Explain THREE Content each contained in Article of Association; Memorandum of Association and Company prospectus. – NABTEB QUESTION

ARTICLES OF ASSOCIATION

i. The method of issue, transfer and forfeiture of the company’s shares.
ii. The right and responsibilities of shareholders.
iii. The rights and responsibilities of directors
iv. How directors and other officers may be appointed or elected.
v. The procedure for accounting and auditing the company’s books
vi. How the remunerations of auditors may be fixed.
vii. How the minutes of the Annual General Meeting may be recorded and preserved.
viii. Method of settling disputes that may arise in the company
ix. How dividends may be fixed and distributed
x. Procedure for winding up the company in the event of liquidation

MEMORANDUM OF ASSOCIATION

i. Name of the company
ii. Registered office address of the company
iii. The objectives of the company
iv. The amount of authorized capital and how it is divided into various classes of shares
v. A statement to the effect that in all its transactions he company’s liability is limited.
vi. The names of the company promoters, their respective addresses and the amount of shares taken up by each of them.
vii. The life span of the company
viii. Conditions under which the memorandum of association may be amended

COMPANY PROSPECTUS

i. Names and addresses of all the directors of the company and the promoters too.
ii. Types of shares available and cost of each share.
iii. When and how shares may be bought
iv. Minimum and maximum number of shares a subscriber may apply for
v. Report of the values of the company property
vi. Arrangement made with underwriters