05 April 2022
I WANT TO CHANGE ALLOTTEE'S NAMES, ORIGINALLY PAS3 HAD DIFFERENT NAMES. I HAVENT FOLLOWED UP YET WITH MGT14 AND INC6. DO I HAVE TO PASS A NEW RESOLUTION TO CANCELL PAS3 ? I AM CONVERTING OPC TO PVT LTD. COMPANY REGARDS, CA KUNJAN
06 July 2024
When converting an OPC (One Person Company) to a Private Limited Company and changing the allottee's names in the PAS-3 (Return of Allotment), here are the steps you generally need to follow:
1. **Resolution to Cancel PAS-3**: Typically, you would need to pass a resolution to cancel the previously filed PAS-3 with the incorrect allottee names. This resolution should be passed by the board of directors or shareholders, depending on the specific circumstances and the provisions of your company's Articles of Association.
2. **File MGT-14 and INC-6**: After passing the resolution to cancel the incorrect PAS-3, you should file the necessary forms with the Registrar of Companies (RoC): - **MGT-14**: This form is used for filing resolutions and agreements with the RoC. - **INC-6**: This form is specifically used for converting an OPC to a Private Limited Company.
3. **Pass New Resolution**: Once the old PAS-3 is cancelled, you can then proceed to pass a new resolution with the corrected allottee names. This new resolution should be filed along with the revised PAS-3 as part of the conversion process.
4. **Follow Compliance Requirements**: Ensure that all compliance requirements are met for the conversion, including any documentation, filings, and fees that may be applicable. This includes updating the Articles of Association and Memorandum of Association as per the new structure.
5. **Consult with a Professional**: It's advisable to consult with a company secretary or a professional well-versed in corporate law to ensure all steps are completed correctly and in compliance with relevant regulations.
By following these steps, you can effectively manage the conversion process from an OPC to a Private Limited Company and update the allottee's names as required.
CAclubindia
