Section 37, The Companies Act, 2009

(1) Subject to this Act, on the incorporation of a companythe memorandum and articles shall bind the company and the members to the same extent as if they respectively had been signed and sealed by each member and contained covenants on the part of each member to observe all the provisions of the memorandum and the articles. (2) All moneys payable by any member to the company under the memorandum or articles shall be a debt due from him to the company and shall be of the nature of a specialty debt. (3) Where the memorandum or articles empower any person to appoint or remove any director or other officer of the company, the power shall be exercisable by that person notwithstanding that he is not a member or officer of the company. (4) In any action by any member or officer to enforce any obligation owed under the memorandum or articles to him and any other member or officer, the member or officer may, if any other member or officer is affected by the alleged breach of such obligation with his consent, sue in a representative capacity on behalf of himself and all other members or officers who may be affected other than any who are defendants and the provisions of Part XI shall apply. Member’s right to copy of memorandum and articles