Section 17 Companies Act: Copies of memorandum, articles, etc., to be given to members

Section 17 of Companies Act: Corporate Governance & Statutory Compliance

Official Bare Act Text

Override / Mandate Mens Rea (Intent) Actus Reus (Conduct) Punishment Limitation Monetary

1. A company shall, on being so requested by a member, send to him within seven days of the request and subject to the payment of such fees as may be prescribed, a copy of each of the following documents, namely:—

a. the memorandum;

b. the articles; and

c. every agreement and every resolution referred to in sub-section (1 ) of section 117, if and in so far as they have not been embodied in the memorandum or articles.

2. If a company makes any default in complying with the provisions of this section, the company and every officer of the company who is in default shall be liable for each default, to a penalty of one thousand rupees for each day during which such default continues or one lakh rupees, whichever is less.

Statutory Defined Terms in this Section: (Click any term for official legal definition)

Company Sec 2(20) Director Sec 2(34) Tribunal Sec 2(90)

Legal Commentary & Landmark Judgments: Section 17

Section 17 secures the fundamental statutory right of every member to receive copies of the company's constituent governance documents upon payment of prescribed fees within seven days of request.

Member's Statutory Right to Governance Charters: Every member of a company is entitled to inspect and demand copies of the Memorandum, Articles, and every agreement or resolution referred to in Section 117.
Seven-Day Compliance Window: The company is legally bound to deliver the requested documents to the member within seven days of receiving the request and requisite nominal fee.
Penal Liability for Default: Non-compliance attracts a statutory penalty of one thousand rupees for each day during which the default continues, subject to a statutory maximum of one lakh rupees.

Key Landmark Precedents:

Rangaswami v. South Indian Railway Co. Ltd., AIR 1932 Mad 328: Held that the right of a shareholder to receive copies of the company's constituent documents is an absolute statutory right essential for democratic shareholder monitoring.
T.P. Mukherjee v. Registrar of Companies, (1982) 52 Comp Cas 603 (Cal): Affirmed that failure to supply copies of the memorandum and articles to a shareholder within the statutory timeframe constitutes a continuing corporate default punishable under the Act.

Courtroom Practice & Strategic Litigation Guidance:

Litigants preparing for oppression and mismanagement petitions under Section 241 should send formal requisitions under Section 17 for copies of all altered AoAs and Section 117 resolutions; default by the company provides immediate evidentiary proof of shareholder suppression.

Section 17: Copies of memorandum, articles, etc., to be given to members

Section 17 of Companies Act: Corporate Governance & Statutory Compliance

Legal Commentary & Landmark Judgments: Section 17