Procedure for increase in authorised capital of the company.

        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.      Opt the option to pay stamp duty electronically along with ROC fee on Form-5 with concerned ROC.

6.      Please attached altered MOA and AOA with the Form-5 filed with concerned ROC.

7.      File physically MOA along with stamped form-5 with concerned ROC (if required).

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

If you are increasing Authorized Capital by Special Resolution or also change in Article of Association it is required to file Form 23 with concerned ROC within 30 days from the date of passing such resolution.

“RESOLVED THAT, subject to the approval of the company at a general meeting by way of ordinary resolution, the Authorized Share Capital of the company be increased from Rs ..../- to Rs ..../- by creation of ......-further equity shares of Rs.10/- each ranking paripassu with the existing equity shares of the company.”

EGM Resolution:

“RESOLVED THAT pursuant to provisions of Section 94 (1) (a) of the Companies Act,1956, the Authorized Share Capital of the company be increased from Rs......./- to Rs....../- by creation of ...../-further equity shares of Rs.10/- each ranking pari-passu with the existing equity shares of the company.”

“RESOLVED FURTHER THAT in compliance with the provisions of Section 16 of the Companies Act, 1956, the existing capital clause No.V appearing in the Memorandum of Association be substituted with the following new clause:

“V.The Authorized Share Capital of the company is Rs. ..../- (Rupees .....Only) divided into ...(.....only) Equity shares of Rs.10/- each.”

“RESOLVED FURTHER THAT in compliance with the provisions of Section 31 of the Companies Act, 1956, the existing capital clause appearing in Article 4 of Articles of Association be substituted by the following new article:

“4. The Authorized Share Capital of the company is Rs. ..../- (Rupees .....Only) divided into .....(...... only) Equity shares of Rs.10/- each.”

“RESOLVED FURTHER THAT the Board of Directors of the company be and are hereby authorised to do all acts, deeds and things necessary to give effect to increase in authorised share capital and necessary alterations in memorandum and articles of association”