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AOA Amendment Services with Delfyle

The Articles of Association (AOA) are the internal rules of your company. We help you amend them to reflect changes in your business, ensuring your internal governance is legally sound and up-to-date.

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Articles of Association (AOA) Amendment – Seamless & Compliant with Delfyle

The Articles of Association (AOA) form the backbone of a company's internal governance. This essential legal document outlines the rights, responsibilities, and powers of directors, shareholders, and other officers, providing a clear framework for day-to-day operations and decision-making. Filed at the time of incorporation, the AOA can be amended later to accommodate the evolving needs and structure of the company.

At Delfyle, we simplify the AOA Amendment process, helping businesses adapt their internal rules to stay compliant and efficient. From drafting resolutions to filing Form MGT-14 with the Ministry of Corporate Affairs (MCA), our experts handle everything with precision.

What is the Articles of Association (AOA)?

The Articles of Association is a foundational document that governs how a company operates internally. It defines:

  • Roles of Directors – Appointment, removal, and powers.
  • Shareholder Rights – Voting, dividends, share transfer.
  • Meeting Procedures – For both Board and General Meetings.
  • Profit Allocation – Distribution rules for company profits.
  • Borrowing Powers – Guidelines for company loans.
  • Amendment Process – How changes can be made to the AOA.
  • Winding Up – Rules for closure and asset distribution.
  • Use of Company Seal – Procedures for official stamping.

The AOA is a dynamic document that can be altered through a formal legal process as per the Companies Act, 2013.

What is an AOA Amendment?

An AOA Amendment refers to legally modifying the Articles of Association to reflect changes in business strategy, regulatory compliance, or internal structure. Companies amend the AOA to:

  • Comply with new regulations.
  • Reflect changes in ownership or capital.
  • Update governance structures.
  • Realign with evolving business objectives.

The Articles of Association serve as a flexible framework for a company’s operations. Our amendment services help you update your AOA to reflect strategic changes, ensuring your internal rules always align with your business goals.

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"Adapt your company’s internal rules to new realities with our expert AOA amendment services, ensuring legal compliance and efficiency."

Team Delfyle

When Can a Company Amend Its AOA?

AOA modifications are commonly required under scenarios such as:

  • Conversion of Company Type: Private to Public Company or vice versa.
  • Change in Business Operations: New activities or changes in share capital.
  • Organizational Changes: Name change, share class alteration, or board restructuring.
  • Legal or Strategic Requirements: Adapting to new laws or including special provisions.

AOA Amendment: Legal Requirements & Step-by-Step Procedure

Legal Requirements for Amending AOA

To ensure the amendment is valid, the company must:

  • Pass a Special Resolution: Under Section 14 of the Companies Act, 2013.
  • Compliance: Ensure the amendment complies with both the Memorandum of Association (MOA) and the Act.
  • Timely Filing: File Form MGT-14 with the Registrar of Companies (RoC) within 30 days of the resolution.

If the amendment involves entrenchment provisions or conversion between company types, additional shareholder approvals may be required.

Step-by-Step Procedure for AOA Amendment

Step 1: Board Meeting

  • Convene a Board of Directors meeting to propose changes.
  • Pass a Board Resolution to approve the AOA amendment and call for a General Meeting.

Step 2: General Meeting

  • Send a 21-day notice for the General Meeting.
  • Pass a Special Resolution to approve the AOA amendment.

Step 3: Filing with RoC

  • File Form MGT-14 within 30 days.
  • Attach the Special Resolution, altered AOA, and meeting details.

Step 4: Legal Effect

  • The amended AOA has binding legal effect upon approval.
  • All copies of the AOA must be updated.

Key Takeaways for AOA Amendments

Important Considerations:

  • All changes must be approved by a Special Resolution.
  • Amendments must align with the MOA and the Companies Act.
  • Form MGT-14 is the key filing document.
  • Stamp duty is only for initial incorporation, not on amendments.

Delfyle’s Role:

We simplify this complex process by providing end-to-end support, from drafting resolutions to filing and ensuring all legal requirements are met, saving you time and preventing errors.

Why Choose Delfyle for AOA Amendment?

Seamless AOA Amendment Services

At Delfyle, we offer end-to-end AOA Amendment services tailored for your business needs.

Update Your Company's Internal Rules
Expert AOA Amendment for Seamless Governance

From changing shareholder rights to restructuring your board, our experts provide end-to-end support for a hassle-free and compliant AOA amendment process.

Legal Compliance

We ensure your AOA amendment adheres to the Companies Act, 2013, preventing legal issues and future complications.

Efficient & Timely

Our streamlined process ensures quick and accurate filing of Form MGT-14 and other documents to avoid delays and penalties.

Expert Guidance

Receive professional advice on how to structure your AOA amendments to best serve your company's evolving needs.

For instant assistance, Call us at +91 74395 87419