Sub division of shares

This query is : Resolved

Sarika Agarwal (Querist)
Follow

14 January 2009 Ours is a private limited company. The nominal value of share is Rs. 10/- each. Now the company wants to increase the nominal value to Rs. 100/- each. Kindly let me know the procedure.. Urgent Please...

Guest

Guest (Expert)

14 January 2009 Nominal value of shares can be changed by redrafting Memorandum of Association (MOA) & filing updated MOA with form 5 within 30 days with fees to Registrar of Companies (ROC). The Updated MOA need to be approved in Extraordinary / Annuual General Meeting by Shareholders. This is valid if AOA contain provision for change in authorised share capital. If AOA does not contain such provision, Special Resolution for approval of changes in AOA & MOA is must.

If listed, changed MOA / AOA need to be filed with stock exchange within 21 days of meeting approving the same.

Hope the clarification helps!!!

Sarika Agarwal

Sarika Agarwal (Querist)
Follow

14 January 2009 can any one please provide me draft resolutions for the same.

Upgrade to CAclubindia Pro. Subscribe Now!

CA RAMESH KUMAR AHUJA

CA RAMESH KUMAR AHUJA (Expert)
Follow

15 January 2009 It may be drafted as under:
" Resolved that the Share Capial of the company be reorganised by changing the nominal value of shares from Rs. 10/er sahre to Rs. 100/- per share and thereby amending the Clause No... of the Memorandum of Association by substituting the existing clause with the new clause as per under

The Authorised Capital of the Company shall be Rs..Crores divided into number of shares of Rs. 100/- each.

" Further Resolved that an Extra Ordinary General Meeting of the shareholders be called and Mr. Director of the company is hereby authorised to sign and despatch the notice in this regard"