CORPORATE LAW: SAMPLE DRAFTING

N.B THIS IS JUST A SAMPLE DRAFT, DRAFTED FROM TABLE B FIRST SCHEDULE OF CAMA (PAGE 433)

THE FEDERAL REPUBLIC OF NIGERIA

COMPANIES AND ALLIED MATTERS ACT 2004

PUBLIC COMPANY LIMITED BY SHARES

MEMORANDUM OF ASSOCIATION

OF

CHIEF KARI OBI WEBER & SONS GROUP PLC

1.      The name of the company is “CHIEF KARI OBI WEBER & SONS GROUP PLC

2.      The registered office of the company will be situated in Lagos State

3.      The business for which the company is established are;

1.  

4.      The company is a Public Company

5.      The liability of the members is limited by shares

6.      The Authorized share capital of the company is #10,000,000 divided into 10,000,000 ordinary shares of N1.00 each.

We, the several persons whose names and addresses are subscribed, are desirous of being formed into a company in pursuance of this Memorandum of Association and we respectively agree to take the number of shares in the capital of the company set against our respective names.   

NAME	Address	Description	Numbers of shares taken	signature
CHIEF KARL OBI WEBER	NO 5 LAW SCHOOL DRIVE, ABUJA	BUSINESSMAN	300,000
XAVIER NIGERIA LIMITED	NO 4, KENZY ROAD ONITSHA, ANAMBRA	PRIVATE COMPANY LIMTED BY SHARES	300,000
KARL XAVIER NIGERIA LIMITED	NO 2 KARL STREET, ONITSHA ANAMBRA	PRIVATE COMPANY LIMITED BY SHARES	300,000
KARL MAX NIGERIA LIMITED	NO 4 KARL STREET, IKEJA LAGOS STATE	PRIVATE COMPANY LIMITED BY SHARES	100,000

DATED THIS 17TH OF DECEMBER 2016

WITNESS TO THE ABOVE SIGNATURES:

NAME: MUSA DERIN

OCCUPATION: DOCTOR

ADDRESS:NO 5 LAW SCHOOL DRIVE, IKEJA

DATE: 17TH DECEMBER 2016

SIGNATURE: 

    PUBLIC NOTICE: THIS IS THE REQUIREMENT UNDER SECTION 594 CAMA

                        AREWA WOMENS’ FOUNDATION

The general public is hereby notified that the above named association with the office in No 20 El-rufai Road, Kano State has applied to the Corporate Affairs Commission for registration under Part C of the Companies and Allied Matters Act Cap C20 LFN 2004.

THE TRUSTEES ARE:

1.      HAJIYA IDRISSA MARWA

2.      HAJIYA INNA HAUWA

3.      MARYAM SALIHU

AIMS AND OBJECTIVES

1.      To champion the rights of Muslim women and girls in the Northern Part of Nigeria

2.      To do all such things incidental to the attainment of the above object

Any objection to the registration should be forwarded to the Registrar-General of Corporate Affairs Commission, Plot 565, Ndota Street Wuse 5, Abuja within 28 days of the publication.

SIGNED:

Group4 esq

08138765200

Solaope2020@gmail.com

SOLICITOR

SPECIAL CLAUSE FOR AREWA WOMEN’S FOUNDATION

The income and property of the association shall be applied towards the promotion of the objectives of the body and no portion shall be paid or transferred directly or indirectly by way of dividends, bonus or otherwise however by way of profit to the members of the association". If in event of dissolution of the corporate body there remains after satisfaction of all its debts and liabilities, any property whatsoever, the same shall not be paid to or distributed among members of that association but shall be given or transferred to some other institutions having objects similar to the objects of the association, such institutions to be determined by members of the association at or before dissolution

MEMORANDUM OF ASSOCIATION OF LTD/GTE COMPANY THIS IS DRAFTED FROM FIRST SCHEDULE  TABLE C OF CAMA (PAGE 434)

THE FEDERAL REPUBLIC OF NIGERIA

COMPANIES AND ALLIED MATTERS ACT 2004

(COMPANY LIMITED BY GUARANTEE)

MEMORANDUM OF ASSOCIATION

OF

AREWA WOMENS’ FOUNDATION LTD/GTE

1. The name of the company is ‘’the Arewa Womens’ Foundation Limited Guarantee’’.

2. The registered office of the company will be situated in Nigeria.

3. The objects for which the company is established are:

a. To champion the rights of Muslim women and girls in the Northern part of Nigeria

b. To do all such things incidental to the attainment of the above object.

4. The company is a private company.

5. The liability of the members is limited by guarantee

6. The income and property of the company shall be applied solely towards the promotion of its objects, and no portion of the income or property shall be paid or transferred directly or indirectly to the members of the company. However, nothing herein shall prevent the payment in good faith of remuneration to any servant of the company or to any other person, for services actually rendered.

7. Every member of the company undertakes to contribute to the assets of the company in the event of the company being wound-up where he is a member or within one year after he ceases to be a member, and the costs, charges and expenses of winding-up which shall not be less than N10,000.00

8. If upon the winding-up or dissolution of the company there shall remain after the satisfaction of all its debts and liabilities any property of the company, the same shall not be paid or distributed among the members of the company but shall be given or transferred among some other companies having similar objects of this company which shall be determined by the members prior to the dissolution of the company.

We, the several persons whose names and addresses are subscribed, are desirous of being formed into a company limited by guarantee in pursuance of this Memorandum of Association.

NAME	ADDRESS	DESCRIPTION	SIGNATURE
HAJIYA IDRISSA MARWA	No 22, kano street, Kano State	Human Right Activist
Hajiya Inna Hauwa	No 21 Bwari Street, Abuja	Teacher
MARYAM SALIHU	No19, Kanji road kano State	Doctor

Dated This 16^TH Day of December 2016

WITNESS OF THE ABOVE SIGNATURES:

NAME: MUSA DERIN                    

OCCUPATION: DOCTOR

ADDRESS: No23, Wuse street Abuja

DATE: 17^th December 2016

SIGNATURE: