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4 Issue 5 Indian J.L. & Legal Rsch. 1 (2022)
An Analysis of "Doctrine of Indoor Management"

handle is hein.journals/injlolw8 and id is 352 raw text is: 
Indian Journal of Law and Legal Research


            AN   ANALYSIS OF DOCTRINE OF INDOOR

                               MANAGEMENT

          Saumya Garg, BBA-LLB (Hons.), School of Law, University of Petroleum and Energy
                                        Studies




INTRODUCTION:


The Doctrine of indoor management  plays a different role than the conceptual doctrine of
constructive note. While the indoor management doctrine provides a broad level of security to
the corporation concerning its internal operations, and constructive notice doctrine shields the
organization from outsiders. Additionally, the Memorandum  of Association specifies the
company's control, and the Articles of Association provide the rules regulating that control's
exercise.


But just as the Constructive Notice theory developed to protect investors from obligations over
which they had no influence, the Indoor Management rule developed to protect third parties
from irregularities in corporate practices. This doctrine is based on the principle of convenience
because it is impossible to conduct business if a person communicating with an authorized
agent of a corporation is required to request proof that all internal rules have been correctly
followed. The idea of apparent convenience in business relationships serves as the foundation
for this approach. Although the details of organizational processes are available for public
inspection, on the other hand, the memorandum and articles of association are official records
and can  be inspected as well. An outsider is expected to have the knowledge about the
constitution of a company. Additionally, individuals who deal with companies need to know
whether the company is doing well or not and they were also required to thoroughly examine
the company's machinery to check for problems.


It is a widely known fact that the doctrine's objective is to prevent third parties from conversing
with the company because they may reasonably assume, in the absence of information, that the
Doctrine of Indoor Management protects innocent parties who are acting in good faith and on
the premise that the company is conducting business following its documents.


Page: 1


Volume IV Issue V I ISSN: 2582-8878

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