New company registration

This query is : Resolved

Querist : Anonymous

Querist : Anonymous (Querist)

09 December 2013 A private limited company is being registered. What is the process to allot shares to a person other than a director of the company?

Ajay Mishra

Ajay Mishra (Expert)
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09 December 2013 PROCEDURE FOR ISSUE OF SHARES OF PRIVATE LIMITED COMPANY

The company can issue share in accordance with the provision of section 291 and 292 read with company’s article of association. The provisions of section 81 is not applicable to private limited company. There are following procedure or issuing and allotting shares:

1. After receiving share application money in bank account/cash, call a Board Meeting for issue and allot shares to the investor.
2. Hold Board Meeting for issue and allot shares
3. After issuing & allotting shares file Form-2 with ROC within 30 days from the date of allotment.
4. Issue shares certificate as per provisions of section 113 of the Companies Act, 1956.
5. Make entry in Minutes
6. Give the details of shareholders in Form-20B(Annual Return) with ROC annually with in 60 days from the date of AGM.

Regards

Querist : Anonymous

Querist : Anonymous (Querist)

09 December 2013 But as of now the company is not registered. We are in the process of finalizing memorandum and articles.Please suggest what to do. We want the two directors and the person who will also be the employee of the company afterward to hold 33.33% each.

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Ajay Mishra

Ajay Mishra (Expert)
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09 December 2013 As per my view:

The share is not allotted at the time of incorporation. It is subscribed by written consent for becoming i subscriber of MOA & AOA.

So you will decide whether subscriber of MOA & AOA should hold office of not.

You can appoint other person as director who does not hold shares of the proposed company.