Fresh issue of shares not in current shareholding pattern.

Dear Sir

Please help me below with Sections in CA, 2013 and Detailed Procedure 

Currrent Shareholidng Patters in a Unlisted Private Limited Company.

A - 45%

B - 55%

By fresh issue of shares the company wants revised sharehloding pattern as under:

A - 80%

B - 20%

Is this possible ? Can a Majority Shareholder can be a Minority Shareholder. Under which section and procedure?

Please share your views and solution.

Thanks.  

Replies (8)

If Company go for right issue of shares then comapny have to give offer in the proportion of old shareholding pattern. But if you wanna to change the pattern of sharholdingthen get it renounce from the shareholders in the favour of other or go for the private placement of shares.

Thanks for your response. 

 

Dear Diyvesh,

If its a equity share issue of the same type of shares, won't the Company need to go through rights issue method compulsorily ?

No its not mandatory to go throught right issue compulsarily. 

Dear Divyesh,

 

But the wordings of the section go as:

 

62. (1) Where at any time, a company having a share capital proposes to increase its subscribed capital by the issue of further shares, such shares shall be offered—

(a) to persons who, at the date of the offer, are holders of equity shares of the company in proportion, as nearly as circumstances admit, to the paid-up share capital on those shares by sending a letter of offer subject to the following conditions, namely.............................

So won't this mean that for a Company to issue Equity share capital, it has necessarily to issue shares by way of Rights issue in terms of Section 62(1) ?

 

Please share and guide if you share a different interpretation

 

If you are issuing shares only to existing shareholders as per 62 then you have to go for right issue of shares. otherwise you can go for private placement/prefrential issue of shares.

Does that mean that in the given case given by me, right issue is the only option?

How about changing of shareholding pattern which is proposed in the given situation as 'A' & 'B' are existing shareholders?

Please throw precise light on the given situation.  

Right issue is not the only option you can go by prefrential allotment also.

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