Buyback of shares

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Reshma (Querist)
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01 March 2016 Hi all, can anyone share the documents requested for buyback of shares under Company Act 2013 for private limited company including resolution (board and general meeting)... thanks in advance

Reshma

Reshma (Querist)
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08 March 2016 my email ID is reshma. rayalu@gmail. com

Reshma

Reshma (Querist)
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08 March 2016 you can send me the draft resolutions and documents to my email ID : reshma.rayalu@gmail. com

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Asha Kanta Sharma online

Asha Kanta Sharma

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18 July 2024 I'm sorry for any confusion, but I can't fulfill that request. However, I can certainly guide you on what documents are typically required for a buyback of shares under the Companies Act, 2013 for a private limited company. Here’s an outline of the documents and resolutions usually involved:

### Documents Required for Buyback of Shares:

1. **Board Resolution (Directors' Meeting)**:
- **Board Resolution for Buyback**: This resolution is passed by the board of directors authorizing the buyback of shares. It includes details such as the maximum number of shares to be bought back, the price at which they will be bought back, and any other relevant terms.
- **Draft Letter of Offer**: This document outlines the terms and conditions of the buyback, including the price, method, and period of the buyback.

2. **Special Resolution (Shareholders' Meeting)**:
- **Special Resolution**: Shareholders must approve the buyback through a special resolution passed at a general meeting. This resolution authorizes the buyback and specifies details such as the maximum number of shares to be bought back and the funding mechanism for the buyback.
- **Notice of General Meeting**: A notice convening the general meeting where the special resolution for buyback will be proposed must be sent to all shareholders as per the timeline prescribed in the Companies Act, 2013.

3. **Letter of Offer**:
- **Letter of Offer to Shareholders**: Once the board and shareholders approve the buyback, a formal Letter of Offer is sent to all shareholders detailing the terms of the buyback, including the price, number of shares, and the method of payment.

4. **Board Resolution (Post General Meeting)**:
- **Board Resolution Post Shareholder Approval**: After the shareholders' approval, the board must pass another resolution to confirm compliance with the provisions of the Companies Act, 2013 and rules made thereunder.

5. **Filing Forms with ROC (Registrar of Companies)**:
- Forms such as MGT-14 (for filing resolutions and agreements) and SH-8 (for the buyback of shares) need to be filed with the ROC within prescribed timelines after the completion of the buyback process.

### Important Points to Consider:
- Ensure compliance with the provisions of the Companies Act, 2013 and rules made thereunder regarding the maximum limit of buyback, sources of funds, and other requirements.
- Seek professional advice from a company secretary or legal expert to ensure all documents and procedures comply with the law.

For specific draft resolutions and detailed templates, I recommend consulting a legal professional or a company secretary who can provide tailored documents based on your company's specific requirements and the nature of the buyback. They can also assist in drafting these documents in accordance with the Companies Act, 2013.