In a private limited company, shares were issued at face value Rs. 10/- with a premium of Rs. 140/- totaling to Rs. 150/- . Shareholders also provided unsecured loans to company.
Now after losses in last 5 years, the book value shares (on the basis of net worth as per balance sheet) the dropped to Rs. 25/-
To revive the company, an outsider came and offered to purchase the shares of a group of shareholders holding 53% of total shares of company. That group agreed to transfer their shares. The share transfer price, as intended by such group of shareholders is Rs. 150/- plus payment of unsecured loans in a certain period.
Now as per companies Act, shareholders shall inform the company about their will to transfer the shares. Company, in turn, shall first offer the shares to existing members and if existing members are not willing to purchase those share, the outsiders who is willing to purchase those share shall be offered.
My question is that,
(i) Will the company offer the shares at a value decided by that group of shareholders?
(ii) Will the company also convey the other terms and condition of transfer (like payment of unsecured loans in a certain period by transferee)?
CAclubindia
