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As per the
provisions of section 62(1)(c) of Companies Act, 2013 where at any time, a
company having a share capital proposes to increase its subscribed capital by
the issue of further shares, such shares may be offered to any persons, if it
is authorised by a special resolution, whether or not those persons include the
persons referred to in clause (a) or clause (b) of section 62(1), either for
cash or for a consideration other than cash, if the price of such shares is determined
by the valuation report of a registered valuer subject to such conditions as
may be prescribed.
provisions of section 62(1)(c) of Companies Act, 2013 where at any time, a
company having a share capital proposes to increase its subscribed capital by
the issue of further shares, such shares may be offered to any persons, if it
is authorised by a special resolution, whether or not those persons include the
persons referred to in clause (a) or clause (b) of section 62(1), either for
cash or for a consideration other than cash, if the price of such shares is determined
by the valuation report of a registered valuer subject to such conditions as
may be prescribed.
Draft Board
Resolution for Allotment of Shares for consideration other than cash
RESOLVED THAT pursuant to the provisions of section 42 & 62 of the Companies
Act, 2013 (as amended or re-enacted from time to time), Article ….. of Articles
of Association read with rule no 14 of the Companies (Prospectus and Allotment
of Securities ) Rules 2014 and rule no 13 of the Companies (Prospectus and
Allotment of Securities ) Rules 2014, the consent of the Board be and is hereby
given to allot ……….. [nos of shares] equity shares of face value Rs ……….in
consideration for …………………(details of non-cash consideration) to the
persons mentioned below at Rs ……. Per share including a premium of Rs …….
(if any) per share. The copy of the contract of sale of goods/property/services
against which the aforesaid share are allotted along with valuation report used
for the purpose of arriving the issue price as laid before the meeting and
initialed by the chairman for the purpose of identification is also taken note
off
Act, 2013 (as amended or re-enacted from time to time), Article ….. of Articles
of Association read with rule no 14 of the Companies (Prospectus and Allotment
of Securities ) Rules 2014 and rule no 13 of the Companies (Prospectus and
Allotment of Securities ) Rules 2014, the consent of the Board be and is hereby
given to allot ……….. [nos of shares] equity shares of face value Rs ……….in
consideration for …………………(details of non-cash consideration) to the
persons mentioned below at Rs ……. Per share including a premium of Rs …….
(if any) per share. The copy of the contract of sale of goods/property/services
against which the aforesaid share are allotted along with valuation report used
for the purpose of arriving the issue price as laid before the meeting and
initialed by the chairman for the purpose of identification is also taken note
off
|
Name
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Address
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Occupation
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No
of shares |
RESOLVED FURTHER THAT the equity shares issued and allotted as
aforesaid shall rank pari-passu in all respects (including dividend) with the
existing equity shares in the Company.
RESOLVED FURTHER
THAT pursuant to section 46 read with rule no 5 of the
Companies (Share Capital and Debentures ) Rules 2014 , the aforesaid share
certificates shall be issued under the signatures of Mr./Ms. ……………….. [Name of
person], director, Mr. /Ms. ……………….. [Name of person], director and Mr. /Ms.
……………….. [Name of person], company secretary of the Company and seal of the
company to be affixed in their presence and Mr. /Ms. ……………….. [Name of person],
company secretary be and is hereby authorized to do all the acts, deeds and
things which are necessary to give effect to the above said resolution
THAT pursuant to section 46 read with rule no 5 of the
Companies (Share Capital and Debentures ) Rules 2014 , the aforesaid share
certificates shall be issued under the signatures of Mr./Ms. ……………….. [Name of
person], director, Mr. /Ms. ……………….. [Name of person], director and Mr. /Ms.
……………….. [Name of person], company secretary of the Company and seal of the
company to be affixed in their presence and Mr. /Ms. ……………….. [Name of person],
company secretary be and is hereby authorized to do all the acts, deeds and
things which are necessary to give effect to the above said resolution
RESOLVED FURTHER
THAT pursuant to section 39 read with rule no 13
of the Companies (Prospectus and Allotment of Securities ) Rules 2014 Mr./Ms.
……………….. [Name of person], director/company secretary be and is hereby
authorized to do all the acts, deeds and things which are necessary to give
effect to the above said resolution and to authenticate it and file form no
PAS-3 with the Registrar of Companies within the prescribed time and fees and
to do relevant entries in the Register of Members
THAT pursuant to section 39 read with rule no 13
of the Companies (Prospectus and Allotment of Securities ) Rules 2014 Mr./Ms.
……………….. [Name of person], director/company secretary be and is hereby
authorized to do all the acts, deeds and things which are necessary to give
effect to the above said resolution and to authenticate it and file form no
PAS-3 with the Registrar of Companies within the prescribed time and fees and
to do relevant entries in the Register of Members
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