Special resolution format for reduction of share capital under Section 66, subject to NCLT confirmation, with RSC-1 application, MGT-14 and INC-28.
To consider and, if thought fit, to pass, with or without modification(s), the following resolution as a Special Resolution:
“RESOLVED THAT pursuant to the provisions of Section 66 and other applicable provisions, if any, of the Companies Act, 2013 read with the National Company Law Tribunal (Procedure for Reduction of Share Capital of Company) Rules, 2016 and the Articles of Association of the Company, and subject to the confirmation of the National Company Law Tribunal, [●] Bench (the “Tribunal”), the issued, subscribed and paid-up equity share capital of the Company be and is hereby reduced from ₹[●] (Rupees [●] only) divided into [●] equity shares of ₹[●] each fully paid up to ₹[●] (Rupees [●] only) divided into [●] equity shares of ₹[●] each fully paid up, by [cancelling paid-up share capital of ₹[●] per share which is lost or unrepresented by available assets / paying off paid-up share capital of ₹[●] per share which is in excess of the wants of the Company].
RESOLVED FURTHER THAT [where the nominal value of the shares is reduced,] the Memorandum of Association of the Company shall stand altered accordingly, and the reduction shall take effect [on the registration by the Registrar of Companies of the order of the Tribunal and the minute approved by it / on such date as the Tribunal may direct].
RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby authorised to apply to the Tribunal in Form RSC-1 for confirmation of the reduction, to accept such modifications as the Tribunal may direct and to do all such acts, deeds and things as may be necessary for giving effect to this resolution.”
No rules under this Section yet.