<>>> >>stream Members’ liabilities INTERPRETATION 5. * Strike out whichever is inapplicable Unformatted text preview: The Company’s Constitution Companies Act 2016 The Company’s Constitution In the Companies Act 2016 (“the CA 2016”), the term “constitution” is used to replace “memorandum of association” and “articles of association” collectively.Unless the company is a company limited by guarantee, it is no longer mandatory for the company to have a constitution. The name of the Company is [Company Name] Limited. Approximately 25% of companies adopted a new constitution this transition period. Universiti Teknologi MARA. /Title (PART B) %���� LIMITATIONS TO THE ALTERATION 1. endobj /b/Ƒ۰�&��ܾ@3��x��. The alteration will form part of the original Constitution from the date of passing of the special resolution. Sign in Register; Hide. The directors may exercise all the powers of a company except any power that this Act or the constitution of the company requires the company to exercise in general meeting. BUSINESS Directors may undertake or discontinue any business 3. The company shall notify the Registrar of the alteration or amendment of its constitution and lodge a copy of the constitution as altered or amended within thirty days from the date the special resolution was passed. THE COMPANIES ACT 2016 _____ PUBLIC COMPANY LIMITED BY SHARES ... Constitution or be read as essential part of this Constitution. The Constitution is amended bythe repeal of the Preamble ALTERATION OF CONSTITUTION 180 Company may alter or amend Constitution 31 EFFECT OF LISTING REQUIREMENTS 181 Effect of Listing Requirements of the Exchange 31 vi. ACT 777 . Article Any provisions in this Constitution. It cannot go beyond Companies Act 2016. Section 21 of the Companies Act, 2016. Compliance with statutes regulation and rules 42 EFFECT OF LISTING REQUIREMENT 166. <>/ExtGState<>/ProcSet[/PDF/Text/ImageB/ImageC/ImageI] >>/MediaBox[ 0 0 595.32 841.92] /Contents 4 0 R/Group<>/Tabs/S/StructParents 0>> /Length 3899 The company may decide whether to revoke entirely the Constitution or amend certain clauses. A7.1 Companies have the full capacity of a natural person under the Companies Act 2016 [s 21(1)]. To alter the Company Constitution a special resolution must be done. The name of the Company is PETRONAS DAGANGAN BERHAD. A company may sue a member and a member may sue the company to enforce or restrain breaches of the constitution or new CA. The company then has to submit a notice of the special resolution within 14 days to the Registrar. <> – e.g. 2018/2019 ÷” 3ü´$Üê-ù¢†?MBE™b1ÒÉiˆ\N× oYœn29Ý `–Ðƹä$jx´œÁß®‹ òæj[fÙÄ{xºR2‰Þªô`V2wV ÇuçÕDÒ° 35 Notice to registrar where company's constitution altered by order U.K. (1) Where a company's constitution is altered by an order of a court or other authority, the company must give notice to the registrar of the alteration not later than 15 days after the alteration takes effect. Act The Companies Act 2016 as amended from time to time and any re-enactment thereof. 2. The CA 2016 reformed almost all aspects of company law in Malaysia. Under the Companies Act 2016 (“New Act”), the M&A is replaced by Constitution. It is an offence under section 591 of the Companies Act 2016 to make or authorize the making of a statement that a person knows is false or misleading and that person may be liable, upon conviction, to imprisonment for a term not exceeding ten years or to a fine not exceeding RM3million or to both. CONSTITUTION OF [COMPANY NAME] LIMITED 1. COMPANIES ACT 2016. 3 0 obj endobj It is an offence under section 591 of the Companies Act 2016 to make or authorize the making of a statement that a person knows is false or misleading and that person may be liable, upon conviction, to imprisonment for a term not exceeding ten years or to a fine not exceeding RM3million or to both. endobj /Filter/FlateDecode /Creator (pdfFactory Pro www.pdffactory.com) << The liability of the members is limited. An Act to amend the Constitution of Zambia. Alteration/amendment of Constitution Sec 33 (1) – the constitution shall, when adopted, bind the company and the members to the same extent as if the constitution had been signed and sealed by each member and contained covenants on the part of each member to observe all the provisions of the constitution. Conversion of Company Status 7. 101671-H >> Name of Company 5. 1. 4 0 obj [Act 36 of 2014 wef 03/01/2016] ... the alteration of any provision in the constitution of a company which affects or relates to the manner in which the rights attaching to the shares of any class may be varied or abrogated shall be deemed to be a variation or abrogation of … Under section 619(3) of the Companies Act 2016, for existing companies already registered under the previous law, their M&A remains valid and enforceable under the Companies Act 2016, unless otherwise resolved by the company. /Author (aznira) * Strike out whichever is inapplicable Since the constitution constitute a contract among members of the company, outsiders who are not privy to the contract cannot enforce any rights conferred on them by the provisions of the constitution. The Company is a private company limited by shares registered under Part 2 of the Companies Act, 2014 (the “Act”). Under section 619(3) of the Companies Act 2016, for existing companies already registered under the previous law, their M&A remains valid and enforceable under the Companies Act 2016, unless otherwise resolved by the company. << Law of Association I (LAW604) Academic year. <> Pursuant to the Companies Act 2016 (the Act), the M&A are now collectively known as the Constitution. 1 0 obj Company with unlimited capacity 4 INTERPRETATION In this constitution, unless the subject matter or context dictates otherwise, the following words and phrases shall have the meaning assigned to them herein:- “Act" means the Companies Act, 2016 and any statutory modification, The company may decide whether to revoke entirely the Constitution or amend certain clauses. Effect of the Listing Requirements 42 . The company may decide whether to revoke entirely the Constitution or amend certain clauses. [8/2003] [Act 36 of 2014 wef 03/01/2016] [Aust., 2002, s. 198A] Execution of Documents 10. Section 21 of the Companies Act 2016. %µµµµ The Power of the Company 4. In this constitution, unless the subject matter or context dictates otherwise, the following words and phrases shall have the meaning assigned to them herein:- “Act" means the Companies Act, 2016 and any statutory modification, amendment or re-enactment thereof and any and every other legislation for the time being in force made thereunder and any written law for the time being in force concerning … Registered Office and Registers 9. The liability of the Members is limited. This article will provide an overview of the CA 2016. %PDF-1.4 – Section 131 : Subject to Section 132, a company may only make a distribution to the shareholders out of profits of the company available if the company is solvent. xœ½koÜ6ò»ü}\g­øÉ (Ð:I/E^M\iqØ8kggí‹×íå~ýÍð!‘’(ÑëÍÝÁéJ¢f†Ãys¨å_v›óÕÙ®øî»å»ÝêìãúCñnyzuýûòôëõzùzu±Ù®v›«íòííûÞúûzõaýåû?ž>8Z>%…ªj^œž?8"E ÿ'…¤UMy!µ®-N?ðŸÞÊââæÁQ]\˜+å®~zpônqR6‹«Ïåq³¸^mËcB_K®Ey,/ñYUþ^œþüàè `D¬¡¬jhˆè¼]>¥…®tQHµ¬QH%«ô{¬ $55É+9öæ¿ý‚£a–’TPHUiY(U‰‚°Š‰âËúÁÑùC˜|%Eñ—c€þ¹˜|å-¾a^ B`,a \JMqê@‡»¶ï^šñœ'E±|+üâäÙã¢^>_m/ŠÅz{üâŸåÜ2z& COMPANIES ACT 2014 CONSTITUTION 1 The Company 1 Main Object 1 Subsidiary Object(s) 1 Powers 1 Limited Liability 2 Income and property 2 Contribution by members on winding-up 3 Prohibition of distribution to members on winding-up 3 Additions, alterations or amendments 4 Keeping of accounts 4 ARTICLES OF ASSOCIATION 5 %PDF-1.5 Under section 619 (3) of the Companies Act 2016, for existing companies already registered under the previous law, their M&A remains valid and enforceable under the Companies Act 2016, unless otherwise resolved by the company. Minimum Number of Members 380310-D) Incorporated in Malaysia This is the Appendix referred to in the Notice of the 23rd Annual General Meeting dated 29 April 2019. The Companies Act 2014 transition period gave companies the opportunity to adopt a new constitution to reflect the new provisions of the Companies Act 2014. The … /CreationDate (D:20171026122634+08'00') It is an offence under section 591 of the Companies Act 2016 to make or authorize the making of a statement that a person knows is false or misleading and that person may be liable, upon conviction, to imprisonment for a term not exceeding ten years or to a fine not exceeding RM3million or to both. 377627-W 1 THE COMPANIES ACT, 2016 PUBLIC COMPANY LIMITED BY SHARES CONSTITUTION OF AJIYA BERHAD INTRODUCTION 1. 3. Allottees Such persons whose application for the Company’s unissued Shares has been accepted by the Company and notice of allotment duly sent to him. 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