Format of Board Resolution for increasing authorised share capital of Private Limited Company

INCREASE IN AUTHORIZED SHARE CAPITAL OF THE COMPANY AND ALTERATION IN CLAUSE V OF MEMORANDUM OF ASSOCIATION OF THE COMPANY

The Chairman informed the Board of Directors that it is proposed to increase 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 Board of Directors after some discussions and deliberations passed following resolutions.

“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) and subject to the approval of the Shareholders in the general meeting, 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) and subject to approval of the Shareholders in the general meeting, 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.”