A private company is created with only two members who are subsciberso the memorandum and also directors. Do they have to pass board resolution for allotment of shares ?
Jishnu Surendran (Finance Manager) (312 Points)
02 August 2013A private company is created with only two members who are subsciberso the memorandum and also directors. Do they have to pass board resolution for allotment of shares ?
prakash
(Company Secretary)
(1352 Points)
Replied 02 August 2013
Jishnu,
Board should note about subcription of shares at the time of its incorporation in its first board meeting, form 2 is not required tobe filed.
Subscriber to the Memorandum to be recorded as member of the company:
The Chairman informed the Board that the company has received the subscripttion amount as stated in the subscripttion clause of the Memorandum and Articles of the Association for issuance of 10000 (Ten Thousand) Equity shares of Rs. 10/- (Ten only) each for Rs.1, 00,000 (One Lac only) from the subscribers to the Memorandum and Articles of the company. This was noted and then following resolution was passed unanimously by Board;-
“RESOLVED THAT the shares be allotted to following subscribers as noted against their names:
|
S. |
NAME |
FOLIO |
CERT. |
NO. OF |
DISTINCTIVE NO. |
|
|
No. |
|
NO. |
NO. |
SHARES |
FROM |
TO |
|
|
|
|
|
|
|
|
|
|
||||||
|
|
|
|
|
10000 |
|
|
“FURTHER RESOLVED THAT Mr. _____________ and Mr. _____________ , directors of the company and Mrs. _____________ , authorised signatory of the Company be and is hereby authorised to issue the share certificates and the Common Seal of the Company be affixed in presence of the above said directors and authorised signatory of the Company.”
Live class on PF & ESI Enrollment & Returns Filing(with recording)
CAclubindia
