increase in issued capital

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DEEPAK (Querist)
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25 February 2009 a company has paid up share capital 100,000 and authorised share capital is 7500000 has recently increased After that they want to increase in issued capitla is Rs 7400,000 and the distribution between two directors holding fifty percent each.so please tell me the procdure is followed to increase the issued capital

CS Vivek Hegde

CS Vivek Hegde (Expert)
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26 February 2009 1) You should allot the shares to the Directors through a board meeting.
2)Issue the share certificates to the allotees.
3)Update the Member's Register and other relevant registers.
4) File Form 2 with ROC within 30 days from the allotment.

Nitesh Sethiya

Nitesh Sethiya (Expert)
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26 February 2009 As per companies act you have to
first pased a board resolution
issue share certificate with stamp duty and filled online form 2 with MCA sie with in prescribed time of 30 days with normal fees. or after 30 days with additional fees.

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CS. Ashish Shah

CS. Ashish Shah (Expert)
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27 February 2009 Hello,

I agree with both our collegue but let me know whether it is a Pvt. Ltd. Company or Public Ltd. If Pvt. Ltd then you only need to have a Board Resolution and filing of Form 2 with MCA but if it is a Public Ltd. then

1) first of all check whether the Company is 2 years old or not and if not then check whether 1 year has been elapsed ater the first allotment of shares after the incorporation of the Company (Section 81)

2) If not then you have to pass a Special Resolution in the General Meeting [Section 81(1A)].

In the first case you only have to pass a Board Resolution and file the Form 2 with ROC.

In second case you need to first call a Board Meeting for fixing the date of General Meeting. Pass the resolution in General Meeting file Form 23 and then call a Board meeting again for allotment of Shares and file Form 2.