changing the object clause of the Memorandum of a Company

What legal formalities must be complied with for changing the object clause of the Memorandum of a Company
The object clause (and also the registered office clause where the registered office is to be shifted to another State) of the Memorandum can be altered
only if the change enables the company
(i) to carry on its business more economically and more efficiently;
(ii) to attain its main purpose by new or improved means;
(iii) to enlarge or change the local area of its operation; (iv) to carry on some business which can be suitably combined with the present business of the
company;
(v). to restrict or abandon any of its objects specified in the Memorandum; .
(vi) to amalgamate the company with any other’ company; and (vii) to sell or dispose of the whole or any part of the undertaking of the company Sec. 17
(1)]. If any of the above purposes can be achieved, a company may alter its objects clause by passing a special resolution only Section 17(2) as
amended by the Companies (Amendment) Act, 1996]. A copy of special resolution authorizing the alteration together with a printed copy of the
memorandum as altered must be filed with the Registrar within thirty cays of passing such a resolution. The Registrar shall register the same and issue a
certificate of registration within one month. The alteration will be effective only on getting this certificate of registration. Section 17, 18 and 19).
It is important to note here that prior to the passing ofthe Companies (Amendment) Act, 1996, companies were also required to seek the approval of the
Company Law Board for alteration of the objects clause. Confirmation of the Company Law Board required under Section 17(2) shall no longer be
necessary.
If a company wants to alter the objects clause of its memorandum to take up an entirely new business activity (which is neither incidental or ancillary to its
main objects nor included in its 'other objects') by insertion of new objects, it would be necessary, in addition to adopting the procedure stated above, to
pass another special resolution at the same general meeting, according approval to the commencement of new business Section 149 (2 A) (i)]. This
section does not apply to a private company. A copy of this second special resolution must be filed with the Registrar within thirty days of passing the
resolution.