6.The memorandum is the basis of the company on which is existencedepends.Section 9 lays down that the memorandum cannot contain anything contrary tothe provisions of the Act. The memorandum must be signed at least by sevenmembers in the case of a public company and two members in the case of aprivate company. It is to be divided into paragraphs, numbered consecutivelyand printed. It must be dated and duly stamped.
Contents of Memorandum of Association (Section 13):i) Name clause:
A company may have any name which is not undesirable inthe view of the Central Government. For example, the name cannot beidentical or similar to the name of another existing company. It must contain atits end, the word ‘Limited’ if it is a public limited company or the words ‘PrivateLimited’ if it is a private limited company. But companies formed for thepromotion of art, science, etc., may be exempted from adding words “Limited”or “Private Limited” as the case may be, by means of general or special order granted by the Central Government under Section 25. Section 147(1) laysdown that the name must appear on the outside of every office or place of business in a conspicuous manner and on all bills, notices, etc., of thecompany.
ii) The Situation Clause:
It shows the State in which the registered office of the company is situated.
iii) The Objects Clause:
It states separately (1) the main objects and objectsancillary or incidental to the main objects to be pursued by the company and(2) other objects. It defines the powers of the company beyond which, thecompany cannot act. But it cannot contain the objects or powers which arecontrary to the provisions of the Act.
iv) The Liability Clause:
It states whether the liability of the members islimited to the extent of the nominal value of the shares or the extent of theamount guaranteed by the members or unlimited.
v) The Capital Clause:
It states the amount of the capital and the way inwhich it is to be divided into shares.
vi) The Association and Subscription Clause:
All the signatories of thememorandum make a declaration that they are desirous of forming themselvesinto a company and that they agree to take the number of shares mentionedagainst their respective names given therein, with their addresses andoccupations.
Question -3). Discuss the need for the development of cyber laws.