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PROCEDURE

CA Jimmit D Mehta (Employed) (494 Points)

25 June 2009

WHATS THE PROCEDURE FOR INCREASING THE AUTHORISED CAPITAL OF PVT LTD CO. AND ALSO THE PROCEDURES FOR ISSUE OF BONUS SHARES?

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9 Replies

CS Ankur Srivastava (Company Secretary & Compliance Officer) (17853 Points)
Replied 25 June 2009

Dear Jimmit,

First you have to see the Artiles whether there are provisions for the same or not if not you have to change the Article by passing Special Resolution in the General meeting (AGM or EGM) and file form no. 23 within 30 days.

Then simply by passing Ordinary Resolution in the General meeting (AGM or EGM) you can increase the Authorised Capital of the Company. Then file form no. 5 along with required fee on increased Authorised Capital with in 30 dasy of OR.

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CA Jimmit D Mehta (Employed) (494 Points)
Replied 25 June 2009

THANKS FOR UR REPLY

BUT I STILL HAVE A QUERY AS TO WHERE WE HAVE TO FILE THE RESPECTIVE FORMS

CS Ankur Srivastava (Company Secretary & Compliance Officer) (17853 Points)
Replied 25 June 2009

Bonus issue is simply capitalization of accumulated profits of the company.

STEPS for bonus issue:

VERIFY ARTICLES IF THERE IS PROVISIONS FOR BONUS ISSUE IF NOT ALTER ARTILES.
VERIFY WHETHER THERE IS ADEQUATE UN-ISSUED EQUITY CAPITAL IN THE AUTHORIZED CAPITAL

DETERMINE THE TERMS AND CONDITIONS OF BONUS ISSUE

CONVENE BOARD MEETING - PASS BOARD RESOLUTION

GIVE NOTICE OF EXTRAORDINARY GENERAL MEETING

PASS ORDINARY RESOLUTION IN THE EXTRAORDINARY GENERAL MEETING

CONVENE BOARD MEETING --MAKE ALLOTMENT OF SHARES

FILE RETURN OF ALLOTMENT

ALL SHARE CERTIFICATES SHALL BE DELIVERED TO THE SHAREHOLDERS WITHIN 3 MONTHS FROM THE DATE OF ALLOTMENT OF BONUS SHARES.

CS Ankur Srivastava (Company Secretary & Compliance Officer) (17853 Points)
Replied 25 June 2009

Dear Jimmit,

Forms are filed online on the website mca.gov.in. On this site you can download forms and after filling the details you can upload the forms.

CA Jimmit D Mehta (Employed) (494 Points)
Replied 25 June 2009

THANKS SIR UR INFORMATION WAS HELPFUL TO ME/............................

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Ajay Mishra (Company Secretary) (74337 Points)
Replied 25 June 2009

Procedure for increase in authorised capital of the company

1. Convene a Board Meeting after issuing notices to the directors of the company to decide about the increase and to fix the date, time, place and agenda for convening a General Meeting.

2. To pass an Ordinary Resolution (Special Resolution if so required by articles) for the same.

3. Download Form -5 from www.mca.gov.in

4. Fill the details required such form except signature of the concerned person.

5. Send Form-f with concerned Treasurar for the stamping of the concerned if required by that State.

6. This stamped form attached with the Form-5 filed with concerned ROC along with altered MOA and AOA.

7. File physically MOA along with stamped form-5 with concerned ROC.

8. After approval of Form-5 from ROC make necessary changes in MOA and AOA and in all other papers and documents.

Best Regards

CA Jimmit D Mehta (Employed) (494 Points)
Replied 25 June 2009

CAN U CLEAR ME REGARDING FORM F

AS MY QUERY IS THAT WE HAVE TO FILL FORM F IF REQUIRED OR WE HAVE TO FILL IT AS A PROCEDURE?

AND WHAT IS THIS REGARDING TREASURER?

and also from where i will be getting form f as it is not there on mca.gov.in

DIVYA PINCHA (ASSISTANT MANAGER:MERCHANT BANKING) (537 Points)
Replied 04 April 2011

can v increase the authorsed capital n issue bonus shares through 1 EGM?

Jayashree S Iyer (Company Secretary) (3224 Points)
Replied 05 April 2011

Yes, both the resolutions can be passed in a single EGM. First get the resolution for increase in ASC passed by members and then take up the issue of bonus shares.

According to me, Form-f and stamping is not required for increase in ASC.