Articles of Association.

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