Change of Object Clause of MoA — Process, Cost, GST Update (2026)
Change of object clause of MoA — Special Resolution, MGT-14, GST + PAN update. From ₹5,999, 15-30 days.
Changing the object clause of a company's MoA (Memorandum of Association) is a common amendment for growing businesses. In this guide, we cover the process, cost, and statutory updates.
Why Change Object Clause?
- Add new business activity (e.g., from IT services to manufacturing)
- Expand into new geography (e.g., from India to international)
- Add new product line (e.g., from apparel to accessories)
- Change from one industry to another (pivot)
- Compliance: ensure MoA reflects actual business activities
Object Clause — Main, Ancillary, Other
A company's MoA has 3 parts of objects:
- Main objects: Primary business activities (most important)
- Ancillary objects: Supporting activities related to main objects
- Other objects: Incidental activities (broader scope)
Process of Changing Object Clause
Step 1: Draft New Object Clauses
Draft new main, ancillary, and other objects. CA + legal review for consistency with Companies Act + regulatory requirements.
Step 2: Board Resolution
Board passes a resolution approving the new objects + convening of EGM.
Step 3: EGM + Special Resolution
Convene EGM. Pass Special Resolution (75% majority) approving the new objects + amended MoA.
Step 4: File MGT-14
File Form MGT-14 (resolution) with the ROC within 30 days of EGM. Attach amended MoA.
Step 5: ROC Filing + Approval
File the amended MoA with the ROC. Pay ROC fees + stamp duty. ROC processes the amendment.
Step 6: Statutory Updates
Update: GST (if new HSN code), bank, FSSAI (if food), MSME, IEC (if export), PAN (name is not changed, but activities are updated in MCA).
Timeline
| Step | Timeline |
|---|---|
| Drafting new objects | 1-3 days |
| Board + EGM resolution | 7-14 days |
| MGT-14 filing | 7-10 days |
| ROC filing + approval | 15-30 days |
| Statutory updates | 10-20 days |
| Total | 20-45 days |
Cost
| Item | Cost |
|---|---|
| Government fees (MGT-14 + ROC) | ₹2,000-₹5,000 |
| Stamp duty (state-wise) | Varies |
| Our service fee | From ₹5,999 |
| Total | From ₹7,999 |
Penalty for Non-Compliance
- MGT-14 late filing: ₹300/day (Pvt Ltd)
- Operating beyond objects: ultra vires acts are void (cannot be ratified)
- Failure to update statutory certificates: varies by statute
Common Mistakes to Avoid
- Vague or too-broad objects (can be challenged later)
- Not checking regulatory restrictions (e.g., insurance cannot be in the objects without RBI approval)
- Not updating GST (new HSN code may be required)
- Not updating bank (some banks ask for MoA + latest amendment)
- Not informing partners / customers / vendors
Frequently Asked Questions
Q: How long does object change take?
A: 15-30 days typically. Can be faster (7-15 days) if the resolution is clean + ROC is responsive.
Q: Can I add multiple new objects at once?
A: Yes. You can add multiple new objects in a single Special Resolution. We recommend keeping the objects broad enough to cover future business lines.
Q: Do I need to inform ROC if the change is minor?
A: Yes. Any change to the objects clause (even adding one new object) requires a Special Resolution + ROC filing.
Q: What is ultra vires?
A: An act beyond the company's objects clause is "ultra vires" and void. The company cannot be bound by it. To change the objects, follow the Special Resolution + ROC filing process.