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Discussion > Corporate Law >

Statement in lieu of prospectus

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employed

[ Scorecard : 2338]
Posted On 11 August 2009 at 11:16 Report Abuse

Dear Friends,

is it necessary to file statement in lieu of prospectus to allot the shares to a director of a public company. The director has advanced the money to the company.

We have got a resolution approved by the members for alloting shares pursuant to section 81(1A) in EGM of the company.

Can anybody explain to me the procedure to be followed. 

 


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Ankur Garg
Company Secretary and Compliance Officer

[ Scorecard : 88017]
Posted On 11 August 2009 at 11:57

Hi Gopal,

 

SLP is required to be filed once in terms of section 149. Read section 149 carefully.

 

As you have obtained the approval of shareholders you can allot shares to your directors by following the procedure below and there is no need to file statement in lieu of prospectus to allot the shares to a director:

 

  1. First convene board Meeting for allotment of equity shares and pass necessary resolution for allotment.
  2. Download form-2 from MCA Site www.mca.gov.in   
  3. Fill form-2 and attach list of allottee.
  4. Get form-2 certified from practicing CS/CA and upload the same on MCA Site.

 

 

Regards

 



Total thanks : 1 times




.g.k.
employed

[ Scorecard : 2338]
Posted On 11 August 2009 at 12:47

Thank u sir. Could you give me the board resolutions for this purpose.

 

Thanks in advance




Anar
CA

[ Scorecard : 29]
Posted On 28 January 2010 at 17:32

hi, can anyone send me the format of Statement in lieu of Prospectus to be filed with ROC



Mitali Agarwal
Company Secretary

[ Scorecard : 638]
Posted On 28 January 2010 at 17:46

The following Board Resolution may help you:

“RESOLVED THAT pursuant to the approval of members of the Company in Extra Ordinary General Meeting held on _______________ and subject to clauses contained in Memorandum and Articles of Association of the Company , consent of the Board of Directors be and is hereby accorded to offer, issue and allot ______________ Equity Shares of Rs. 10/- each at a premium of Rs. _________per share to the directors, their relatives and associates on preferential basis.

 

RESOLVED FURTHER THAT the equity shares to be so issued and allotted shall be rank parri-passu with the existing shares of the company except that for the financial year in which they are issued and allotted they shall rank only for pro-rata dividend for the period during which capital is so paid up.”




Ankur Garg
Company Secretary and Compliance Officer

[ Scorecard : 88017]
Posted On 28 January 2010 at 17:47

Please find attached herewith draft of statement in lieu of prospectus as desired by you. Regards


Attached File : 45 draft slp.doc downloaded 855 times

Total thanks : 1 times



Mitali Agarwal
Company Secretary

[ Scorecard : 638]
Posted On 28 January 2010 at 17:52

Please find attached herewith draft format of SLP.


Attached File : 43 slp.doc downloaded 515 times

Total thanks : 1 times



Anar
CA

[ Scorecard : 29]
Posted On 29 January 2010 at 13:34

Thanks for the drafted copy of SLP sent.



Priyanka
Student

[ Scorecard : 25]
Posted On 06 March 2010 at 14:17

Dear Friends,

 

Is stm in Lieu of Prospectus need to be filed every time before any private placement of shares by a closely held company.




Mitali Agarwal
Company Secretary

[ Scorecard : 638]
Posted On 06 March 2010 at 14:25

 

Originally posted by : Priyanka

Dear Friends,

 

Is stm in Lieu of Prospectus need to be filed every time before any private placement of shares by a closely held company.

 

Statement in lieu of prospectus is to be filed only once in terms of Section 149. of CA, 1956.



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