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The Company Constitution Articles of Association is a mandatory document required for company incorporation in India under the Companies Act, 2013. It functions as the cornerstone document that defines how a company will be governed and operated. This document becomes necessary when incorporating a new company or when modifying the existing constitutional framework of an established company. It contains crucial information about share capital structure, shareholder rights, board composition, meeting procedures, and other governance matters. The Articles must comply with Indian corporate law while being flexible enough to accommodate the company's specific business needs and growth plans. It serves as a contract between the company and its shareholders, as well as among the shareholders themselves, and is binding on all parties involved in the company's affairs.

1. Preliminary: Contains interpretation clauses, definitions of key terms used throughout the Articles

2. Share Capital and Variation of Rights: Details of authorized capital, types of shares, rights attached to shares, and procedures for variation of rights

3. Issue of Certificates: Procedures for issuing share certificates, duplicate certificates, and related matters

4. Lien and Calls on Shares: Company's lien on shares, procedures for making calls on partly paid shares

5. Transfer and Transmission of Shares: Procedures and restrictions regarding share transfer and transmission

6. Forfeiture of Shares: Circumstances and procedures for share forfeiture

7. General Meetings: Procedures for calling and conducting general meetings, voting rights

8. Board of Directors: Appointment, removal, powers, and duties of directors

9. Proceedings of Board Meetings: Procedures for board meetings, quorum, voting

10. Powers of the Board: Scope and limitations of board's authority

11. Chief Executive Officer, Manager, Company Secretary: Appointment and roles of key managerial personnel

12. Dividends and Reserves: Declaration of dividends, creation and utilization of reserves

13. Accounts and Audit: Maintenance of accounts, appointment of auditors, audit procedures

14. Winding Up: Procedures and rights in case of company winding up

15. Indemnity and Insurance: Protection and insurance for directors and officers