Showing posts with label Alteration of MOA. Show all posts
Showing posts with label Alteration of MOA. Show all posts

Saturday, January 27, 2018

Change of Name upon Conversion - SR

Special Resolution for Change of Name of a Company upon Conversion from Private Company into Public Company pursuant to Section 4, 13(2) and 16 of Companies Act, 2013

RESOLVED THAT pursuant to the provisions of Section 4, 13, 16 and other applicable provisions of the Companies Act, 2013 and the rules made thereunder (including any statutory modifications or re-enactment thereof for the time being in force) and subject to the requisite approval of the Registrar of Companies, the consent and approval of the Company be and is hereby accorded to change the name of the Company from “_________ Private Limited” to “____________ Limited.”

RESOLVED FURTHER THAT the name ‘___________ Private Limited’, wherever it occurs in Memorandum and Articles of Association of the Company be substituted by the name ‘____________ Limited’ or any other name, as may be approved by ROC.

RESOLVED FURTHER THAT any one of the Director of the Company be and is authorised to sign and file all the e-forms and other documents with any statutory authorities and to do all such acts, deeds, things and matters as may be required or necessary in this matter on behalf of the Company.”




Change of Name of Company - SR

Special Resolution for Change of Name of a Company pursuant to Section 4, 13 and 16 of Companies Act, 2013

RESOLVED THAT pursuant to the provisions of Section 4, 13, 16 and other applicable provisions of the Companies Act, 2013 and the rules made thereunder (including any statutory modifications or re-enactment thereof for the time being in force) and subject to the requisite approval of the Registrar of Companies, the consent and approval of the Company be and is hereby accorded to change the name of the Company from “_________ Private Limited” to “____________ Advisors Private Limited” or any other name as may be approved by the Registrar of Companies, Mumbai.”

RESOLVED FURTHER THAT the name ‘___________ Private Limited’, wherever it occurs in Memorandum and Articles of Association of the Company be substituted by the name ‘____________ Private Limited’ or any other name, as may be approved by ROC.”

RESOLVED FURTHER THAT any one of the Director of the Company be and is authorised to sign and file all the e-forms and other documents with any statutory authorities and to do all such acts, deeds, things and matters as may be required or necessary in this matter on behalf of the Company.”


Conversion of Private Company into Public Company - SR

Special Resolution for conversion of Private Company into Public Company

“RESOLVED THAT pursuant to the applicable provisions of the Companies Act, 2013, the company be and is hereby converted into a public company;

RESOLVED FURTHER THAT the name of the company be and is hereby changed from ___________ Private Limited to ________________ Limited; and

RESOLVED FURTHER THAT the regulations contained in the document submitted for consideration and approval of this meeting, and initialled by the chairman of the meeting for the purpose of identification, be and are hereby approved and adopted as the articles of association of the company in substitution for, and to the exclusion of, the present articles of association of the company.”

Explanatory Statement

The Board of directors of the company, at its meeting held on _____________, discussed the pros and cons of a public limited company and a private limited company, and decided to convert the company into a public limited company and also decided that the present articles of association of the company, which were adopted by the company when it was incorporated as a private limited company, be also substituted by a new set of articles.

Since the proposed alterations, deletions, insertions etc. to the present articles of association were numerous, the Board decided that it would be convenient to adopt an altogether new set of articles of association incorporating all the proposed alterations.

Your directors commend the proposed special resolution for your consideration and adoption of the new set of articles of association of the company in place of the existing articles of association of the company.

None of the directors is concerned or interested in the proposed resolution.

Monday, October 2, 2017

Increase in Authorised Share Capital - OR

Ordinary Resolution for increasing Authorised share capital of the Company pursuant to Section 13 and 61 of Companies Act, 2013

"RESOLVED THAT in accordance with the provisions of Sections 13 and 61 and all other applicable provisions of the Companies Act, 2013 and rules framed thereunder (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force) and the Articles of Association of the Company, approval of the members be and is hereby accorded to increase the Authorised Share Capital of the Company from ₹ _________/- (Rupees __________only) divided into ___________ (_________) equity shares of ₹ 10/- (Rupees Ten only) each and ____________ (______________) preference shares of ₹ 10/- (Rupees Ten only) each to ₹ _____________/- (Rupees _______________ only) by creation of additional _______________ (_______________) equity shares of ₹ 10/- (Rupees Ten only) each and consequently, the existing Clause V of the Memorandum of Association of the Company be and is hereby altered and substituted by the following as new Clause V:

V. YOUR REVISED CAPITAL CLAUSE HERE

RESOLVED FURTHER THAT the Board of Directors (‘the Board’, which term shall include any Committee authorised by the Board to exercise its powers including powers conferred on the Board by this resolution) of the Company be and is hereby authorised to do all such acts, deeds, matters and things and take all such steps as may be necessary, proper, expedient or desirable for the purpose of giving effect to this resolution and for matters connected therewith or incidental thereto, including delegation of any of the powers herein conferred to on any Director(s), Company Secretary or any other officer of the Company."

Alternation of Object Clause - OR

Ordinary Resolution for alteration of Main object clause by adding more clauses pursuant to Section 13 of Companies Act, 2013

RESOLVED THAT in accordance with the provisions of Section 13 and all other applicable provisions of the Companies Act, 2013 and the Companies (Incorporation) Rules, 2014 (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force) and subject to such approvals as may be necessary or required, Clause III.A of the Memorandum of Association of the Company relating to its Objects be and is hereby altered by adding the following sub-clauses as new sub-clauses 2 and 3 after the existing sub-clause 1 in Clause III.A:

2. YOUR NEW CLAUSE HERE
3. YOUR NEW CLAUSE HERE

RESOLVED FURTHER THAT the Board of Directors of the Company be and are hereby authorised to do all acts and take all such steps as may be necessary, proper or expedient to give effect to this resolution.”