increase of authorised capital
ritu ganeriwal
Devansh Garg
- INCREASE IN THE AUTHORISED SHARE CAPITAL OF THE COMPANY
“RESOLVED THAT pursuant to the provisions of Section 13 sub-section (1), read with Section 61, 64 and other applicable provisions, if any, of the Companies Act, 2013 (including any amendment thereto or re-enactment thereof), the consent of the members is hereby accorded to increase the authorized share capital of the Company from Rs. 20,000/- (Rupees Twenty Thousand only) divided into 2,000 equity shares of face value of Rs. 10 (Rupees Ten only) each to Rs. 50,00,000/- (Rupees Fifty Lakhs only) divided into 5,00,000 equity shares of face value of Rs. 10/- (Rupees Ten only) each.”
RESOLVED FURTHER THAT any one of the Directors of the Company, be and is hereby authorized to file all the documents, forms, returns etc. which may be statutorily required to be filed with the concerned Registrar of Companies once this resolution is approved by the shareholders in the Annual General Meeting of the Company and also authorize any other person for this process.”
- AMENDMENT IN THE MEMORANDUM OF ASSOCIATION
“RESOLVED THAT pursuant to the provisions of Section 13, 61 and 64 and other applicable provisions of the Companies Act, 2013 (including any amendment thereto or re-enactment thereof) and the rules framed there under, the consent of the members of the Company be and is hereby accorded, for substituting Clause V of the Memorandum of Association of the Company with the following clause:
“V. The Authorized Share Capital of the Company is 50,00,000/- (Rupees Fifty Lakhs only) divided into 5,00,000 Equity Shares of Rs. 10/- (Rupees Ten only) each.”
Devansh Garg
Company Secretary
9990489861
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Devansh Garg
SHORTER NOTICE
SHORTER NOTICE is hereby given that the 1/2022-2023 Extra Ordinary General Meeting of the members of ________ Private Limited will be held on Thursday, 15th September, 2022 at 3 PM at _____________, to transact the following business:
SPECIAL BUSINESS:
INCREASE IN THE AUTHORISED SHARE CAPITAL OF THE COMPANY
To consider and if thought fit, to pass with or without modification(s) the following resolution as an Ordinary Resolution:
“RESOLVED THAT pursuant to the provisions of Section 13 sub-section (1), read with Section 61, 64 and other applicable provisions, if any, of the Companies Act, 2013 (including any amendment thereto or re-enactment thereof), the consent of the members is hereby accorded to increase the authorized share capital of the Company from Rs. 1,00,000/- (Rupees One Lac only) divided into 20,000/- (Rupees Twenty Thousand only) divided into 2,000 equity shares of face value of Rs. 10 (Rupees Ten only) each to Rs. 50,00,000/- (Rupees Fifty Lakhs only) divided into 5,00,000 equity shares of face value of Rs. 10/- (Rupees Ten only) each.”
RESOLVED FURTHER THAT any one of the Directors of the Company, be and is hereby authorized to file all the documents, forms, returns etc. which may be statutorily required to be filed with the concerned Registrar of Companies once this resolution is approved by the shareholders in the Annual General Meeting of the Company and also authorize any other person for this process.”
TO AMEND THE MEMORANDUM OF ASSOCIATION
To consider and if thought fit, to pass with or without modification(s) the following resolution as an Ordinary Resolution:
“RESOLVED THAT pursuant to the provisions of Section 13, 61 and 64 and other applicable provisions of the Companies Act, 2013 (including any amendment thereto or re-enactment thereof) and the rules framed there under, the consent of the members of the Company be and is hereby accorded, for substituting Clause V of the Memorandum of Association of the Company with the following clause:
“V. The Authorized Share Capital of the Company is 50,00,000/- (Rupees Fifty Lakhs only) divided into 5,00,000 Equity Shares of Rs. 10/- (Rupees Ten only) each.”
For & behalf of the Board of Directors of
________________PRIVATE LIMITED
(Director)
DIN:
Date:
Place:
Notes:
Statement pursuant to Section 102 of the Companies Act, 2013, setting out material facts relating to the special business to be transacted at the Extraordinary General Meeting is annexed hereto.
A member entitled to attend and vote at the meeting is entitled to appoint a proxy to attend and vote at the meeting instead of him and proxy need not be a member of the Company. Proxies, in order to be effective must be received by the Company not less than forty-eight hours before the time fixed for holding the Extraordinary General Meeting.
Members are requested to note that a person can act as a proxy on behalf of members not exceeding 50 and holding in the aggregate not more than 10% of the total share capital of the Company carrying voting rights. In case a proxy is proposed to be appointed by a member holding more than 10% of the total share capital of the Company carrying voting rights, then such proxy shall not act as a proxy for any other person or shareholder.
Corporate Members intending to send their authorized representatives to attend the Extraordinary General Meeting are requested to send a certified copy of the board resolution authorizing their representative to attend and vote in their behalf at the meeting.
Members are requested to notify immediately any change in their addresses for shares held in physical form.
Explanatory statement under section 102 of the Companies Act, 2013:
Item 1 – To Increase in the Authorized Share Capital
To meet the fund requirements of the Company, it is proposed to increase the Authorized Share Capital of the Company in accordance with the resolution present in this notice and in accordance with the provisions of the Companies Act, 2013.
The proposed Ordinary Resolution is in the interest of the Company and your directors recommend resolution for your approval.
The nature of concern or interest, financial or otherwise of:
i. Every director: No financial interest.
ii. KMP: Not Applicable.
iii. Relatives of the directors: No interest, financial or otherwise.
It is to be noted that this resolution does not relate to or affects any other company.
Item 2 – To amend the Memorandum of Association
In order to reflect the increase Authorized Share Capital of the Company, and in order to conform to the requirements of the Companies Act, 2013, Clause V of the Memorandum of Association of the Company must be amended.
A draft of the amended Memorandum of Association with the following Clause V was tabled and initialed for discussion:
“V. The Authorized Share Capital of the Company is 50,00,000/- (Rupees Fifty Lakhs only) divided into 5,00,000 Equity Shares of Rs. 10/- (Rupees Ten only) each.”
As per Section 13 of Companies Act, 2013, the alteration of the Memorandum of Association of the Company requires the approval of shareholders. The Board now seeks the approval of shareholders for the same.
The nature of concern or interest, financial or otherwise of:
i. Every director: No financial interest.
ii. KMP: Not Applicable.
iii. Relatives of the directors: No interest, financial or otherwise.
It is to be noted that this resolution does not relate to or affects any other company.
Devansh Garg
Company Secretary
T: 9990489861