Companies Act, 2013
5.
Articles.
1. The articles of a
company shall contain the regulations for management of the company.
2. The articles shall
also contain such matters, as may be prescribed:
Provided
that nothing prescribed in this sub-section shall be deemed to prevent a company
from including such additional matters in its articles as may be considered
necessary for its management.
1.
2.
3. The articles may
contain provisions for entrenchment to the effect that specified provisions of
the articles may be altered only if conditions or procedures as that are more
restrictive than those applicable in the case of a special resolution, are met
or complied with.
4. The provisions for
entrenchment referred to in sub-section (3 ) shall only be made either on
formation of a company, or by an amendment in the articles agreed to by all the
members of the company in the case of a private company and by a special
resolution in the case of a public company.
5. Where the articles
contain provisions for entrenchment, whether made on formation or by amendment,
the company shall give notice to the Registrar of such provisions in such form
and manner as may be prescribed.
6. The articles of a
company shall be in respective forms specified in Tables, F, G, H, I and J in
Schedule I as may be applicable to such company.
7. A company may adopt
all or any of the regulations contained in the model articles applicable to
such company.
8. In case of any
company, which is registered after the commencement of this Act, in so far as
the registered articles of such company do not exclude or modify the
regulations contained in the model articles applicable to such company, those
regulations shall, so far as applicable, be the regulations of that company in
the same manner and to the extent as if they were contained in the duly registered
articles of the company.
9. Nothing in this
section shall apply to the articles of a company registered under any previous
company law unless amended under this Act.