Distinguish between the following: Memorandum of Association and Articles of Association.

Difference between Memorandum of Association and Articles of Association The Memorandum of Association contains the fundamental conditions upon which alone company is allowed to be incorporated. The Articles of Association are the internal regulations of the company. Memorandum lays down the area beyond which the activities of the Company cannot go. Articles provide for regulation inside that area. Thus, Memorandum lays down the parameters for the Articles. Memorandum of Association can be altered only under certain circumstances and in the manner provided in the Act but Articles can be altered by the members by passing a special resolution only. Memorandum of Association cannot include any clause contrary to the provisions of the Companies Act. The Articles of Association are subsidiary both to the Companies Act and the Memorandum of Association.