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Board Resolution For Forfeiture Of Shares
"I need a Board Resolution for Forfeiture of Shares for my unlisted manufacturing company to forfeit 5,000 partly paid shares from three shareholders who have defaulted on the final call payment due January 15, 2025, with each share having an unpaid amount of Rs. 25."
1. Title and Date: Specifies the type of resolution and date of the board meeting
2. Venue and Attendance: Details of meeting location and directors present/absent
3. Chairman: Appointment/confirmation of the chairman for the meeting
4. Quorum Confirmation: Confirmation that required quorum is present as per Articles of Association
5. Notice Review: Confirmation that proper notice was given to directors
6. Background: Details of share allotment, calls made, defaults in payment, and notices sent to defaulting shareholders
7. Legal Compliance Statement: Reference to relevant provisions of Companies Act, Articles of Association, and compliance with notice requirements
8. Resolution Details: Specific resolution for forfeiture including details of shares, shareholders, and amounts unpaid
9. Authorization: Authority to company secretary/officers to implement the resolution
1. Leave of Absence: Required when any directors have requested to be excused from the meeting
2. Previous Meeting Minutes: Include when referencing or confirming minutes of previous meeting where initial discussions were held
3. SEBI Compliance: Required for listed companies to confirm compliance with SEBI regulations
4. Future Sale Authorization: Optional section authorizing future sale/disposal of forfeited shares
5. Legal Opinion Reference: Include when forfeiture is based on specific legal counsel advice
1. Schedule A - List of Defaulting Shareholders: Detailed list of shareholders whose shares are being forfeited, including folio numbers, share certificate numbers, and amount unpaid
2. Schedule B - Notice History: Chronological record of all notices sent to defaulting shareholders with dates and delivery confirmation
3. Schedule C - Relevant Article Extracts: Extracts from Articles of Association relating to forfeiture procedure
4. Appendix 1 - Call Notice Copies: Copies of all call notices sent to shareholders
5. Appendix 2 - Final Forfeiture Notice: Copy of the final notice warning of forfeiture sent to shareholders
Authors
Banking & Financial Services
Manufacturing
Information Technology
Real Estate
Healthcare
Retail
Infrastructure
Telecommunications
Energy & Utilities
Professional Services
Legal
Corporate Secretarial
Compliance
Finance
Board of Directors
Share Registry
Corporate Governance
Investor Relations
Company Secretary
Corporate Lawyer
Board Director
Managing Director
Chief Executive Officer
Chief Financial Officer
Legal Counsel
Compliance Officer
Share Transfer Agent
Corporate Governance Officer
Company Law Executive
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