Procedure of increase in authorised share capital and private placement

SI.No.

Nature of Event

Date of Event

Documents required to be prepared

ROC Form

1

Issue letter to Convene BM

Monday, December 01, 2014

a) Letter to Directors 1

b) Letter to Directors 2

2

Convene BM to increase the authorized share capital, adoption of MOA and AOA

Monday, December 08, 2014

a) Board Resolution to increase the authorized share capital of the company and alteration of Capital clause of Memorandum of association

b) Board Resolution to adoption of Article of association

c) Board Resolution to adoption of Memorandum of association

d) Board Resolution to Convene EGM

e) Notice of EGM with explanatory statement

3

Convene EGM increase the authorized share capital, alteration of MOA, adoption of MOA and AOA

Thursday, January 01, 2015

a) Special Resolution to increase the authorized share capital of the company and alteration of Capital clause of Memorandum of association

a) Form MGT 14 within 30 days from the date of passing of SR

b) Special Resolution to adoption of Article of association

b) Form SH 7 within 30 days from the date of passing of SR

c) Special Resolution to adoption of Memorandum of association

4

Issue letter to Convene BM

Thursday, January 01, 2015

a) Letter to Directors 1

b) Letter to Directors 2

5

Convene BM for the private placement

Thursday, January 08, 2015

a) Board Resolution for approval of list of persons to whom option will be given through private placement

b) Board Resolution for approval of proposal for issue and offer of equity shares on a private placement basis

c) Board Resolution to take on record of valuation report

d) Board Resolution to open current bank account

e) Board Resolution to call EGM

f) Notice of EGM with explanatory statement

g) Prepare Draft letter of offer

6

Convene EGM for the private placement

Monday, February 02, 2015

a) Special Resolution for approval of proposal for issue and offer of equity shares on a private placement basis-SR will be valid for one year

a) Form MGT 14 within 30 days from the date of passing of SR

b) Special Resolution for the approval of Draft Letter of Offer (PAS 4)

b) Form GNL 2 within 30 days from the date of issue of letter of offer

c)  Take on record the selected investors (PAS 5)

b) Issue Letter of Offer (PAS 4) and Share application form to the investor within 30 days after recording the name of selected investor in PAS 5

7

Wait for the money received in Company's Bank Account (No time limit, assume money will be received within 7 days)

Monday, February 09, 2015

1. Received money from the investor by the Cheque/ RTGS/ Electronic Fund Transfer in the Company’s Bank Account

2. Make Allotment of shares within 60 days of receipt of Money from the persons to whom right was given.

7

Issue letter to Convene BM

Monday, February 09, 2015

a) Letter to Directors 1

b) Letter to Directors 2

8

Convene BM for the allotment of Shares

Monday, February 16, 2015

a) Board Resolution with reference to Shareholders agreement for the allotment of equity shares

a) PAS 3 within 30 days from the date of allotment of shares

b) List of allottees

b) MGT 14

c) Signing of Shareholders agreement

d) Issue certificate of shares

e) Entry in Register of members