fundamental conditions upon which alone the company is allowed to be incorporated

memorandum contains the fundamental conditions upon which alone the company is allowed to be incorporated."
Lord Macmillian. '"The purpose of the memorandum is to enable the shareholders, creditors and those ";10 deal with the company, to know what is its
pinnate range of enterprise."
Millrace. The memorandum of association is an extremely important document in relation to the affairs of the company. It may rightly be called a
'Charter' or the 'Constitution' of the company as it regulates the relationship of the company with the outside world. It lays down the powers and objects of
a company. and the scope of the operations of the company beyond which its actions cannot go. The company is bound to act according to the objects
and powers as contained in its memorandum. If the Company's acts go beyond the provisions of the memorandum, its acts will be ultra vies the
company, and without any legal effect. The purpose of the memorandum is to enable shareholders, creditors and those who deal with the company to
know what is the permitted range of the enterprise.
Thus, the Memorandum of Association has a twofold function. First, it defines what company is incorporated for, i.e., in positive tCTJns, it lays down the
activities the company shall engage in. Secony. it. in edict. lays down the boundaries beyond which the action of the company cannot go.
Memorandum of Association is a public document. and anybody dealing with the company is presumed to have a knowledge of the contents of the
Memorandum. As it is open to inspection, anybody may get its copy on payment of a nominal charge. Thus, anybody dealing with the company is bound
by the provisions of the Memorandum and therefore, cannot bind the company for ultra vires Acts.
The Memorandum must be printed, divided into paragraphs, numbered consecutively, and signed by each subscriber in the presence of one witness (not
being a subscriber himself).