14 September 2011
Increase in the Authorised share capital of the company: Kind of Meeting: General Meeting. Type of Resolution: Ordinary Resolution.
SPECIAL BUSINESS
1. Increase in Authorised Share Capital of the Company
To consider and if thought fit to pass with or without modification(s), the following resolution as an Ordinary Resolution:
“RESOLVED THAT pursuant to the provisions of Section 94 and other applicable provisions if any of the Companies Act, 1956 (including any Statutory modification or re-enactment thereof for the time being in force) the Authorised Capital of the Company be and is hereby increased from Rs. 1,00,00,000/- (Rupees One Crore) to Rs. 2,00,00,000 (Rupees Two Crore) by creation of 10,00,000 (Ten Lac) new Equity shares of Rs. 10/- (Rupees Ten) each ranking pari passu in all respects with the existing equity shares.
“RESOLVED FURTHER THAT pursuant to the provisions of Section 16 and other applicable provisions if any of the Companies Act, 1956 (including any Statutory modification or re-enactment thereof for the time being in force) the existing Clause-V of the Memorandum of Association of the Company be and is hereby substituted by the following new Clause-V:
V. The Authorised Share Capital of the Company is Rs. 2,00,00,000/- (Rupees Two Crores) divided into 20,00,000 (Twenty Lacs) Equity Shares of Rs.10/- (Rupees Ten) each.”
RESOLVED FURTHER THAT any director of the Company be and is hereby authorised to make application, file forms, etc. for increase in Authorised Share Capital of the Company with the Registrar of Companies office and are hereby further authorised to do all such acts, deeds and things as may be required or deemed expedient to implement this resolution.”
14 September 2011
EXPLANATORY STATEMENT [Pursuant to Section 173(2) of the Companies Act, 1956]
Item No. 1
The existing Authorised Capital of the Company is Rs. 1,00,00,000/- (Rupees One Crore). Keeping in view the proposed setting up of teleport and long term growth plans of the Company which may necessitates broadening the capital base, the Board of Director of the Company has decided to increase the Authorised Capital of the Company to Rs. 2,00,00,000/- (Rupees Two Crores).
The proposed increase of the Authorised Capital of the Company requires approval of the Members in General Meeting. Consequent upon the increase in Authorised Capital of the Company, its Memorandum will require alteration so as to reflect the increase in share capital.
The Board recommends this resolution under Item No. 1 to be passed as ordinary resolution. None of the Director is concerned or interested in the said resolution except to the extent that they hold any shares in the Company.
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14 September 2011
Minutes of the Extra-Ordinary General Meeting of .................... held on …………………………………….. at the Registered Office of the Company at …………………… wherein the following were present: 1. Mr. 2. Mr Mr. .....Took the Chair and there being requisite quorum the proceedings of the meeting commenced. The Chairman stated that there are no proxies received. I. The Chairman stated that the Authorised Capital of the Company is presently Rs. 1,50,00,000/- divided into 15,00,000 Equity Shares of Rs. 10 each considering the proposal to issue bonus shares for expansion purpose, it is advisable to increase the Authorised Capital of the Company from Rs. 1,50,00,000 to 1,60,00,000 by creation of 16,00,000 Shares of Rs. 10 each, ranking pari passu in all respect with existing Equity Shares of the Company. The proposed increase of the Authorised Capital of the Company requires the approval of the members in the general meeting. The Members then discussed the matter in detail and passed the following resolution as Ordinary Resolution: “RESOLVED THAT pursuant to provisions of section 94(1)(a) of the Companies Act, 1956 the Authorised Share Capital of the Company be and is hereby increased from present Rs. 1,50,00,000/-(Rupees One Crore Fifty Lacs), to Rs. 1,60,00,000/-(Rupees Crore Sixty Lacs), by addition thereto of 1,00,000 (One Lac) Equity Shares of Rs. 10 each, ranking pari passu in all respect with existing Equity Shares of the Company.” II. The Chairman stated that consequent upon the increase in the Authorised Capital of the Company its Memorandum of Association will require alteration so as to reflect the increase in Share Capital. The Members then passed the following resolution as Special Resolution “RESOLVED FURTHER THAT, Clause V of the Memorandum of Association of the Company be and is hereby amended by substitution of the figures and words “The Authorized Share Capital of the Company is Rs. 1,60,00,000 (Rupees One Crore Sixty Lacs) divided into 16,00,000 (Sixteen Lacs) Equity Shares of Rs. 10/- (Rupees Ten only) each. III. The Chairman stated that consequent upon the increase in the Authorised Capital of the Company its Articles of Association will require alteration so as to reflect the increase in Share Capital. The Members then passed the following resolution as Special Resolution “RESOLVED THAT clause 5 of the Articles of Association of the Company be and is hereby amended by substitution of the figures and words “The Authorized Share Capital of the Company is Rs. 1,60,00,000/- (Rupees One Crore Sixty Lacs only) divided into 16,00,000 (Sixteen Lacs) Equity Shares of Rs. 10/- (Rupees Ten only) each” The Meeting then terminated with Vote of thanks to the Chair. Certified true copy Managing Director
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