Distinction between memorandum and article of association
- Memorandum of association governs the company and outside world, whereas the article are internal rules of management
- Memorandum of association must be registered with registrar whereas the company may choose to adopt Table A of the Companies Act.
- Acts ultra vires the memorandum of association are void, while those ultra vires the Articles can be ratified members in a general meeting.
- The memorandum of association is subject to the Act, while the Articles are subject to both the Act and the Memorandum of Association.
- The memorandum is hard to alter while Articles are easily alterable.
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