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(2) The memorandum of a company limited by shares or by guarantee must also state that the liability of its members is limited.
(3) The memorandum of a company limited by guarantee must also state that each member under- takes to contribute to the assets of the company in the event of its being wound up while he is a mem- ber, or within one year after he ceases to be a mem- ber, for payment of the debts and liabilities of the company contracted before he ceases to be a member. and of the costs, charges, and expenses of winding up, and for adjustment of the rights of the contribu- tories among themselves, such amount as may be required, not exceeding a specified amount.
(4) In the case of a company having a share capital-
(a) The memorandum must also, unless the company is an unlimited company, state the amount of share capital with which the company proposes to be registered and the division thereof into shares of મ fixed amount;
(b) No subscriber of the memorandum may
take less than one share;
(c) Each subscriber must write opposite to his
name the number of shares he takes.
5. The memorandum must bear the same stamp as Stamp and if it were a deed, and must be signed by each sub- signature of scriber in the presence of at least one witness who dum must attest the signature.
memoran-
19 & 20 Geo. 5, c. 23, 8. 3. Ordinance
No. 8 of
1921.
Restriction
of memo-
6. A company may not alter the conditions con- tained in its memorandum except in the cases, in the on alteration mode and to the extent for which express provision randum. is made in this Ordinance,
19 & 20 Geo. 5, c. 23, s. 4.
which and extent to
7.-(1) Subject to the provisions of this section, Mode in company may, by special resolution, alter the pro- visions of its memorandum with respect to the objects which of the company, so far as may be required to enable objects of it-
company
altered.
(a) to carry on its business more economically may be
or more efficiently; or
(b) to attain its main purpose by new
improved means; or
19 & 20 Geo. or 5, c. 23,
(c) to enlarge or change the lorgi area of its
operations; or
(d) to carry on some business which under existing circumstances may conveniently or advantageously be combined with the business of the company; or
(e) to restrict or abandon any of the objects
specified in the memorandum; or
(f) to sell or dispose of the whole or any part of the undertaking of the company; or (g) to amalgamate with any other company or
body of persons.
(2) The alteration shall not take effect until, and except in so far as, it is confirmed on petition by the
court.
(3) Before confirming the alteration the court must be satisfied-
(a) that sufficient notice has been given b
every holder of debentures of the company, and to any persons or class of persons whose interests will, in the opinion of the court. be affected by the alteration; and
s. 5.
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