SHAREHOLDERS RESOLUTION
AMENDMENT OF ARTICLES OF ASSOCIATION FOR INCREASE IN AUTHORIZED SHARE CAPITAL OF THE COMPANY
The members considered the proposal of amendment of Articles of Association for increasing Authorized Capital of the Company.
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 14 and other applicable provisions if any of the Companies Act, 2013 (including any statutory modification or re-enactment thereof), the existing share capital Clause ___ (Kindly insert number of clause) shall be amended by including following clause (“Amended Articles”):
Share Capital Clause No-: _____
(i) The Authorised Share Capital of the Company shall be such amounts and be divided into such shares as may, from time to time, be provided in Clause 5 of the Memorandum of Association with power to increase or reduce the capital in accordance with the Company’s regulations and legislative provisions for the time being in force in that behalf with the powers to divide the share capital, whether original increased or decreased into several classes and attach thereto respectively such ordinary, preferential or special rights and conditions in such a manner as may for the time being be provided by the Regulations of the Company and allowed by law..
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 amend Articles of Association for increasing Authorized Capital of the Company.
A copy of the existing Articles of Association as well as the form of the amended Articles 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 alteration of Articles 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.
Articles 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.