Section 12Part 2 — Constitution and Incorporation of Companies and Associations
Signature and effect of memorandum of association
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The memorandum of association shall be signed by each subscriber in the presence of and be attested by at least one witness. It shall, when registered, bind the company and the members thereof to the same extent as if each member had subscribed that person’s name and affixed that person’s seal thereto and there were in the memorandum contained on the part of that person , that person’s heirs, executors and administrators, a covena nt to observe all the conditions of such memorandum, subject to this Act , and all monies payable by any member to the company under such memorandum shall be deemed to be a debt due from such member to the company.