Change in Memorandum of Association (MOA)
Expanding your objects, changing the name, shifting your registered office or altering capital? TAXAJ handles the complete alteration of MOA end-to-end — drafting the board & special resolution, redrafting the amended MOA, and filing Form MGT-14 with the MCA — for Private Limited, Public Limited, OPC & Section 8 companies.
The Memorandum of Association (MOA) is the charter or constitution of a company — the legal document that defines its name, registered office, objects, liability and capital, and sets the boundary beyond which the company cannot act. Any alteration of the MOA requires approval by the shareholders through a special resolution at a general meeting.
Changing the MOA is a detailed, technical exercise under the Companies Act, 2013 and must be handled with professional care. At TAXAJ, our Chartered Accountants, Company Secretaries and legal experts draft the amended MOA, pass the required resolutions, pay the applicable stamp duty and file Form MGT-14 with the MCA — so your alteration is accurate, compliant and effective.
MOA alteration underpins several corporate restructuring actions — a company name change, registered office shift across states, or a change in authorised capital.
⚖️ At a glance
- Governing law: Companies Act, 2013
- Key form: MGT-14 (special resolution)
- Approval: Special resolution at EGM/AGM
- Filing window: within 30 days of the resolution
- Timeline: approx. 5–7 working days
Which MOA Clause Are You Changing?
The MOA has eight clauses — a change to any one of them requires the MOA to be amended.
Name Clause
Change of the company's registered name.
Registered Office Clause
Shift of registered office, esp. state-to-state.
Object Clause
New / changed main business objects.
Main Objective
Core purpose the company pursues.
Incidental Objective
Objects incidental to the main object.
Other Objectives
Additional permitted activities.
Liability Clause
Limited / unlimited liability of members.
Capital Clause
Authorised share capital of the company.
What is the MOA?
The charter of the company — a legal document prepared at incorporation that defines its relationship with shareholders, its name, state of registration, objects, authorised capital and members' liability. The company cannot act beyond it.
How is it Altered?
By passing a special resolution at a general meeting of shareholders. A certified copy of the resolution and the amended MOA are filed with the Registrar in Form MGT-14 within 30 days.
eMOA & Signatures
Under the current MCA forms, subscribers sign the eMOA using DSC. Each subscriber's signature must be witnessed with name, address, description and occupation recorded.
How Altering Each Clause Works
Different clauses carry different approval requirements under the Companies Act, 2013.
Name Clause
Special resolutionChanging the company name requires altering the MOA by special resolution. For a Private or Public Limited company, Central Government consent is not required; in other cases it is. If a name resembles an existing company, the Central Government may direct a change — in which case an ordinary resolution is adequate. See our Company Name Change service.
Registered Office Clause
Special resolution + RD/ROCAltering the MOA is mandatory to shift the registered office from one state to another. A special resolution and Regional Director / ROC approval are required; the updated MOA is filed in both the departing and receiving states, and changes are made only after ROC approval. See our Registered Office Change service.
Object Clause
Special resolutionObject clause changes for a private limited company are straightforward. A company that has raised money from the public must pass a special resolution, display the details (with justification) on its website, and give dissenting shareholders an exit as per SEBI regulations.
Liability Clause
Special resolution · file in 30 daysThe liability clause may be altered (e.g. to make directors' liability unlimited), but the detriment to a shareholder cannot be made absolute. Pass a special resolution and file a copy with the Registrar within 30 days.
Capital Clause
Ordinary resolution · file in 30 daysThe capital clause can be changed by an ordinary resolution in general meeting — for sub-division, consolidation, conversion of shares into stock, or cancellation of unsubscribed capital. The altered MOA & AOA must be filed with the Registrar within 30 days. Often paired with a change in authorised capital.
MOA Alteration Procedure
Purchase & Consult
Buy the plan and tell us exactly which clause / change you need — our experts advise the right route.
Draft Resolutions & MOA
We draft the board resolution, special resolution and the amended MOA after consulting you.
Pass & Stamp
Convene the EGM, pass the resolution, and pay the applicable stamp duty.
File MGT-14
We file Form MGT-14 with the MCA within 30 days — and follow up to approval.
Documents Required for MOA Alteration
- ✓Name, contact number & email ID of the Authorised Director
- ✓Director Identification Number (DIN), if already allotted
- ✓Self-attested PAN, Aadhaar & passport-size photo of the Authorised Director
- ✓Specimen signature of the Authorised Director
- ✓Details of the change needed — new object, new name, capital, etc.
- ✓Valid DSC of the Authorised Director
🧾 Services Covered
Any alteration in the MOA · Secretarial assistance in drafting the Board Resolution and Special Resolution · Redrafting of the amended MOA · Filing of Form MGT-14 with the MCA and payment of stamp duty.
Who should buy: Any company that wishes to alter, amend or change its Memorandum of Association.
📅 Schedule Free 15-Min ConsultationTools That Help With MOA Changes
Explore More TAXAJ Compliance Services
Frequently Asked Questions
What is a Memorandum of Association (MOA)?
How is the MOA altered?
How does shifting the registered office affect the MOA?
How does altering the capital clause work?
Who can subscribe to a MOA?
Ready to Alter Your MOA?
CA · CS · Lawyer — one team for your MOA alteration, special resolution and MGT-14 filing, anywhere in India. Professional fee from ₹5,500 + Govt fees.