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As per section 61 of the Companies Act 2013, a Company having share capital may by passing an ordinary resolution in General Meeting can alter the capital clause of its Memorandum of Association. Provided that the power to alter is given by its Articles of Association.(If power to alter is not given then pass Special resolution to amend the Articles.)
Convene a Meeting of Board of Directors and pass the necessary Board Resolutions: To consider and approve increase of Authorized Share Capital and altering the Memorandum of Association, subject to the approval of shareholders in General Meeting.
1) To fix day, date, time and venue for holding General Meeting of the Company
2) To approve the draft notice of General Meeting along with explanatory statement annexed to the notice as per requirement of the Section 102 of the Companies Act, 2013.
3) To authorize the Director or Company Secretary to sign and issue notice of the General Meeting and to do such acts, deeds and things as may be necessary to give effect to the Board’s decision.
Hold the General Meeting on the fixed day and pass an Ordinary Resolution for increasing the Authorized Share Capital and make relevant changes in the Memorandum of Association (MOA).
File Form SH-7 with the ROC: File a notice of alteration of Share Capital with the Registrar in E-Form SH-7along with the prescribed fee within 30 days of such alteration
Notice of EGM along with Explanatory statement
Certified true copy of the ordinary resolution
Altered MOA along with Subscriber sheet
If any Shorter notice consent,
If any other document, as may be applicable.
Pay the e-stamp duty on the increased amount of the Authorized Share Capital through MCA Portal.
*(Exclusive of Government fees & taxes)
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