C.S. Rajesh Pillai (Company Secretary and Compliance Officer) (181 Points)
19 December 2009Dear sirs / Madam,
One of our pvt. ltd. cos. is in the process of issuing further capital.
Since the Sec. 81 (1A) of the Cos. Act, 1956 is not applicable for a Pvt. Ltd. Co., special resolution in members meeting is not required.
In such a situation, only Board resolution will suffice?
Or whether we have to take unanmous approval of the Board and file it with the RoC in Form No. 23?
kindly advice
best regards,
Rajesh Pillai
Ankur Garg
(Company Secretary and Compliance Officer)
(114773 Points)
Replied 19 December 2009
Hello Sir,
Simply pass a board resolution with simple majority for allotment of shares and file form-2 with in 30 days of passing board resolution with ROC.
Kindly appreciate in company law Unanimous approval of board is required only in 3 cases viz section 372A, Section 316 and Section 386. except required by AOA.
Regards
C.S. Rajesh Pillai
(Company Secretary and Compliance Officer)
(181 Points)
Replied 21 December 2009
Dear Ankurji,
Thank U very much for the advice
regards
Rajesh
CAclubindia
