Issue and allotment of securities diffrence

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somnath chatterjee (Querist)
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02 August 2014 As per the Companies Act, 2013 Form MGT14 is to be filed with MCA on Issue of securities and Form PAS3 is to be filed on Allotment of securities. Please explain the difference between Issue and Allotment of securities and kindly explain when the MGT14 and PAS3 are to be filed in the flow-chart of fresh securities issue and allotment.

CS Mitesh Mehta

CS Mitesh Mehta (Expert)
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02 August 2014 MGT14 is not required to be filed for allotment of shares; however, it is required to be filed for Issue of shares:

◦ As per sec 179(3)(c), the Board of Directors of a company shall exercise the powers to “ISSUE” securities on behalf of the company by means of resolutions passed at meetings of the Board.
◦As per sec 117(1) & (3), such resolutions are to be filed to ROC.
◦It has been decided that allotment of shares & issue of share are different.
◦To avoid dispute, it is suggested to pass both resolutions i.e.
ü For allotment of shares as well.

ü For issue of share certificate in same meeting & file with ROC in MGT14.