Dear Friends,
I have a few queries as follows, pertaining to Companies Act, 1956 (Pvt. Co.).
Case-1
The Company has already borrowed loan from the bank and has citing reference of the Members’ Special Resolution (SR) passed u/s 293(1)(d). However, the Company has failed in registering the SR with the RoC within 30 days.
Case-2
The Company has already obtained Pvt. Equity Funding and now needs to issue Equity Shares beyond the registered Authorised Capital. The Company had entered into the necessary agreement with the PE Fund citing reference of the Members’ Special Resolution (SR) passed increasing the Authorised Capital and thereby altering the MoAoA, However, the Company failed in registering the SR with the RoC within 30 days.
Queries:
1. Does this make the transactions (bank borrowing / PE funding) null & void?
2. Can this be cured by late filing it with applicable penalty?
3. Will it require any special petition/application to Reg.Dir./Central Govt./CLB?
4. If 2 &/or 3 are possible, what will be the process, approximate time & expenses involved (Fees, Penalties, etc.)?
5. Otherwise, what’s the solution?
Can some one please advise?
Thanks.
CAclubindia
