[On the Letterhead of the Practicing Chartered Accountant]
To,
The Board of Directors
[Company Name]
[Registered Office Address]
CIN: [Company Identification Number]
Subject: Certification under Section 180(1) & 180(1)(a) of the Companies Act, 2013
Dear Sirs/Madam,
I/We, [Name of CA/CA Firm], having office at [Firm’s Address], and holding Membership No. [Membership Number], hereby certify that:
Debt Limitation Approval (Section 180(1)(c))
As per the audited financial statements of the company for the financial year ended [Date], the aggregate of the paid-up share capital, free reserves, and securities premium stands at ₹[Amount].
The total borrowings of the company (including existing and proposed borrowings) exceed the prescribed limit under Section 180(1)(c) of the Companies Act, 2013.
The company has obtained the necessary Special Resolution approval from shareholders in the general meeting held on [Date] for authorizing the Board to borrow funds beyond the limit specified.
Disposal of Undertaking (Section 180(1)(a))
The Board of Directors has proposed to [mention the nature of transaction, e.g., mortgage/charge/sale/disposal] of the company’s [specify the asset or undertaking] in favor of [Bank/Financial Institution/Lender Name] for securing a loan/facility of ₹[Amount].
The company has obtained the necessary Special Resolution approval from shareholders in the general meeting held on [Date] in compliance with Section 180(1)(a) of the Companies Act, 2013.
I/We have verified the relevant resolutions, loan sanction letters, audited financial statements, and other necessary documents. Based on my/our verification and explanations provided, I/We certify that the above information is true and correct to the best of my/our knowledge.
This certificate is issued solely for the purpose of compliance with the provisions of the Companies Act, 2013, and may be relied upon by the company, its stakeholders, and the regulatory authorities.
For [CA Firm Name]
(Chartered Accountants)
Firm Registration No: [FRN]
[Name of CA]
Proprietor/Partner
Membership No.: [Membership No.]
UDIN: [Unique Document Identification Number]
Place: [City]
Date: [DD/MM/YYYY]
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