Change in object clause
This query is : Resolved
17 March 2016
can anyone send me draft of resolution and notice for change in object clause with explanatory statement
18 March 2016
NOTICE IS HERE BY GIVEN THAT AN EXTRAORDINARY GENERAL MEETING OF THE MEMBERS OF THE COMPANY will be held on Friday, March 18, 2016 at 12.50 p.m in the Board Room, CAClubindia Building, Fort, Mumbai-400001 to transact the following special business:
1. Alteration of Objects Clause in the MOA of the company
To consider and if thought fit, to pass with or without modification, the following resolution as a Special resolution:
"RESOLVED that pursuant to the provisions of section 13 and other applicable provisions, if any, of the Companies Act,2013, including any statutory modification or re-enactment thereof for the time being in force and the Rules framed thereunder, as amended from time to time, and subject tot the approval of the Registrar of Companies, Mumbai and/or any statutory or regulatory authority, as may be necessary, clause III of the Memorandum of Association of the company, be and is hereby altered by inserting the following sub-clause under Part-A of Clause III, after the existing sub- clause 1".
'2. To undertake the business of ship management, ship manning, crew recruitment, ship operation and dredging services in India'.
"RESOLVED FURTHER THAT any Director of the company, be and are hereby authorized to file,sign,verify and execute all such e-forms,papers or documents,as may be required and do all such acts.deeds, matters, things as may be necessary and incidental for giving effect to this Resolution, including agreeing to any change to the aforesaid clause 2 of the Memorandum of Association of the company, as may be required by the ROC and/or any statutory/regulatory authority.
By Order of the Board of Directors
Srinath
Mumbai, February 21.2016 MANAGING DIRECTOR
Notes:-
1. The explanatory statement pursuant to section 102 of the Companies Act,2013 setting out the facts relating to the business stated in item no.1 is annexed hereto.
2. A Member entitled to attend and vote is entitled to appoint a proxy to attend and vote instead of himself and the proxy need not be a member.
1. Alteration of Objects Clause in the MOA of the company
To consider and if thought fit, to pass with or without modification, the following resolution as a Special resolution:
"RESOLVED that pursuant to the provisions of section 13 and other applicable provisions, if any, of the Companies Act,2013, including any statutory modification or re-enactment thereof for the time being in force and the Rules framed thereunder, as amended from time to time, and subject tot the approval of the Registrar of Companies, Mumbai and/or any statutory or regulatory authority, as may be necessary, clause III of the Memorandum of Association of the company, be and is hereby altered by inserting the following sub-clause under Part-A of Clause III, after the existing sub- clause 1".
'2. To undertake the business of ship management, ship manning, crew recruitment, ship operation and dredging services in India'.
"RESOLVED FURTHER THAT any Director of the company, be and are hereby authorized to file,sign,verify and execute all such e-forms,papers or documents,as may be required and do all such acts.deeds, matters, things as may be necessary and incidental for giving effect to this Resolution, including agreeing to any change to the aforesaid clause 2 of the Memorandum of Association of the company, as may be required by the ROC and/or any statutory/regulatory authority.
By Order of the Board of Directors
Srinath
Mumbai, February 21.2016 MANAGING DIRECTOR
Notes:-
1. The explanatory statement pursuant to section 102 of the Companies Act,2013 setting out the facts relating to the business stated in item no.1 is annexed hereto.
2. A Member entitled to attend and vote is entitled to appoint a proxy to attend and vote instead of himself and the proxy need not be a member.
18 March 2016
EXPLANATORY STATEMENT
The following explanatory statement, pursuant to section 102 of the Companies Act, 2013 sets out all material facts relating to the business mentioned under item No.1 of the accompanying Notice dated February 21, 2016.
Item No.1
The principal business of the company is to carry on in India or elsewhere, the business of establishing, maintaining and operating shipping and transport company for the carriage of cargo, goods and merchandise from one port to another. The company proposes to undertake the business of ship management, ship manning, crew recruitment, ship operation and dredging services in India.
To enable the company to commence the aforesaid business, it is proposed to amend the Main Objects under the Objects Clause of the Memorandum of Association of the company, by the insertion of sub-clause 2 after the existing sub-clause 1 as stated in the resolution in the annexed notice. The above amendment would be subject to the approval of the Registrar of Companies, Mumbai and any other statutory or Regulatory authority, as may be necessary.
The Directors commend the passing of the resolution under item No.1 of the accompanying Notice for the approval of the members of the company.
None of the Directors of the company or their relatives are concerned or interested in the passing of the above resolution.
By Order of the Board of Directors
Srikanth
Mumbai, February 21,2016. MANAGING DIRECTOR
The following explanatory statement, pursuant to section 102 of the Companies Act, 2013 sets out all material facts relating to the business mentioned under item No.1 of the accompanying Notice dated February 21, 2016.
Item No.1
The principal business of the company is to carry on in India or elsewhere, the business of establishing, maintaining and operating shipping and transport company for the carriage of cargo, goods and merchandise from one port to another. The company proposes to undertake the business of ship management, ship manning, crew recruitment, ship operation and dredging services in India.
To enable the company to commence the aforesaid business, it is proposed to amend the Main Objects under the Objects Clause of the Memorandum of Association of the company, by the insertion of sub-clause 2 after the existing sub-clause 1 as stated in the resolution in the annexed notice. The above amendment would be subject to the approval of the Registrar of Companies, Mumbai and any other statutory or Regulatory authority, as may be necessary.
The Directors commend the passing of the resolution under item No.1 of the accompanying Notice for the approval of the members of the company.
None of the Directors of the company or their relatives are concerned or interested in the passing of the above resolution.
By Order of the Board of Directors
Srikanth
Mumbai, February 21,2016. MANAGING DIRECTOR
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