PROCEDURE OF CHANGE IN OBJECTS FOR WHICH MONEY IS RAISED THROUGH PROSPECTUS.
STEP 1. Hold a Board Meeting to consider the proposal of altering the objects & to fix up the date, time, and place of the extra ordinary general meeting and to approve the notices for this purpose.
STEP 2. Issue the notice of General Meeting to all members eligible to receive the same.
STEP 3 : Notice in respect of the resolution for altering the objects shall contain the following particulars, namely:-
(a) MONEY RECEIVED : the total money received;
(b) MONEY UTILIZED : the total money utilized for the objects stated in the prospectus;
(c) MONEY UNUTILISED : the unutilized amount out of the money so raised through prospectus,
(d) DETAILS OF CHANGE IN OBJECT: Object the particulars of the proposed alteration or change in the objects;
(e) JUSTIFICATION : the justification for the alteration or change in the objects;
(f) AMOUNT PROPOSED : the amount proposed to be utilised for the new objects;
(g)ESTIMATED CIMPACT ON EARNING : the estimated financial impact of the proposed alteration on the earnings and cash flow of the company;
(h) OTHER INFORMATION : the other relevant information which is necessary for the members to take an informed decision on the proposed resolution;
(i) OBTAINING NOTICE : the place from where any interested person may obtain a copy of the notice of resolution to be passed.
STEP 4. Hold General Meeting and pass the Special Resolution approving the alteration in objects stated in the prospectus, through postal ballot.
STEP 5: Give advertisement in the newspapers giving details of each resolution to be passed for change in objects which shall be published (one in English and one in vernacular language) which is in circulation at the place where the registered office of the company is situated simultaneously with the dispatch of postal ballot notices to shareholders.
STEP 6 : The dissenting shareholders shall be given an opportunity to exit by the promoters and shareholders having control in accordance with regulations to be specified by the Securities and Exchange Board.
STEP 5 The Registrar shall register any alteration of the memorandum with respect to the objects of the company and certify the registration within a period of thirty days from the date of filing of the special resolution in accordance with clause (a) of sub-section (6) of this section
STEP 6: The notice shall also be placed on the website of the company, if any.
CAclubindia
