11 June 2014
can a private limited company allot shares to other than its member just by passing an ordinary resolution for allotent of shares upto 200 members as per companies act 2013?
If no than what is the procedure for allotment of shares by a private limited company to other thean its members?
11 June 2014
Allotment of shares to others as per CA 2013 became very complex on private placement (Section 42) Route as well as Further Issue Route (Section 62)
For that Company needs to open separate bank a/c & put all share application monies into it & can not utilize same till the time it makes allotment, cheque should also given from that party who wants allotment in his name, cash transactions strictly not allowed
To avoid this, I see two ways for this, one is other is creation of Business Loan and then transfer Loan into Share Capital A/c as per section 62(3) through SR in General Meeting.
& the other is Right Issue, Company needs to offer Right Issue to selected members, however, need to send offer letter to all the members, than that selected members may renounce their right in others name
and if the pvt company wants to allot shares only to its members than only an ordinary resolution in board meeting suffice the requirement of companies act 2013????
11 June 2014
allotment of shares to members covered u/s 62 of CA 2013 as Further Issue of Shares, which requires min 15 days of offer to selected grp of members, members may renounce their right otherwise company shall dispose them off which is not dis-advantageous to the company.
the offer letter should be dispatched through speed post or registered post or through electronic mode min 3 days before the issue
No requirement of Board Resolution or Special Resolution mentioned in this section, you have to comply with formalities if you want to make allotment to existing members
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