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Special resolution format

nafisa (ACS) (189 Points)

01 May 2012

please i want special resolution format for further issue of capital section 81

its urgent

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2 Replies

Ankur Garg (Company Secretary and Compliance Officer) (114773 Points)
Replied 01 May 2012

Find below the desired resolution. Pl modify the same according to your need:

"RESOLVED THAT pursuant to Section 81(1A) and all other applicable provisions, if any, of the Companies Act, 1956 (including any statutory modification thereto or reenactment thereof for the time being in force) and in accordance with the provisions of Articles of Association of the Company, and subject to the approval, consent, permission and/or sanction, as may be required from the Reserve Bank of India (RBI), Securities and Exchange Board of India (SEBI), Financial Institutions, and any other appropriate authority, Institution or Body and subject to such terms, conditions, alterations, corrections, changes, variations and/or modifications, if any, as may be prescribed by any one or more or all of them in granting such approval, consent, permission and/or sanction, the consent of the shareholders be and is hereby accorded to the Board of Directors of the Company to offer, issue and allot upto ________ Equity Shares on preferential basis, of Rs.2/- each at a price of Rs.____/- per Share, for cash (inclusive of Premium of Rs._____/- per share) for preferential issues aggregating to Rs. ___________ to the following person on such terms and conditions as the Board deems fit:

Sl.

Name of the allottee

Category

No. of Equity Shares to be Allotted

Mr. Vivek Jain

Non-Promoter

1,00,000

Total

1,00,000

RESOLVED FURTHER THAT the equity shares to be issued and allotted shall rank pari passu with the existing equity shares of the Company in all respects including payment of dividend.

RESOLVED FURTHER THAT for the purpose of giving effect to the above Resolution, the Board be and is hereby authorized to do all such actions and to give all such directions as may be necessary or desired including the finalization or modification of the terms and conditions for the preferential issue of equity shares under this Resolution and to accept any modifications in the above proposal as may be required by the authorities involved and also settle any questions or difficulties that may arise in respect of offer, issue and allotment of equity shares.

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