How to draft AOA for a company

Just like the Memorandum of Association (MOA), the Articles of Association (AOA) are also equally important when registering a company. Read more guides on how to register a company in Nepal.

Points to be taken care of while drafting an AOA

Contents to be included in AOA are as follows:

  1. Exclusion wholly or in part of Table A

  2. Adoption of preliminary contracts

  3. Definitions

  4. Capital – Authorized / paid-up

  5. Allotment of shares, calls on shares, lien on shares

  6. Specific provisions pertaining to Preference shares, Debentures

  7. Transfer and transmission of shares, nomination, forfeiture of shares

  8. Share certificates, De-materialization

  9. Conversion of shares into stocks

  10. Voting rights and proxies

  11. Meetings and rules regarding Committee

  12. First Directors, Appointment of Managing Directors, Additional Directors, Secretaries, and Managers

  13. Delegation of Powers to directors, remuneration to directors

  14. Meetings of the Board, Committees of the Board

  15. General Meetings

  16. Accounts, Audit, Borrowing powers, dividend, and reserves

  17. Indemnity

  18. Winding up

View the sample format, download it, and use it to draft the Articles of Association AOA in Nepali and the Memorandum of Association MOA in Nepali

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