Section 41 of the Companies Act, 2013
📘 Section 41 of the Companies Act, 2013
Title: Members of company
🔹 Bare Text of Section 41:
The subscribers to the memorandum of a company shall be deemed to have agreed to become members of the company, and on its registration, shall be entered as members in its register of members.
Every other person who agrees in writing to become a member of a company and whose name is entered in the register of members shall be a member of the company.
✅ Explanation:
Section 41 defines who is considered a member of a company under the Companies Act:
1. Subscribers to the Memorandum:
The people who originally signed the Memorandum of Association (MoA) at the time of company formation automatically become the first members of the company.
They are added to the Register of Members upon registration.
2. Other Members:
Any person who:
Agrees in writing to become a member (e.g., applies for shares and is allotted shares), and
Whose name is entered in the Register of Members,
is also considered a member.
🧠Why is this important?
This section lays the foundation for shareholder rights, like voting and dividends.
The Register of Members is the legal proof of membership—only those listed there are recognized as members.
This also helps in determining ownership, quorum, and majority/minority status in company decisions.
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