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Mca form 1b for conversion of public co into private

Prashant Damani (Company Secretary) (36 Points)

01 November 2013

Hello everyone,

We are converting our Public Ltd Company into Private Ltd. The Share Capital comprises of both Equity and Preference one.

While filling the Form 1B, it asks for details of Members present and voting (in favour and against) for Conversion.

My question is for this purpose, whether only Equity Shareholders are to be considered or both Equity and Preference Shareholders.

Plz Reply.

Thanks In Advance.

CS Prashant Damani

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1 Replies

Ajay Mishra (Company Secretary) (74337 Points)
Replied 01 November 2013

You will take the approval of equity shareholders and no need to take pref shareholders approval at the meeting.

Section 87(2)(a) provides that every member of a company limited by shares and holding any preference share capital therein shall have a right to vote in respect of such share capital, on every resolutions placed before the company which directly affect the rights attached to his preference shares.

Explanation of section 87(2)(a) provides that any resolution for winding up the company or for repayment or reduction of its share capital shall be deemed directly to affect the rights attached to preference shares within the meaning of this clause.

So you consider only equity shareholders.