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Part B - Ordinary Resolutions of Members

  1. Rectification of Name of Company
    "Resolved that in terms of Section 16 (1) (a) of the Companies Act 2013 and direction from the Central Govt., the name of the company be and is changed from M/S _____________________Ltd to M/S _____________________Ltd ",.

    "Resolved those in terms of Section 16 (1) (b) of the Companies Act 2013 and direction from the Central Govt. in response to the complaint regarding Trade Mark violation, the name of Company be and is changed from M/S _____________________Ltd to M/S _______________________Ltd."

    "Resolved further that Mr./Ms. ___________________ ,Director /Company Secretary be and is hereby authorized to file necessary Application along with the copy of Direction/ Order received from the Central Government and other papers/documents with the Registrar of Companies within 15 days for carrying out necessary changes in the certificate of incorporation and the Memorandum of Association of the company ."
  2. Alteration of Share Capital
    "Resolved that in terms of Section 61 (1) of the Companies Act 2013 and as per Article No. _____of Articles of Association, the share capital of the Company be increased from Rs ._______to Rs. _______ divided into _______ shares of Rs_________ per share or consolidated to Rs. _______consisting of _______shares of Rs. ________per share or subdivided into ______shares of Rs. _______ per share or cancellation of_________ shares not taken up."

    "Resolved further that Mr./Ms. ___________________ ,Director /Company Secretary be and is hereby authorized to file Form No. SH-7 with the Registrar of Companies within 30 days."
  3. Differential Issue of Shares
    "Resolved that in terms of Section 62 and Rule 4 (1) (b) of the Companies (Share Capital and Debentures) Rules 2014 , _______shares of Rs _____each with differential rights be issued to the persons named below."

    Serial No.       Names of the Persons        Nos. of Shares

    "Resolved further that Mr./Ms. ___________________ ,Director /Company Secretary be and is hereby authorized to file Form No. SH-7 with the Registrar of Companies within 30 days."
  4. Issue of Bonus shares
    "Resolved that as per the provisions of Section 63 (2) (b) of the Companies Act, 2013 and resolution passed by the Board of Directors in the meeting held on ___________ for issue on bonus shares , the Company be and is authorized to capitalize its profits and reserves in terms of Article No. ______of the Articles of Association and thereby, ________shares of Rs ________each be issued to the share holders as bonus shares in the ratio of _____based on the shareholding as on the record date i.e.______________."

    "Resolved further that Mr./Ms. ___________________ ,Director /Company Secretary be and is hereby authorized to file Form No. SH-7 with the Registrar of Companies within 30 days."
  5. Acceptance of Deposits from Public
    Resolved that in terms of Section 73 (2) and Rule 4 of Companies (Acceptance of Deposits )Rules, 2014 , the Company be and is authorized to accept the deposits from its members to the extent of Rs. _____________by way of issuing advertisement /circular/notice for deposits on the terms and conditions including the provision of security, as listed below :–

    (I)_________________
    (II)________________
    (III)________________

    "Resolved further that Mr./Ms. ___________________ ,Director /Company Secretary be and is hereby authorized to file Form No.DPT-1 with the Registrar of Companies not less than 30 days before the date of issue of the advertisement /notice for deposits."
  6. Calling of Extra - Ordinary General Meeting
    "Resolved that in terms of Section 100 (2) of the Companies Act 2013 and requisition given by the requisite number of shareholders/members, Mr./Ms. ________________be and is hereby appointed as Director of the Company on the grounds mentioned in the requisition of the share holders."

    "Resolved further that Mr./Ms. ___________________ ,Director /Company Secretary be and is hereby authorized to file Form No.DIR-12 with the Registrar of Companies within 30 days."
  7. Consideration of Accounts along with Directors Report and Report of Auditors
    "Resolved that the Statements of Account for the financial year _____along with Directors Report dated ____and Auditors Report dated____ be and are hereby considered and approved."

    "Resolved further that Mr./Ms. ___________________ ,Director /Company Secretary be and is hereby authorized to file the Statement of Account for the financial year _____along with Directors Report dated ____and Auditors Report dated_______ with the Registrar of Companies within 30 days."
  8. Declaration of Dividend
    "Resolved that in terms of Section 123 of the Companies Act 2013,dividend @ ______________% or Rs _______ per share be and is hereby declared to be paid to the share holders for the financial year ____________as per the share holding on the record date i.e. ________."
  9. Appointment of Directors in place of Those Retiring
    "Resolved that in terms of Section 160 of the Companies Act 2013, Mr./Ms___________________ be and is hereby appointed as director in place of Mr./Ms. ________ , the retiring director."

    "Resolved further that Mr./Ms. ___________________ ,Director /Company Secretary be and is hereby authorized to file Form No. DIR-12 with the Registrar of Companies within 30 days."
  10. Appointment of Auditor
    "Resolved that in terms of Section 139 of the Companies Act 2013, M/S________ &Co.,Chartered Accountants, having office at ___________________ (Membership No. ______) be and is hereby appointed as auditor of the company for ____________ years at the remuneration to be determined by the Board of Directors."

    "Resolved further that Mr./Ms. ___________________ ,Director /Company Secretary be and is hereby assigned the task to pursue the aforesaid auditor to file Form No. 23B within 7 days from the date of intimation to the auditor."
  11. Appointment of Cost Auditor
    "Resolved that in terms of Section 148 (3) of the Companies Act 2013, M/S_______________(Cost Accountant ) having office at____________________ (Membership No._____)be and is hereby appointed as cost auditor for _____years at the remuneration to be determined by the Board of Directors."
  12. Appointment of Director for Small Shareholders
    "Resolved that in terms of Section 151 of the Companies Act, 2013, Mr./Ms. _______be and is hereby appointed as director of the company w.e.f. _______to look after the interest of small shareholders."

    "Resolved further that Mr./Ms. ___________________ ,Director /Company Secretary be and is hereby authorized to file Form No. DIR-12 with the Registrar of Companies within 30 days."
  13. Appointment of Director at the First General Meeting
    "Resolved that in terms of Section 152 (2) of the Companies Act, 2013, Mr./Ms ________having DIN No.______ be and is hereby appointed w.e.f. _______, as the first director of the company."

    "Resolved further that Mr./Ms. ___________________ ,Director /Company Secretary be and is hereby authorized to file Form No. DIR-12 with the Registrar of Companies within 30 days."
  14. Appointment of Independent Director
    "Resolved that in terms of Section 152 (5) of the Companies Act, 2013, Mr./Ms ______________having DIN No.___________ be and is hereby appointed as independent director w.e.f. ______."

    "Resolved further that Mr./Ms. _______Director/Company Secretary be and is hereby authorized to file Form No. DIR-12 with the Registrar of Companies within 30 days."
  15. Right of Person Other Than Retiring Directors to Stand for Directorship
    "Resolved that in terms of section 160 (1) of the Companies Act 2013, Mr./Ms. ___________be and is hereby appointed as director of the Company w.e.f________."

    "Resolved further that Mr./Ms. _______Director/Company Secretary be and is hereby authorized to file Form No. DIR-12 with the Registrar of Companies within 30 days."
  16. Appointment of Additional Director, Alternate Director, Nominee Director and a Director in a Casual Vacancy
    "Resolved that in terms of Section 161 of the Companies Act 2013 and Article No. ______of Articles of Association, Mr./Ms._________________ be and is hereby Appointed as Additional Director/Alternate Director to Mr./Ms. _____________, Regular Director or Nominee Director as per the provisions of __________Act or Director against Causal Vacancy caused by Mr./Ms._____________, Director of the Company ."

    "Resolved further that Mr./Ms. _______Director/Company Secretary be and is hereby authorized to file Form No. DIR-12 with the Registrar of Companies within 30 days."
  17. Removal of Director and Appointment of Director in His Place
    "Resolved that in terms of Section 169 (1) of the Companies Act, 2013, and Special Notice received by the Company, Mr./Ms. ___________________, Director be and is hereby removed from the directorship of the Company w.e.f _____________ ."

    "Resolved further that in terms of Section 169 (5) of the Companies Act 2013 and Special Notice received by the Company, Mr./Ms. ___________________, be and is hereby appointed as Director till the date ___________, Mr./Ms_______________ Director would have held office ."

    "Resolved further that Mr./Ms. _______Director/Company Secretary be and is hereby authorized to file Form No. DIR-12 for removal as well as appointment as Director, with the Registrar of Companies within 30 days."
  18. Appointment of Managerial Personnel Referred To in Parts I and II of Schedule V of the Companies Act, 2013
    "Resolved that subject to the provisions of Section 197 read with Schedule V and approval of the Central Government in the case of the Appointment at variance to the Conditions specified in the said Schedule V, Mr./Ms. _______________be and is hereby appointed as Managing Director or Whole time Director or Manager on the terms and Conditions as well as remuneration approved by the Board of Directors in the Meeting held on ____________ and the same are reproduced hereunder __________________."

    "Resolved further that Mr./Ms. _______Director/Company Secretary be and is hereby authorized to file Form No. MR-1 with the Registrar of Companies within 30 days."
  19. Payment of Remuneration or Commission in Excess to the Specified Limits to the Managing Director and Others
    "Resolved that subject to the provisions of Section 196 (4) of the Companies Act 2013 and also, the approval of the Central Government, the Company be and is hereby authorized to make the payment of remuneration exceeding eleven percent of the net profits of the Company as total remuneration to its Directors including Managing Director ,Whole time Director, and Manager in respect of the financial year ___________."

    "Resolved further that Mr./Ms. _______Director/Company Secretary be and is hereby authorized to file Form No. MR-1 with the Registrar of Companies within 30 days."
  20. Voluntary Winding up
    "Resolved that in terms of Section 304 (a) of the Companies Act, 2013, the Company be Wound up Voluntarily on account of expiry of the period for its duration as given in the Articles of Association or on the occurrence of any event stated in the Articles as the ground for dissolution of the Company ."

    "Resolved further that Mr./Ms. _________________be and is hereby appointed as the Voluntary Liquidator with effect from ____________________on the remuneration of Rs.____________________ to initiate and complete the process of winding up of the Company and submit the final report ."
  21. Final Meeting and Dissolution of the Company
    "Resolved that in terms of Section 318 (3) of the Companies Act 2013, and also, the report of the Company Liquidator, the Company be and is hereby dissolved on account of the Completion of the process of winding up."

    "Resolved further that Mr./Ms._______________, Director / Company Secretary be and is hereby authorized to file necessary Report with the Registrar of Companies, Official Liquidator and other Authorities within 2 weeks."

List of the above mentioned e-Forms with Instruction Kits. Click the URL as desired for pdf forms of following forms:-

 

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