Private Placement of Equity Shares – Special Resolution

Special resolution format for private placement of equity shares under Sections 42 and 62(1)(c), with valuer price, MGT-14 before PAS-4 and PAS-3 in 15 days.

RuleRule 13, 14
AuthorityMembers
Rule Names
The Companies (Share Capital and Debentures) Rules, 2014The Companies (Prospectus and Allotment of Securities) Rules, 2014

To consider and, if thought fit, to pass, with or without modification(s), the following resolution as a Special Resolution:

“RESOLVED THAT pursuant to Sections 42 and 62(1)(c) of the Companies Act, 2013 read with Rule 13 of the Companies (Share Capital and Debentures) Rules, 2014, Rule 14 of the Companies (Prospectus and Allotment of Securities) Rules, 2014 and the Articles of Association of the Company, consent of the members be and is hereby accorded to the Board to offer, issue and allot up to [●] Equity Shares of ₹[●] each, fully paid up, at a price of ₹[●] per share (including a premium of ₹[●]), aggregating up to ₹[●] (Rupees [●] only), for cash, on a private placement basis to the persons identified by the Board and named in the explanatory statement, the price being not less than the fair value determined by a registered valuer.

RESOLVED FURTHER THAT the Equity Shares shall rank pari passu with the existing Equity Shares, the offer letters in Form PAS-4 shall be issued only after this resolution has been filed with the Registrar of Companies, and the allotment shall be completed within sixty days of receipt of the application money and within twelve months from the date of this resolution.

RESOLVED FURTHER THAT the Board be and is hereby authorised to finalise the offer, allot the Equity Shares, file the necessary e-forms and do all such acts, deeds and things as may be necessary for giving effect to this resolution.”

Chat with us