Procedure for Increase in Authorised Share Capital
Convene board meeting for passing of the draft resolution(s) relating to the Increase in authorised share capital
Preparation of Board minutes in accordance with the Companies Act, 2013 and secretarial standards and signing related thereto.
Send notice of general meeting to all directors, shareholders, auditors, secretarial auditors and Debenture Trustee, if any, of the company at least 21 days before the date of general meeting. However, notice may be given at a shorter period of time if consent in writing is given thereto, by physical or electronic means, by not less than ninety five percent of the members entitled to vote at such meeting in case the matter is considered in Annual General Meeting, however, if the matter is taken in Extra Ordinary General Meeting, then shorter notice of general meeting may be given subject to:—
in case company have share capital, consent of majority members entitled to vote and who represent not less than ninety-five per cent. of such part of the paid-up share capital of the company as gives a right to vote at the meeting
in case company have no share capital, consent of members not less than ninety-five per cent of the total voting power exercisable at that meeting.
In case resolution is to be passed by Postal Ballot, please follow the procedure of passing of resolution through Postal Ballot.
Convene general meeting and pass ordinary resolution for increase in authorise capital/creation of prefernce share capital/conversion of shares into stock/subdivision of its shares/reclassification of shares, etc.
File e-Form MGT-14 for special resolution of alteration of articles of association, with the Registrar of Companies within 30 days of passing of special resolution.
File e-Form SH-7 along with attachments with the Registrar of Companies within 30 days of passing of resolution.
Ensure that each and every alteration made in the memorandum/articles of association is noted in every copy of memorandum/articles of association with a note with reference to such alteration stating the date of resolution and manner of passing the resolution.