Max Payne (employed) (2574 Points)
11 August 2009Dear Friends,
is it necessary to file statement in lieu of prospectus to allot the shares to a director of a public company. The director has advanced the money to the company.
We have got a resolution approved by the members for alloting shares pursuant to section 81(1A) in EGM of the company.
Can anybody explain to me the procedure to be followed.
Ankur Garg
(Company Secretary and Compliance Officer)
(114773 Points)
Replied 11 August 2009
Hi Gopal,
SLP is required to be filed once in terms of section 149. Read section 149 carefully.
As you have obtained the approval of shareholders you can allot shares to your directors by following the procedure below and there is no need to file statement in lieu of prospectus to allot the shares to a director:
Regards
Max Payne
(employed)
(2574 Points)
Replied 11 August 2009
Thank u sir. Could you give me the board resolutions for this purpose.
Thanks in advance
Anar
(CA)
(30 Points)
Replied 28 January 2010
Mitali Agarwal
(Company Secretary)
(638 Points)
Replied 28 January 2010
The following Board Resolution may help you:
“RESOLVED THAT pursuant to the approval of members of the Company in Extra Ordinary General Meeting held on _______________ and subject to clauses contained in Memorandum and Articles of Association of the Company , consent of the Board of Directors be and is hereby accorded to offer, issue and allot ______________ Equity Shares of Rs. 10/- each at a premium of Rs. _________per share to the directors, their relatives and associates on preferential basis.
RESOLVED FURTHER THAT the equity shares to be so issued and allotted shall be rank parri-passu with the existing shares of the company except that for the financial year in which they are issued and allotted they shall rank only for pro-rata dividend for the period during which capital is so paid up.”
Ankur Garg
(Company Secretary and Compliance Officer)
(114773 Points)
Replied 28 January 2010
Mitali Agarwal
(Company Secretary)
(638 Points)
Replied 28 January 2010
Priyanka
(Student)
(25 Points)
Replied 06 March 2010
Dear Friends,
Is stm in Lieu of Prospectus need to be filed every time before any private placement of shares by a closely held company.
Mitali Agarwal
(Company Secretary)
(638 Points)
Replied 06 March 2010
| Originally posted by : Priyanka | ||
 |
Dear Friends, Is stm in Lieu of Prospectus need to be filed every time before any private placement of shares by a closely held company. |
 |
Statement in lieu of prospectus is to be filed only once in terms of Section 149. of CA, 1956.
Anand Raghuvanshi
(no)
(37 Points)
Replied 21 March 2011
mitali can you tell me whether its written. if a unlisted public company wants to issue prefrence share then whether its not require to file SLP again and secondli co wants to give commission to person who is not broker but arrange subscriber for subscribe said preference share then still SLP is not required and if not then where it will be mensiond
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