Section 323 – The Companies Act,1956

The Companies Act, 1956

323. Special resolution of limited company making liability of directors, etc., unlimited

A limited company may, if so authorised by its articles, by special resolution, alter its memorandum so as to render unlimited the liability of its directors or of any director 1[***] or manager.

(2) Upon the passing of any such special resolution, the provisions thereof shall be as valid as if they had been originally contained in the memorandum:

Provided that no alteration of the memorandum making the liability of any of the officers referred to in sub-section (1) unlimited shall apply to such officer, if he was holding the office from before the date of the alteration, until the expiry of his then term, unless he has accorded his consent to his liability becoming unlimited.

1. The words “or of its managing agent, secretaries and treasurers” omitted by Act 53 of 2000, sec. 157 (w.e.f. 13-12-2000).

Previous | Next

The Companies Act, 1956

Indian Laws – Bare Acts

MyNation

Leave a Comment

Your email address will not be published. Required fields are marked *