Articles of Association Template for India

Articles of Association set out the core rules for running a company in India - think of them as your company's internal rulebook. They cover how decisions get made, what rights shareholders have, and how the board of directors should operate. Under the Companies Act 2013, every Indian company needs these Articles when registering.

These rules shape everything from how shares can be transferred to how meetings are conducted and directors are appointed. While companies can use the standard Table F model from the Companies Act, many create custom Articles to better fit their specific needs. Any changes to the Articles need shareholder approval through a special resolution.

Creating Articles of Association is a critical first step when registering a company in India. You need these Articles ready before filing incorporation documents with the Registrar of Companies, as they form part of your mandatory registration package. Most startups and new businesses prepare their Articles during the pre-incorporation planning phase.

Companies also update their Articles when changing how they operate - like adjusting shareholder rights, altering board structures, or modifying share transfer rules. Growing businesses often revise their Articles before taking on new investors or going public, ensuring their governance structure matches their expansion plans.

• Memorandum And Articles Of Association: Standard combined format for most private companies, covering both company objectives and internal rules
• Company Limited By Guarantee Memorandum Of Association: Specialized version for non-profit organizations where members guarantee a fixed contribution
• Memorandum Of Association Of A Company Limited By Shares: Tailored for companies with share capital, detailing share classes and shareholder rights
• Memorandum Of Association Of Trading Company: Custom version for trading businesses with specific import-export provisions

• Company Founders: Create and approve the initial Articles during company formation, setting the foundational rules for their business
• Corporate Lawyers: Draft and review Articles to ensure compliance with the Companies Act 2013 and other relevant laws
• Board of Directors: Follow and enforce the Articles' provisions in day-to-day management and decision-making
• Shareholders: Vote on any amendments to the Articles and must comply with share transfer and voting rights provisions
• Company Secretary: Maintains the Articles, ensures compliance, and handles necessary updates or modifications
• Registrar of Companies: Reviews and registers the Articles during incorporation and when amendments are filed

• Basic Company Details: Gather company name, registered office address, objectives, and proposed capital structure
• Ownership Structure: Decide share classes, voting rights, and transfer restrictions for shareholders
• Management Framework: Plan board composition, director appointment process, and meeting procedures
• Business Rules: Define dividend policies, borrowing powers, and dispute resolution mechanisms
• Template Selection: Choose between Table F standard format or customized Articles based on business needs
• Stakeholder Input: Get feedback from founders, investors, and key team members on governance preferences
• Document Generation: Use our platform to create legally compliant Articles tailored to your specific requirements

• Company Name & Details: Legal name, registered office address, and type of company registration
• Share Capital Structure: Authorized capital, types of shares, rights attached to each class
• Board Provisions: Director appointment process, powers, meetings, and voting procedures
• Shareholder Rights: Voting mechanisms, dividend rights, transfer restrictions, general meeting rules
• Management Rules: Decision-making processes, quorum requirements, corporate seal usage
• Alteration Procedures: Methods for modifying Articles, special resolution requirements
• Winding-up Provisions: Procedures for company dissolution and asset distribution
• Compliance Declarations: Statements confirming adherence to Companies Act 2013 requirements

Articles of Association and Memorandum of Association are often confused, but they serve distinct purposes in Indian company law. While both are foundational documents required during incorporation, they focus on different aspects of the company's existence.

• Internal vs External Focus: Articles govern internal management and operations, while the Memorandum defines the company's relationship with outside stakeholders
• Scope of Contents: Articles detail day-to-day operations, board procedures, and shareholder rights, while the Memorandum states the company's objectives and powers
• Modification Process: Articles can be altered through special resolution with relative ease, but changing the Memorandum requires regulatory approval
• Legal Priority: The Memorandum takes precedence - Articles cannot contain provisions that contradict the Memorandum's statements