Draft Board Minutes - Conversation of Public Co., to Private Limited

[shashidhara subramanian]

Dear All

Urgent.

Can any one provide me a Draft Board Minutes for Conversation of
Public Limited company to Private Limited..


Thank you in Advance

With regards

shashidhara.S

[Prabha MJ]

Dear Mr. Sheashidhara,

 

Find below sample resolutions, it may serve ur purpose.

 

 

 

DRAFT BOARD RESOLUTION

 

Sub.: Conversion of the Public Limited company into a Private Limited Company

“RESOLVED THAT pursuant to the provisions of section 31 of the Companies Act, 1956 and subject to the approval of the Central Government and the members at the General Meeting the name of the Company be changed from XYZ Limited to XYZ Private Limited.

RESOLVED FURTHER THAT Mr.___, Managing Director of the Company be and is hereby authorized to make an application to the Registrar of companies, to do all such acts, deeds and things as may be required to be done in this regard and issue a notice of General Meeting to the members of the Company.”

 

 

DRAFT SPECIAL RESOLUTIONS

 

FOR CONVERSION OF PUBLIC LIMITED COMPANY INTO PRIVATE LIMITED COMPANY

“RESOLVED THAT pursuant to the provisions of Section 31 of the Companies Act, 1956 and other applicable provisions, if any and subject to the approval of the Central Government the Consent of the Company be and is hereby given to convert the Company from 'Public Limited' to 'Private Limited'

 

RESOLVED FURTHER THAT the name of the company be changed from XYZ Limited to XYZ Private Limited by inserting the word 'PRIVATE' before the word 'LIMITED', where as appears in the Articles of Association of the Company.

 

EXPLANATORY STATEMENT

As the members are aware that the Company was originally incorporated on ___________ as a public limited company. Your Board of directors considered that since (reason for conversion),  it is considered appropriate to convert the Company into the Private Limited Company to avoid unnecessary formalities and to obtain privileges which are available to the Private Limited Companies which would help the management to carry out its affairs efficiently.

The Directors of your company recommend the adoption of the said Special Resolution as set out in Item No._____ of the notice in the best interest of the Company. All the material documents and corrected copies of the Memorandum & Articles of Association of the Company are available for inspection during the business hours till the date of the Meeting.

None of the Directors of your Company are concerned or interested in the proposed resolution except as a Shareholder of the Company.

 

 

 

With Regards,

 

Prabha.J

 

 

 

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Please send us draft of MOA and AOA having clause of Conversion form public limited company to private limited company