Issue of Share Certificates in BM held abroad

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Hi...

A Ltd. is a JV (50:50) between B Ltd. (Indian Company) and C Ltd.(Foreign Company). Now, A Ltd. has obtained the consent of the members by way of a Special Resolution under Section 81(1A) for making preferential allotment of Equity Shares to the promoter entities in proportion to their respective contibution in the paid up capital of the Company.

My Query is can the BM of the Company be held in Singapore for allotment and issue of share certificates to the Promoter Entities???????

Stamp Duty on the Share Certificates is payable in accordance with the laws of the state where the Share Certificates are issued and executed...... So the Stamp Duty on the said Share Certificates will be paid in accordance with the laws of Singapore???????/

Can an EGM of the Company be held in Singapore?????The Law is silent regarding the place of the EGM ????????Kindly post ur replies at the earliest! Its really urget......

God Bless

Udit Sharma

Replies (5)

In my opinion, the Board Meeting can be held in Singapore to pass the resolution.

The share certificates would be issued under the common seal of the Company at the registered office of the Company so the stamp duty shall be payable as per the rates applicable to the state where the Registered Office of the Company is situated and not in Singapore.

As for the EGM, the law is silent so it is better to follow the rules pertaining to AGM.

I hope this would help you.

Thanks & Regards,

Avika

I completely agree with Ms. Avika.

Originally posted by : Avika, ACS

In my opinion, the Board Meeting can be held in Singapore to pass the resolution.

The share certificates would be issued under the common seal of the Company at the registered office of the Company so the stamp duty shall be payable as per the rates applicable to the state where the Registered Office of the Company is situated and not in Singapore.

As for the EGM, the law is silent so it is better to follow the rules pertaining to AGM.

I hope this would help you.

Thanks & Regards,

Avika

Very correct...

 

There is no need to issue share certificate at once...Kindly refer the time lines given u/s 113...

Hold BM and EGM anywhere in the world unless restricted by articles...

Udit Bhai Test la raha ho...:)

 

Regards

Hi,

This confirms my opinion already given to you on the subject. Right?

Hi,

I am thankful to all who take time in sharing their views and experience to help others.


I also have some query. I recently formed a Pvt. Ltd. company and had few queries regarding appointment of Managing Director and Issue of share certificates.

 

1. My company's Article empowers board of directors to appoint Managing director. We have already done with first board meeting and appointed one of our directors as the Managing Director of our company. Do we require filing form 23 and 32 with ROC? or only board resolution is enough.

 

2. We registered company with an Authorized Capital of Rs. 5,00,000 and Paid-up Capital of Rs. 1,70,000. There are 3 members and subscribers to MOA and AOA for this paid-up capital. I want to issue share certificates for this already allotted and subscribed capital. Please tell me the process for that. I also want to know do we require to pay stamp duty on this initially subscribed capital for issuing share certificates. Some experts suggested us that we do not need to pay any kind of stamp duty regarding there shares and for issuing further shares till authorized capital Rs. 5,00,000 for issuing shares and stamp duty would be paid only if transfer of shares and increase in authorized capital takes place.

 

3. Please also tell me name of any source or stationary store in North Delhi, or CP for purchasing all statuary stationary and registers. Also tell me what all stationary we require to maintain for fulfilling all compliances and legal requirements.

 

Thanks

Vikash

 


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