https://www.taxtmi.com/caselaws?id=97953 A special resolution altering a company's memorandum was treated as outside section 5 of the Companies Act, 1948 because it did more than restrict or abandon an existing object: it redefined the destination of surplus assets and therefore went beyond the permitted scope of alteration. The notice requirement was held to extend to debenture stockholders, and no sufficient notice had been given. The resolution was also not saved by section 23, because the surplus-asset provision had been framed in the memorandum as an object and could not be recast as a mere articles-type condition. The proposed alteration therefore did not take effect. en-us Tue, 22 May 1962 00:00:00 +0530 Wed, 18 Jan 2012 16:42:24 +0530 TaxTMI RSS Generator https://www.taxtmi.com/caselaws?id=97953 A special resolution altering a company's memorandum was treated as outside section 5 of the Companies Act, 1948 because it did more than restrict or abandon an existing object: it redefined the destination of surplus assets and therefore went beyond the permitted scope of alteration. The notice requirement was held to extend to debenture stockholders, and no sufficient notice had been given. The resolution was also not saved by section 23, because the surplus-asset provision had been framed in the memorandum as an object and could not be recast as a mere articles-type condition. The proposed alteration therefore did not take effect. Case-Laws Companies Law Tue, 22 May 1962 00:00:00 +0530 https://www.taxtmi.com/caselaws?id=97953