Sec. 79 is apllicable to Private Limited Co.

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Vipul Gada

Vipul Gada (Querist)
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14 August 2007 Is Sec.79 for issue of shares at discount is appicable to Private Limited Company??

CA Mani

CA Mani (Expert)
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14 August 2007 Yes, It's applicable as no where it's mentioned in Sec.79 regarding the same.

Read the text in the Act:

Sec.79. Power to issue shares at a discount
(1) A company shall not issue share at a discount except as provided in this section.
(2) A company may issue at a discount shares in the company of a class already issued, if the following conditions are fulfilled, namely:-
(i) the issue of the shares at a discount is authorised by a resolution passed by the company in general meeting and sanctioned by the 136[Company Law Board];
(ii) the resolution specifies the maximum rate of discount 137[***] at which the shares are to be issued:
138[Provided that no such resolution shall be sanctioned by the Company Law Board if the maximum rate of discount specified in the resolution exceeds ten per cent. Unless the Board is of opinion that a higher percentage of discount may be allowed in the special circumstances of the case;]
(iii) not less than one year has at the date of the issue elapsed since the date on which the company was entitled to commence business; and
(iv) the shares to be issued at a discount are issued within two months after the date on which the issue is sanctioned by the 139[Company Law Board], or within such extended time as the 140[Company Law Board] may allow.
(3) Where a company has passed a resolution authorising the issue of shares at a discount, it may apply to the 140[Company Law Board] for an order sanctioning the issue; and on any such application, the 140[Company Law Board], if having regard to all the circumstances of the case, it thinks proper so to do, may make an order sanctioning the issue on such terms and conditions as it thinks fit.
(4) Every prospectus relating to the issue of the shares shall contain particulars of the discount allowed on the issue of the shares or of so much of that discount as has not been written off at the date of the issue of the prospectus.
If default is made in complying with this sub-section, the company and every officer of the company who is in default, shall be punishable with fine which may extend to 133A[five hundred rupees].