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Queries with respect to borrowing by company over and above

17 January 2014

For granting power under section 180(1)(c) of new Company Act 2013 (Sec 293(1)(d) earlier) do Company required to hold fresh General meeting & passing spcl resolution OR old resolution passed through ordinary resolution under sec 293(1)(d) is sufficient?

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3 Replies

CS Arjun Rajagopal (B.com, ACS) (1056 Points)
Replied 18 January 2014

Dear Ankit,

Since Sec.180 is notified by MCA, you need to obtain member's approval by passing special resolution.For that purpose convene an EGM and file form 23 with ROC.

Regards,

ARJUN RAJAGOPAL

P C Agrawal (Registered independent director Past Chairman of Aurangabad Chapter of ICSI Practicing Company Secretary at Aurangabad) (8229 Points)
Replied 01 February 2014

As per Sec.465(2) of 2013 Act, resolution passed under 1956 Act shall continue to be in force. However, Sec.465 has not yet come into force since CA 1956 has not been repealed fully. If no new loan is taken, existing resolution will be OK. However, if new loan is taken in excess of specified limits, a fresh resolution u/s 180 of 2013 Act should be passed since this Section has come into force and it states that the Board shall exercise this power only with the consent of the company by special resolution.

SACHIN KUMAR GUPTA (CS) (32 Points)
Replied 19 March 2014

Form 23 still not updated on mca/21 website so how can one file the same for borrowing power resolution as its form requirs every attachment as per previous act.