The Board of Directors have approved the notice of AGM which contains a resolution for 81(1A) but have not passed a separate resolution for the issue prior to approving the notice.
The members at the general meeting approved the resolution too.
I want to know the validity of the approval in the sense that whether it is mandatory for the Board to first pass a separate resolution for 81(1A) or would it be ok if they approve the notice containing the resolution.
Views solicited on the same.
Dear Hetal,
First of all there is no need for the board to pass the seperate resolution u/s 81(1A). Resolution u/s 81(1A) is the authority of Shareholders.
But the Board must discussed and approved that the shares are to be issued under section 81(1A) before approving the notice of GM.
The discussion can be made at the time of calling the GM but no need for seperate board resolution for the same.
| Originally posted by : CS Ankur Srivastava | ||
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Dear Hetal, First of all there is no need for the board to pass the seperate resolution u/s 81(1A). Resolution u/s 81(1A) is the authority of Shareholders. But the Board must discussed and approved that the shares are to be issued under section 81(1A) before approving the notice of GM. The discussion can be made at the time of calling the GM but no need for seperate board resolution for the same. |
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Thanks Ankur. I thought of the same but was just not sure.
CAclubindia
