Shareholders approve altered MOA; new objects inserted under main objects clause
Himadri Speciality Chemical's shareholders have approved an altered Memorandum of Association and a new set of MOA.
By ScoutQuest · · 3 min read
- Approval Mode
- Special Resolution passed through postal ballot on 27 October 2026
- Postal Ballot Notice Date
- 18 September 2026
- MOA Changes
- Old Clause III(C) merged into Clause III(B); new objects inserted under Clause III(A)
What was approved
Himadri Speciality Chemical Ltd has informed BSE and NSE that its shareholders have approved the alteration of the company's Memorandum of Association (MOA) and the adoption of a new, full set of MOA drafted as per the Companies Act, 2013. The approval came through a Special Resolution passed by postal ballot on 27 October 2026. A Special Resolution is a resolution that needs a higher level of shareholder support than an ordinary resolution.
The details of the alterations were set out in the Postal Ballot Notice dated 18 September 2026 sent to shareholders and made available on the stock exchange websites. The amended MOA will be available on the company's website, www.himadri.com.
What exactly changed in the MOA
- The existing MOA was framed under the earlier Companies Act, 1956. Under that law, the objects clause (Clause III) was split into three parts: (A) main objects to be pursued on incorporation, (B) objects incidental or ancillary to those main objects, and (C) other objects for which the company is established.
- The Companies Act, 2013 requires only two parts: (A) the objects to be pursued on incorporation and (B) matters necessary for furtherance of the objects in III(A). So the old Clause III(C) has been merged into Clause III(B), and the clauses renumbered accordingly.
- That merger is stated to be without affecting the existing objects of the company. In simple words, the businesses the company was already allowed to do stay allowed.
- Separately, new objects have been inserted under Clause III(A) to enable the company to undertake new business activities.
- The new MOA also carries changes to the liability clause and the capital clause, made to align the company's constitutional document with the provisions and requirements of the Companies Act, 2013.
What an MOA is, in plain terms
The Memorandum of Association is the founding charter of a company. It sets out the company's name, registered office, objects (what it is allowed to do), the liability of its members and its authorised share capital. If a company wants to enter a line of business that is not covered by its objects clause, it generally has to amend the MOA first, and that needs shareholder approval. Here the company was already running an MOA written under the older law, and this exercise brings that document in line with the current law.
What this means for a retail shareholder
- This is an enabling, constitutional step. Adding new objects allows the company to undertake new business activities; it does not, by itself, mean a new business has started or that any money has been committed.
- The reorganisation of the objects clause into the format required by the Companies Act, 2013 is a housekeeping change and is stated not to affect the existing objects.
- The changes to the liability clause and the capital clause are described as alignment with the Companies Act, 2013.
- The shareholder vote is already done, so there is no pending approval action for investors on this item.
Also from Himadri Speciality Chemical
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Himadri Speciality Chemical posts audio recording of Q2 FY27 earnings conference call held 22 October 2026
23 Oct 2026
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