# Other Provisions related to MOA & AOA
## Effect of Registration of MOA & AOA [Section 10]
- Once registered, MOA & AOA become legally binding on the company and its members.
- However, MOA/AOA cannot bind the company or members to an outsider to give effect to AOA provisions.
- All monies payable by a member to the company under MOA/AOA is a debt due from him to the company.
## Act to Override MOA, AOA, etc. [Section 6]
- Provisions of the Companies Act have overriding effect over MOA, AOA, agreements, or resolutions.
- Any provision in MOA/AOA, agreement, or resolution that conflicts with the Act is void.
- Exception: If a section of the Act itself says that MOA/AOA/agreement/resolution will prevail, then those will prevail.
## Copies of MOA, AOA, etc. to be given to Members [Section 17]
- Company must send a copy of MOA, AOA, agreements, and resolutions (which are not included in MOA & AOA) to a member within 7 days of request.
- Default penalty: Company and officer in default — fine of ₹ 1,000 per day during which default continues, subject to a maximum of ₹ 1 lakh.
## Alteration of MOA/AOA to be Noted in Every Copy [Section 15]
- Every alteration in MOA & AOA shall be noted in every copy of MOA/AOA issued thereafter.
- Default penalty: Company and officer in default — fine of ₹ 1,000 for every copy issued without the alteration.
## Conversion of Companies Already Registered [Section 18]
Procedure:
1. Alter MOA & AOA as per the relevant provisions for the new class.
2. File application with ROC for conversion / alteration.
3. ROC shall:
- Close the former registration of the company, AND
- Issue a fresh Certificate of Incorporation (after registering required documents).
Key safeguard: Registration as a different class shall not affect liabilities, obligations, or contracts of the company that existed before conversion.