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Articles of Association For Company Limited By Guarantee are fundamental constitutional documents required under Indian law for establishing and operating non-profit organizations and similar entities where members' liability is limited to their guarantee amount. This document is mandatory under the Companies Act, 2013, and must be filed with the Registrar of Companies during incorporation. It serves as a comprehensive rulebook governing the organization's internal management, member rights and obligations, board composition, meeting procedures, and financial management. The document is particularly crucial for organizations focused on charitable, educational, or other non-profit purposes, as it establishes the framework for governance without share capital. It must comply with Indian regulatory requirements while providing flexibility for the organization's specific needs and objectives.

1. Interpretation: Definitions of key terms used throughout the Articles and rules for interpreting the document

2. Company Name and Registered Office: Details of the company name, registered office location, and provisions for office changes

3. Objects and Powers: Statement of the company's objectives and the powers it may exercise to achieve these objectives

4. Limitation of Liability: Declaration of members' liability being limited by guarantee and specification of the guarantee amount

5. Membership: Rules regarding membership eligibility, admission, termination, and transfer restrictions

6. General Meetings: Procedures for conducting annual and extraordinary general meetings, including notice requirements and voting

7. Proceedings at General Meetings: Rules for conducting meetings, quorum requirements, voting procedures, and resolutions

8. Board of Directors: Composition of the board, appointment, removal, and rotation of directors

9. Powers and Duties of Directors: Scope of directors' authority, responsibilities, and decision-making powers

10. Proceedings of Directors: Procedures for board meetings, voting, and decision-making processes

11. Company Secretary: Appointment and duties of the company secretary

12. Seal: Provisions regarding the company seal and its use

13. Accounts and Audit: Requirements for maintaining accounts, conducting audits, and preparing financial statements

14. Notices: Rules for serving notices to members and directors

15. Indemnity and Insurance: Provisions for indemnifying directors and officers and maintaining insurance

16. Winding Up: Procedures and rules for voluntary winding up and distribution of assets