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2 MARKS
1. IMPORTANCE OF MOA
• The MOA is a fundamental and vital document required for the registration of a
company.
• It clearly defines the span of operations and functions of the company. This document
has full control over the functioning of the company. The company cannot perform
activities outside this document limits unless necessary amendments have been made.
• It brings about transparency and is the medium via which all the stakeholders get full
information regarding the company.
• The clauses mentioned provide the complete details regarding the promoters of the
company. It contains name, address of all important persons associated with the
business.
8 MARKS
1. DIFFERENCE BETWEEN SALES AND AGREEMENT TO SALE
SALES AGREEMENT TO SALE
Transfer of property The property in the goods The transfer of property in the
passes from the seller to the goods is to take place at a future
buyer immediately so that time or subject to certain
the seller, is no more the conditions to be fulfilled.
owner of the goods sold. An agreement to sell is an
A sale is an executed contract executory contract.
LIABILITIES
1. Liability to the Company-
The liability of directors to the company arises under few circumstances only for example
the directors have acted ultra vires the company.
The liability of the Director to the company may arise from:
(a) Breach of fiduciary duty.
(b) Ultra Vires acts
(c) Negligence, and
(d) Mala fide Acts.
The directors are not personally liable to outsiders or third parties if they act within the
scope of the powers vested in them. The directors are not personally liable to the third
parties for any contract on behalf of the company.