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COMPANY CONSTITUTIONS - Coggle Diagram
COMPANY CONSTITUTIONS
MOA: MEMORANDUM OF ASSOCIATION
CONTENT
Company's name, office location, object clause, etc....
OBJECT CLAUSE
stating their purpose and activities that's been carried on. The objective of contract is legal unless it's forbidden by law
Forbidden by law: Fraudulent, immoral, opposed to public policy & defeating any law
Can be viewed to the public, to show what relationship the company has with the public
Ultra vires
Beyond the power @ lack of power
Beyond their capacity
Abuse of power
Exceeds the AOA
Effects
English law
Transaction made outside of object clause considered to be
void
Malaysia law
Transaction made outside, object clause is
valid
where the parties to the contract is concerned
AOA: ARTICLE OF ASSOCIATION
Can only be viewed for the internal
CONTENT
Table A, preliminary contracts, notices, etc......
EFFECTS
Essential
legal agreement between the business and the members as members
binding among the members collectively
Statutory contract
Not defeasible and incapable of being rectified by the court
Sec. 33(1)
Once registered, statutory contract is created. Each member had signed and sealed it