Memorandum of Association for a Private Company Limited by Shares

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Document Overview

A Memorandum of Association (MoA) is a legal founding document of a company.
- It sets out the company’s name, registered office, liability of members, share capital, and initial subscribers.
- It is one of the key documents filed with the Registrar of Companies at the time of incorporation in Kenya.
- Along with the Articles of Association (AoA), it forms the company’s constitution under the Companies Act, 2015.

Purpose of the Memorandum of Association

1. The MoA establishes the company as a separate legal entity, distinct from its members (shareholders).
2. It outlines the fundamental conditions of the company:
- Company name
- Registered office (Kenya jurisdiction)
- Nature of liability (limited/unlimited)
- Share capital
- Initial subscribers (founders)
3. Provides key information to investors, creditors, regulators, and the public about the company’s legal identity and scope.
4. It is a statutory requirement under the Companies Act, 2015 for incorporation.

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Memorandum of Association for a Private Company Limited by Shares

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