# Distribution of MOA and AOA to Members

## Statutory Right of a Member

Every member has a right to obtain copies of the company's foundational documents on payment of prescribed fees.

## What Can Be Requested?

A member may request copies of:

1. Memorandum of Association (MOA)

2. Articles of Association (AOA)

3. Any agreement or resolution referred to in Section 117 (Resolutions and agreements to be filed) — if not already included in MOA/AOA

## Time Limit for Compliance

> The company must send copies within 7 days of receiving the request.

## Penalty for Default

If the company fails to comply, BOTH the company AND every officer in default are liable.

Penalty Component	Amount
Daily penalty	₹1,000 for each day of default
Maximum cap	₹1,00,000

Penalty = Lower of (₹1,000 × days of default) OR ₹1,00,000

## Memory Aid

"7 days to send, ₹1,000 per day, capped at ₹1 lakh"

Worked example

### Example 1

Example 1: A member requests MOA on 1 March, pays fees, but the company sends it only on 20 March. Calculate the default period and penalty.

Answer: Required to send by 8 March (7 days). Delay = 8 March to 20 March = 12 days. Penalty = 12 × ₹1,000 = ₹12,000 (within ₹1,00,000 cap). Payable by both company and officers in default.

### Example 2

Example 2: A member requests MOA but the company delays for 150 days. What is the penalty?

Answer: 150 × ₹1,000 = ₹1,50,000. But the cap is ₹1,00,000. Hence penalty = ₹1,00,000 (the lesser of the two).

⚠️ Common exam mistakes

Forgetting that the penalty is the LOWER of (₹1,000 × days) or ₹1,00,000 — not the higher.
Applying the penalty only on the company — both company and officers in default are liable.
Missing that Section 117 resolutions/agreements are also part of what can be requested.
Counting from the date documents were sent rather than from the request date for the 7-day window.

Reference: Section 17 — Companies Act, 2013

Now that you've read this — what's next?

Move from understanding → mastery in 3 clicks. Each option below picks up from this lesson's topic.

🔥 Drill 5 Qs on this → ✍️ Adaptive practice →

Distribution of MOA and AOA to Members (Section 17)

Worked example

⚠️ Common exam mistakes