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Share certificate

Jishnu Surendran (Finance Manager) (312 Points)

30 July 2013

Guys,

A private company A (P) Ltd. is formed under the companies act by allotting X no. of shares to shareholders who are also directors as well subscribers to the memorandum. The company have filed letter of allotment with the ROC but havent issued the Share Certificate at the time of issuing shares.

Can anyone give me the format of Board Resolution required to issue Share Certificates after issuing shares ?

I have gone through the theory in my course...but this is my first live experience.

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3 Replies

Sneha (Company Secretary) (1594 Points)
Replied 30 July 2013

SUBSCRIBERS TO THE MEMORANDUM & ISSUE OF SHARE CERTIFICATES

The Board was informed that following subscribers have agreed to subscribe to the equity shares of the company as per following details:

Sr.No.	Name of Subscribers	Numbers of equity shares subscribed
1.	A	10000
2.	B	10000

The Chairman informed that the share certificates has to be issued to the aforesaid subscribers. The matter was discussed and following resolution was passed:-

"RESOLVED that the above mentioned subscribers to the Memorandum of Association of the Company who agreed to subscribe the specified number of shares be allotted in full face value of the shares from them and their name be entered in the register of Members of the Company.”

“FURTHER RESOLVED THAT the Share Certificate be issued to the subscribers and such certificates be signed by Sri A and Sri B. Directors of the Company and Sri C, authorized representative of the Company in accordance with the Companies (issued of share Certificate Rules 1960).”

Charu Srivastava (Company Secretary) (4210 Points)
Replied 30 July 2013

ALLOTMENT OF SHARES TO THE SUBSCRIBERS TO MEMORANDUM

It is reported that the company has received from its subscribers to the Memorandum of Association payment in full in respect of the equity shares taken by them. The following resolution was passed in this regard:

“RESOLVED THAT the name of the signatories to the Memorandum of Association be placed on the register of members for the equity shares which they have agreed to take as per details given below:

	Name of Subscribers	No. of Shares

FURTHER RESOLVED THAT the share certificate for the shares allotted as herein above to be issued under the signature of A and B, Directors of the Company and C being the authorized signatory pursuant to the Companies (Issue of Share Certificate) Rules, 1960 and the common seal of the Company shall be affixed in the presence of A and B, Directors of the Company and Mrs. Asha Malik being the authorized signatory of the Company.”