Section 24Part 2 — Constitution and Incorporation of Companies and Associations
Alteration of articles by special resolution
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Subject to this Act and to the conditions contained in its memorandum, a company m ay, by special resolution, alter or add to its articles.
Any alteration or addition so made in the articles shall, subject to this Act , be as valid as if originally contained therein, and be subject in like manner to alteration by special resolution. 2 5. Adoption and effect of articles of association 25 . ( 1 ) If the memorandum of association is accompanied by articles of association the articles shall be signed by each subscriber to the memorandum in the presence of and be attested by at least one witn ess. ( 2 ) If the memorandum of association is not accompanied by articles of association, the company may, subject to the conditions contained in the memorandum of association, adopt articles of association which shall be signed by each existing member of t he company in the presence of and be attested by at least one witness, or may, by passing a special resolution under section 60 , adopt articles of association.
When registered the said articles of association shall bind the company and the members thereof to the same extent as if each member had subscribed that person’s name and affixed that person’s seal thereto, and there were in such articles contained a covenant on the part of that person , that person’s heirs, executors and administrators to conform to all the regulations contained in such articles subject to this Act ; and all monies payable by any member to the company in pursuance of the conditions or regulations shall be deemed to be a debt due from such member to the company. General Provisions