A Critical Analysis of the Doctrine of Ultra Vires

Publication Information

Journal Title: Journal of Legal Studies & Research
Author(s): Asbah Khan, Anshu Kumari & Harprab Johar
Published On: 05/04/2024
Volume: 10
Issue: 2
First Page: 31
Last Page: 44
ISSN: 2455-2437
Publisher: The Law Brigade Publisher

DOI: 10.55662/JLSR.2024.10201

Cite this Article

Asbah Khan, Anshu Kumari & Harprab Johar, A Critical Analysis of the Doctrine of Ultra Vires, Volume 10 Issue 2, Journal of Legal Studies & Research, 31-44, Published on 05/04/2024, 10.55662/JLSR.2024.10201 Available at https://jlsr.thelawbrigade.com/article/a-critical-analysis-of-the-doctrine-of-ultra-vires/


The Memorandum of Association (MOA), also referred to as a company’s constitution, encompasses the powers, scope of work, and crucial objectives of the company. It serves as a guideline for employees to ensure they understand the boundaries to which they must adhere. Any action taken by the company beyond the powers outlined in the MOA is considered an ultra vires act. The Doctrine of Ultra Vires provides assurance to shareholders and creditors that funds and assets will not be misused for activities outside the scope defined in the company’s Memorandum.

This doctrine is foundational in corporate law, stipulating that a company’s activities must align with its stated purposes in the Articles of Association, as permitted by the law. Any action or contract undertaken beyond the authority granted to the directors or the company itself is considered void and not legally binding.

Keywords: Corporate sector, MOA, Legal evolution, Judicial interpretation, Fundamental principles, Companies act, 2013.

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