Classification of paid up capital
Querist : Anonymous
For this you need to pass Ordinary Resolution in duly executed general meeting and file form 5.
Querist : Anonymous
A Ltd.having existing Authorised Equity captal Rs.50 Lac and Paid up capital Rs.30 Lac.The Company wish to classify the existing capital into Equity and Preference shares.As per Act unissued equity share capital be cancelled and classified and issued as Preference shares.My question is whether the company classify existing paidup capital into equity and Preference shares? Is there any differences for private limited co.
Procedure for Alteration in authorised capital of the company
1. Convene a Board Meeting after issuing notices to the directors of the company to decide about the increase and to fix the date, time, place and agenda for convening a General Meeting.
2. To pass an Ordinary Resolution (Special Resolution if so required by articles) for the same.
3. Download Form -5 from www.mca.gov.in
4. Fill the details required such form except signature of the concerned person.
5. Opt the option to pay stamp duty electronically along with ROC fee on Form-5 with concerned ROC.
6. Please attached altered MOA and AOA with the Form-5 filed with concerned ROC .
7. File MOA along with stamped form-5 with concerned ROC (if required).
8. After approval of Form-5 from ROC make necessary changes in MOA and AOA and in all other papers and documents.
If you are altering Authorised Capital by Special Resolution or also change in Article of Association it is required to file Form 23 with concerned ROC within 30 days from the date of passing such resolution.
For example, your MOA capital Clause V will be as follow: " The Authorised Share Capital of the Company is Rs. 30,00,000 divided into 200000 equity shares of Rs. 10 each and 10000 11% Preference Shares of Rs. 100 each."
Querist : Anonymous
Is it by this procedure that we classify the existing equity paidup capital into Equity and preference share capital? Does Section 391 has no applicability in classification/ reclassification of the paid-up capital?
Querist : Anonymous
A Ltd. :
Existing Equity Authorised capital Rs.50 Lac = 50000 shares of Rs.100 each
Existing Equity Paid-up capital Rs.30 Lac = 30000 shares of Rs.100 each
Can Company reclassify like
Equity Authorised capital Rs.40 Lac = 20000 shares of Rs.100 each
Preference Authorised capital Rs.10 Lac = 100000 shares of Rs.10 each
Equity Paid-up capital Rs.20 Lac = 20000 shares of Rs.100 each
Preference Paid-up capital Rs.10 Lac = 100000 shares of Rs.10 each
Querist : Anonymous
A Ltd. :
Existing Equity Authorised capital Rs.50 Lac = 50000 shares of Rs.100 each
Existing Equity Paid-up capital Rs.30 Lac = 30000 shares of Rs.100 each
Can Company reclassify like
Equity Authorised capital Rs.40 Lac = 20000 shares of Rs.100 each
Preference Authorised capital Rs.10 Lac = 100000 shares of Rs.10 each
Equity Paid-up capital Rs.20 Lac = 20000 shares of Rs.100 each
Preference Paid-up capital Rs.10 Lac = 100000 shares of Rs.10 each
Authorised Share Capital is consist of equity and preference share capital. You can not use the word Equity Authorised Share capital. You only use "Authorised Capital".
Please see my example given above. The similar will be shown in MOA of the Company.
Querist : Anonymous
A Ltd. :
Existing Authorised capital Rs.50 Lac = 50000 Equity shares of Rs.100 each
Existing Paid-up capital Rs.30 Lac = 30000 Equity shares of Rs.100 each
Can Company reclassify like
Authorised capital Rs.50 Lac = Equity shares Rs.40 Lac, 40000 Equity shares of Rs.100 each and Preference shares Rs.10 Lac = 100000 shares of Rs.10 each
Paid-up capital Rs.30 Lac = Equity shares 20 Lac 20000 shares of Rs.100 each and Preference Paid-up capital Rs.10 Lac = 100000 shares of Rs.10 each
Querist : Anonymous
Thanks
You mention only authorised capital in MOA no need to give details of paid up capital.
Your Authorised capital is ok, only you mention the percentage of return on Preferenc Shares. 12% 13% or 14% you must mention in case of prefernce shares in authorised share capital clause.
Querist : Anonymous
Suppose,
if Auth cap Rs.50 L = Equity Rs.50 L
and Paid-up Rs.50 L = Equity Rs.50 L
Now the co wants to bifercate the auth cap as well as paid up cap into equity and preference shares without disturbing the total auth cap.Please guide.
Please check what was the words of your capital clause, check the paid up clause is mention in your capital clause.
Form 5 is a Form and not you MOA, so don't compare the content from Form-5 with capital clause of MOA.
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