SHAREHOLDERS RESOLUTION
INCREASE IN AUTHORIZED SHARE CAPITAL OF THE COMPANY AND ALTERATION IN CLAUSE V OF MEMORANDUM OF ASSOCIATION OF THE COMPANY
The members considered the proposal of increasing Authorized Capital of the Company from existing Rs. __________/- (Rupees __________ Only) divided into ________ equity shares of Rs. 10/- each to Rs. __________/- (Rupees ___________ Only) divided into __________ equity shares of Rs. 10/- each.
The chairman then put the resolution to vote by show of hands and same was passed unanimously as Special Resolution.
“RESOLVED THAT pursuant to the provisions of Section 61 and other applicable provisions if any of the Companies Act, 2013 (including any statutory modification or re-enactment thereof), the Authorised Share Capital of the Company be and is hereby increased from existing Rs. __________/- (Rupees __________ Only) divided into ________ equity shares of Rs. 10/- each to Rs. __________/- (Rupees ___________ Only) divided into __________ equity shares of Rs. 10/- each.
RESOLVED FURTHER THAT pursuant to the provisions of Section 13 and Section 61 and other applicable provisions if any of the Companies Act, 2013 (including any statutory modification or re-enactment thereof), the existing Clause V of the Memorandum of Association of the Company be substituted by the following clause (“Amended Memorandum”):
V. The Authorised Share Capital of the Company is Rs. __________/- (Rupees ___________ Only) divided into __________ equity shares of Rs. 10/- each.
RESOLVED FURTHER THAT, any Directors of the Company, be and is hereby authorized to do such acts and deeds as may be required in this regard including but not limited to filing the Amended Memorandum of the Company and file such other forms as are required to be filed with the Registrar of Companies, and to do all such acts, deeds and things as may be deemed necessary to give effect to the above Resolution.”
EXPLANATORY STATEMENT REQUIRED BY SECTION 102 OF THE COMPANIES ACT, 2013
It is proposed to increase the Authorised Share Capital of the Company from existing Rs. __________/- (Rupees __________ Only) divided into ________ equity shares of Rs. 10/- each to Rs. __________/- (Rupees ___________ Only) divided into __________ equity shares of Rs. 10/- each.
Consequent to the increase of Authorized Share Capital of the Company as above, it is required to amend the Clause V of the Memorandum of Association of the Company which contains the information about the Authorized Share Capital of the Company.
A copy of the existing Memorandum of Association as well as the form of the amended Memorandum of Association of the Company is available for inspection at the Registered Office of the Company during working hours on any working day.
The proposed increase in the Authorized Share Capital of the Company and alteration of Clause V of Memorandum of Association of the Company requires the approval of the Shareholders by way of Special Resolution. The Board of Directors (“Board”) therefore, submits the resolution for your consideration and recommends it to be passed as Special Resolution.
Pursuant to applicable provisions of the Companies Act, 2013, none of the Directors & Key Managerial Personnel of the Company and their relatives is concerned or interested, financially or otherwise, in the resolution except to the extent of their shareholding in the company.
Memorandum of Association can be seen at the registered office of company during business hours from 10.00 A.M to 12.00 P.M on any working day.