Trusted by 10,000+ Businesses

Change in Object Clause - MOA Alteration Under Companies Act 2013

Reviewed by CA and CS Team, Patron Accounting LLP ICAI & ICSI Registered| 15+ Years Experience| Last Updated: Verify Credentials →

Section 13 Compliance: Legal process governed by Section 13 of the Companies Act, 2013. Requires Special Resolution at EGM.

MGT-14 Within 30 Days: ROC filing via Form MGT-14 within 30 days of resolution. Late filing attracts INR 1,00,000 penalty + INR 500/day.

7-10 Working Days: Process completed in 7 to 10 working days with expert CS assistance for private limited companies.

All Company Types: Valid for Private Limited, Public Limited, OPC, and Section 8 companies registered in India.

1,000+ companies served | 7-10 working days | 100% ROC compliant

15+ YearsIndustry Experience
CA & CSCertified Experts
4.9
Based on 500+ reviews

Get Free Consultation

Talk to a CA/CS expert today

🇮🇳 +91

Our team will get back to you shortly. No spam.

Real Stories from Real People

Hear how teams across industries use Patron to save time, cut costs, & stay in control.

Fetching latest Google reviews…
Needed to add SaaS and AI-related activities to our object clause. The Patron CS team handled everything in 8 days. Very smooth with zero surprises.
RM
Rahul M.
Director, Bengaluru Tech Startup
★★★★★
Expanding into exports and needed MOA updated. Patron filed MGT-14 well within the 30-day window. Responsive and professional throughout.
NS
Neha S.
CFO, Mumbai Manufacturing
★★★★★
Tried to do this myself but the MCA V3 portal was confusing. Patron took over and got our fresh certificate of incorporation in under 2 weeks. Worth every rupee.
AK
Arun K.
Founder, Delhi E-commerce Firm
★★★★★
Changed objects for our manufacturing company entering renewable energy sector. Patron drafted the object clause precisely - ROC approved without any queries. Professional service.
VP
Vivek P.
Director, Pune Manufacturing Co.
★★★★★

Join 10,000+ Satisfied Businesses

Join 1,000+ companies who trust Patron Accounting for MOA amendments and corporate compliance.

Talk to an Expert
10,000+Businesses ServedGST compliance and litigation support across India.
15+Years ExperienceDeep expertise in IP registration, GST & business compliance.
50,000+Documents FiledReturns, appeals, and filings handled accurately.
4.9★Client RatingTrusted by entrepreneurs, startups, and growing businesses.
ISO CertifiedProfessional standards and documented processes.
SSL SecureYour financial and business data is fully protected.

Change in Object Clause - Overview

📌 TL;DR - Change in Object Clause Services at a Glance

The object clause in your MOA defines the legal scope of every business activity. When your business evolves, the object clause must be updated under Section 13 of the Companies Act 2013. Requires Special Resolution at EGM (75% shareholder approval), MGT-14 filing within 30 days, and ROC certification. Penalty for late MGT-14: INR 1,00,000 + INR 500/day. Starting at INR 4,999.

The object clause in your company's Memorandum of Association (MOA) defines the legal scope of every business activity your company can undertake. When your business evolves - whether entering a new sector, pivoting your model, or diversifying revenue streams - your MOA object clause must be updated to reflect these changes legally under Section 13 of the Companies Act, 2013.

Any activity carried on by the company that falls outside the object clause is considered ultra vires - void and unenforceable under company law. Patron Accounting helps private limited companies, public limited companies, and OPCs complete the change in object clause process end-to-end: from board resolution drafting to e-MOA preparation and MGT-14 filing with the ROC.

Content is reviewed quarterly for accuracy.

What is the Object Clause in MOA?

The object clause is the third clause in every company's Memorandum of Association. It specifies the exact purposes for which the company has been incorporated and the range of activities it is legally permitted to undertake. Under Section 4(1)(c), the object clause is divided into: (a) main objects, and (b) ancillary objects necessary for furtherance of those objects.

The object clause serves three critical functions: it protects shareholders by ensuring investment is used only for stated purposes, informs creditors and regulators about the scope of activities, and binds the Board to utilise company funds strictly within stated objects.

Ultra vires acts (activities outside the object clause) are void and unenforceable. This makes periodic review and amendment essential for growing businesses.

Key Terms for Change in Object Clause:

Section 13 - Companies Act 2013 provision governing alteration of MOA including object clause. Requires Special Resolution.

MGT-14 - Form filed with ROC within 30 days of passing Special Resolution under Section 117(1).

Special Resolution - Requires 75% of shareholders present and voting at EGM to approve the change.

e-MOA (INC-33) - Electronic MOA with amendments filed on MCA V3 portal.

Ultra Vires - An act performed outside the scope of the object clause - void ab initio under company law.

MOA S.13 MGT-14 FRESH COI Change in Object Clause
Section 13 MGT-14 Filing

Why Do Companies Need to Change the Object Clause?

Common reasons for amending the object clause:

  • Business Expansion: Entering new sectors such as technology, manufacturing, or e-commerce
  • Diversification: Adding new product lines, services, or revenue streams
  • Merger or Acquisition: Absorbing the objects of an acquired entity
  • Pivot or Restructuring: Changing core business model or winding down existing activities
  • New Technology: Incorporating activities related to AI, fintech, or renewables
  • Regulatory Requirement: Certain regulated activities require specific mentions in MOA
  • NIC Code Change: Shifts in industrial activity requiring updated classification on MCA portal

Applies to: Private Limited (standard procedure), OPC (single member consent), Public Limited (postal ballot + newspaper publication + dissenting shareholder exit), Section 8 (prior ROC/RD approval required).

Patron Accounting's Object Clause Change Services

ServiceWhat We Do
Initial ConsultationReview existing MOA, identify required changes, confirm scope and new object clause wording
Board Resolution DraftingPrepare draft Board Resolution and EGM notice with explanatory statement under Section 102(1)
EGM CoordinationIssue 21-day notice, support conduct of EGM, draft and certify Special Resolution (75% approval)
e-MOA Preparation (INC-33)Draft amended MOA with updated object clause for MCA V3 portal; update NIC Code if applicable
MGT-14 Filing with ROCFile Form MGT-14 within 30 days with Special Resolution, EGM notice, and altered MOA attached
ROC Follow-UpTrack filing status and coordinate until fresh Certificate of Incorporation is received
Our Process

7-Step Procedure for Change in Object Clause

Under Section 13 of the Companies Act 2013. MGT-14 must be filed within 30 days. Late filing penalty: INR 1,00,000 (company) + INR 500/day continuing. ROC issues fresh Certificate of Incorporation.

Step 1

Convene Board Meeting

Issue 7-day notice to all directors. Agenda: approve proposed alteration, fix EGM date, approve draft EGM notice with explanatory statement under Section 102(1), authorise director/CS to issue notice.

Board convenedEGM date fixed
BOARD
Board Done01
Step 2

Pass Board Resolution

Approve proposed new objects, recommend for members' consideration via Special Resolution, authorise CS/Director to sign and file all required forms.

Resolution passedFiling authorised
Resolution Done02
Step 3

Issue EGM Notice (21 Clear Days)

Send notice to all members, directors, and auditors at least 21 clear days before meeting. Include agenda and detailed explanatory statement explaining reason, effect, and proposed new wording.

Notice issued21-day clock started
21 DAYS
Notice Sent03
Step 4

Conduct EGM and Pass Special Resolution

Hold EGM on scheduled date. Pass Special Resolution under Section 13(1) with at least 75% of votes cast in favour. Record proceedings in minutes.

SR passed75% approved
EGM75% PASS
SR Passed04
Step 5

Prepare Amended e-MOA (INC-33)

Draft amended MOA incorporating new or modified object clause. Submit electronic MOA in Form INC-33 on MCA V3. Update NIC Code if industrial activity changed.

e-MOA preparedNIC Code updated
INC33
e-MOA Ready05
Step 6

File MGT-14 with ROC Within 30 Days

File Form MGT-14 under Section 117 with: Special Resolution, EGM notice, altered MOA, and government fee based on authorised capital. Must be filed within 30 days of passing SR.

MGT-14 filedROC notified
MGT14
MGT-14 Filed06
Step 7

ROC Certification and Fresh COI

ROC registers new objects and issues fresh Certificate of Incorporation within 30 days of filing. This Certificate is conclusive evidence that all requirements have been complied with.

Fresh COI issuedObjects updated
FRESH COI
Complete07

Documents Required for Object Clause Change

DocumentPurpose
Board ResolutionAuthorises the proposed change and fixes EGM date
EGM Notice with Explanatory Statement21-day advance notice to all members, directors, auditors
Special Resolution (Certified True Copy)Passed at EGM with 75%+ shareholder approval
Altered Memorandum of Association (MOA)Printed copy showing new or amended object clause
e-MOA (INC-33)Electronic MOA filed on MCA V3 portal
Certificate of Incorporation (copy)Existing COI for reference in filing
DSC of Director / Company SecretaryRequired for e-filing on MCA portal
Proof of Payment of Government FeesAs per Companies (Registration Offices and Fees) Rules 2014
Additional Regulatory Approvals (if applicable)RBI, SEBI, or RD approval for regulated sectors or Section 8 companies

Common Mistakes to Avoid

ChallengeImpactHow Patron Accounting Solves It
Filing MGT-14 after 30 daysAttracts heavy penalty of INR 1,00,000 + INR 500/dayPatron Accounting files MGT-14 well within the 30-day window - zero delay, zero penalty
Insufficient EGM notice periodMinimum 21 clear days required (not counting notice day and meeting day)Our CS team calculates notice period precisely and issues compliant notices
Overly broad or vague new object clauseROC may reject clauses that are too wide or ambiguousExpert character-level review of new wording to ensure ROC approval
Forgetting to update NIC code on MCA portalWhen industrial activity changes, MCA Master Data must be updatedWe verify NIC Code applicability and update Master Data alongside MGT-14 filing

Object Clause Change Fees 2026

Fee ComponentAmount
Private Limited CompanyINR 4,999 + GST (board resolution, EGM, Special Resolution, e-MOA, MGT-14 filing)
One Person Company (OPC)INR 3,999 + GST (simplified single member consent process)
Public Limited CompanyINR 7,999+ + GST (postal ballot, newspaper publication, dissenter exit)
Government Filing Fee (MGT-14)Based on company's authorised share capital per MCA fee schedule
Penalty for Late MGT-14 (Company)INR 1,00,000 base + INR 500/day continuing (max INR 25,00,000)
Patron Accounting Professional FeesStarting from INR 4,999 (Exl GST and Govt. Charges)

All fees and charges listed are indicative only and do not constitute a binding offer. Final amounts may vary depending on the volume of work and the complexity involved.

Professional service charges for drafting, filing, and representation are separate from the statutory fees. The exact fee depends on the complexity of the case, disputed amount, and number of hearings required. Contact us for a detailed quote.

Get a free Change in Object Clause consultation - Call +91 945 945 6700 or WhatsApp us. No-obligation assessment.

Object Clause Change Timeline

StageEstimated Timeline
Board Meeting + Board Resolution1-2 days
EGM Notice Period (minimum 21 clear days)21 days
EGM + Special Resolution passed1 day
MGT-14 filing with ROC + e-MOA preparation3-5 working days
ROC verification and certificationUp to 30 days from filing
Total end-to-end (Patron Accounting - Pvt Ltd)7-10 working days
Total end-to-end (Public Limited)30-45 days

Penalty Warning: Late MGT-14 filing attracts INR 1,00,000 base penalty for company + INR 500 per day of continuing default (max INR 25 lakh). Each officer in default: INR 50,000 + INR 500/day (max INR 5 lakh). Condonation of delay requires Form CG-1 with MCA.

Key Benefits

Why Choose Patron Accounting for Object Clause Change?

Expert CS-Led Process

Company Secretaries with hands-on MCA V3 portal experience handle the complete filing process.

Accurate Wording Review

Character-level review of new object clause wording to avoid ROC rejection.

On-Time MGT-14

Zero delay, zero penalty. Filed well within the 30-day statutory window.

Transparent Pricing

Fixed pricing from INR 4,999 with no hidden charges. Government fees quoted separately.

End-to-End Handling

From board resolution drafting to ROC certification follow-up - updates at every stage.

Pan-India Service

1,000+ businesses served. Offices in Pune, Mumbai, Delhi, Bangalore.

Why Companies Trust Patron Accounting

1,000+ Companies Served | 7-10 Working Days (Pvt Ltd) | 100% ROC Compliant | Expert CA and CS Team | 15+ Years Experience

Pvt Ltd vs OPC vs Public Ltd - Object Clause Change

ParameterPvt LtdPublic Ltd
EGM RequiredYesYes
Postal BallotNoYes (for unutilised funds)
21-Day NoticeYesYes
Newspaper PublicationNoYes - English and vernacular
Exit for DissentersNoYes
NIC Code UpdateIf applicableIf applicable
ROC CertificationFresh COI issuedFresh COI issued
Typical Time (Patron)7-10 days30-45 days

Related Corporate Compliance Services

Legal Framework - Section 13 Companies Act 2013

ProvisionRequirement
Section 13(1)Object clause can be altered by a Special Resolution.
Section 13(6)ROC to certify alteration within 30 days of MGT-14 filing.
Section 13(8)Companies with unutilised public prospectus funds face additional requirements.
Section 13(9)Dissenting shareholders of public companies must be given exit option.
Section 117(1)MGT-14 must be filed within 30 days of passing the Special Resolution.
Rule 29 and Rule 32Procedure for MOA alteration including EGM notice requirements.
Section 173 + SS-1Board meeting notice requirements - minimum 7 days.
Section 101EGM notice to all members, directors, auditors - minimum 21 clear days.

External Authority Link: MCA Portal - Forms and Filing

Frequently Asked Questions - Change in Object Clause

Get answers about MOA alteration, Section 13 procedure, MGT-14 filing, penalties, and ROC certification.

Quick Answers

Which section? Section 13 of Companies Act 2013 read with Rule 29 and Rule 32.

Which form? MGT-14 filed within 30 days of Special Resolution.

Time taken? 7-10 working days (Pvt Ltd); 30-45 days (Public Ltd).

New COI required? Yes. ROC issues a fresh Certificate of Incorporation upon registering the change.

File MGT-14 On Time - Avoid INR 1 Lakh Penalty

Key Deadlines:

  • 7 days: Board Meeting notice to all directors
  • 21 clear days: EGM notice to all members, directors, auditors
  • 30 days: MGT-14 must be filed with ROC after Special Resolution - penalty INR 1,00,000 + INR 500/day for delay
  • 30 days: ROC certifies alteration and issues fresh COI

Ultra vires risk: Any activity outside your object clause is void and unenforceable. Amend before commencing new activities.

Call +91 945 945 6700 or WhatsApp us for a free consultation.

Change Your Object Clause - Starting at INR 4,999

Your MOA object clause defines the legal boundary of your business. Operating beyond it exposes your company to ultra vires risk - void contracts, regulatory action, and shareholder disputes. Amending proactively before commencing new activities is essential corporate governance.

Patron Accounting's CS team handles the complete process in 7-10 working days for private limited companies - from board resolution to fresh Certificate of Incorporation. 1,000+ companies served with 100% ROC compliance.

Book a Free Consultation - No Obligation.

Object Clause Change Services Across India

Get your MOA object clause changed from Patron Accounting offices across India.

Object Clause Change by City
MGT-14 filing and ROC certification from Patron Accounting

Content Created: March 2026  |  Last Updated:  |  Next Review: March 2027  |  Reviewed By: CA & CS Team, Patron Accounting LLP

This page is reviewed annually. Trigger: Companies Act 2013 amendments, Companies (Incorporation) Rules 2014 changes, or MCA filing procedure updates.

Back to Top