Clarifications on company formation

Pvt ltd 623 views 4 replies

Dear All,

For PVT limited company limited by shares with 2 directors, We have in the MOA and AOA, "Authorized Share Capital =100000 divided into  10,000  Equity Shares of Rs. 10 each .

1) Do  we have to put the table in end of MOA and AOA as how many  each subcriber/director will the take shares?

2) What is "Number of Equity Shares taken by each subscriber"?

3) Can each director just subscribe just 1 equity share? What does it means, they have to pay Rs 10 each?
 
4)What all can happens to rest of the equity shares? 

5)To track company expenses, how much do need to be deposted in the current account( 100000 + 20)?"

6)How  to increase Authorized Share Capital?
  
7)Steps to Open a branch office in Mumbai when the registered office in other state? 

 

thanks , pls guide

Sam

Replies (4)

1) Do  we have to put the table in end of MOA and AOA as how many  each subcriber/director will the take shares

Yes you have to put the name of sunscribers of Moa and AOA at the end of the same. First you have to incorporate a company thereafter only the directorship will comes. The person who subscribes teh MoA and AoA are deemed to be the members of that company. The Subscribers can take any num of shares provided the maximum should not exceed your proposed share capital.

2) What is "Number of Equity Shares taken by each subscriber"?

The Subscribers can take any num of shares provided the maximum should not exceed your proposed share capital

3) Can each director just subscribe just 1 equity share? What does it means, they have to pay Rs 10 each?

The directors may or may not subscribe shares unless the directors shareholding is compulsory as per the AOA. Otherwise its not an issue.  If they are subscribing to MoA and AOA of 1 share each then they have to pay Rs 10 each.

4)What all can happens to rest of the equity shares? 

There is no question of rest of capital because if you are incorporating a company (pvt) the shareholders i.e subscribes to MoA And AoA shouls take full shares otherwise you cannot incorporate the company. The minimum paid up capital for a pvt company is Rs 1 lakh.

5)To track company expenses, how much do need to be deposted in the current account( 100000 + 20)?"

I don't understand this question. To run a company teh directors and teh management has to decide the same.

6)How  to increase Authorized Share Capital?
 Authorised capital can be increased by passing an ordinary resolution in the EGM for increasing the Authorised capital and has to pass one special resolution for altering MoA and AoA.

After that you have to file form 23 and form No 5 with in 30 days. While uploading teh form the MCA website will ask for Stamp duty online which can be paid through online.

7))Steps to Open a branch office in Mumbai when the registered office in other state? 

Yo have to fill the application form duly signed by the Authorised Signatories along with a board resolution for opening the account . You have to submit the KYC docs of teh company and all authorised signatory along with a minimum deposit for opening the account.

Hope this will make you clear.

Regards

CS Jithesh

 

Dear Jitesh, thank you your inputs. I am helping my friend and my wife to form a private company and helping to draft MOA and AOA,

As a followup query

1) If this is scenario below. 

Eg: Company1: one Lac share capital with 10,000 shares ;ten rupees each. Each member subcribe just one share .

Eg: Company2: one Lac share capital with 10,000 shares ;ten rupees each. Each member subcribe  5000 shares .

What is usual practice ? Do people do with Company 2 or 1? When do one should go for company1 or when should someone go for company2?

2) In future they  want to get partners/investor who can invest in company in return of some shares. What kind of scenario I should go for? Compan1 or Company2.  

3) Steps to Open a branch office in Mumbai when the registered office in other state? 

4) If there any is any literature I can read thru and get more details pls advise.

 

thanks

Sam

 



 



 

According to me you should go for company 2 or any compination within these shareholders subject to a maximum of 10000 shares

eg (6000 and 4000 shares) or (2000 or 8000 shares)

As you mentioned that each member subscribe 1 share each, insuch a situation there should be 10000 shareholders which in your case is not practical. So go for the above combination I.e company 2



 

  1. If you want to get investors into your company then either you can transfer the existing shares to the investors or you can go for further isue of shares and provide the same subject to Sec 3 of companies Act. I,e restriction of share transfering.

  2. To open an account I tod the procedure earlier. You can also contact bank people they will clearly tells you the procedures

  3. I am attaching for your reference.

  4. I would like to advise you to take any professional help personally before going to any conclusion.


Regards

CS jithesh

find the attachment


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