The Constitution, Directors & Company Secretary: Revision

Which of the following company must have the constitution?

• Company Limited by Shares

• Company Limited by Guarantee

• Unlimited Company

If a company decides to have a constitution, it must include the object clause in the constitution.

• TRUE

• FALSE

A member of a company can enforce his/her rights in the constitution against other members.

• TRUE

• FALSE

Members have to follow the provision in company's constitution even though it is unfair to them.

• TRUE

• FALSE

Which of the following is not the proper procedure for the company to amend its constitution.

• Company must pass special resolution

• Lodge the copy of new constitution to Registrar

• Amend constitution to increase power of majority shareholder

The constitution cannot be amended by the company if it is prohibited by the Constitution itself.

• True

• False

A director or a member may apply to the court to alter the constitution only if it is not practical to follow the procedures in CA 2016.

• True

• False

It will not be considered Ultra Vires if the company does any transaction which is not stated in the object clause.

• True

• False

Based on Companies Act 2016, the ultra vires contract is considered invalid and cannot be performed by the company.

• True

• False

The contract between the company and the third party is still valid even though it is outside the objects clause.

• TRUE

• FALSE