PROCESS TO ALTERATION IN CAPITAL

CLAUSE UNDER COMPANIES ACT- 2013

GOYAL DIVESH & ASSOCIATES, PRACTICING COMPANY SECRETARY

GOYAL DIVESH & ASSOCIATES, Practicing Company Secretary

ALTERATION IN CAPITAL CLAUSE!

CLAUSE! TABLE
Section 13 read with rule 29 of Companies
(Incorporation) Rules, 2014

SERIES
NO- 50

Series!
Series! 50
IF THERE IS NO NEED TO ALTERATION IN AOA:

S. NO.

PROCESS

Section!
Section! 61

A.

CALL BOARD MEETING

Work Require to Done before
Issue Notice of Board Meeting![173(3)]
[173(3)]
calling of Board Meeting

Call Meeting by giving not less than 7 (Seven)

days Notice in writing.

Prepare Agenda of Board Meeting

Prepare Attendance Sheet of Board Meeting

Work Require to be Done at the
Place before Board Resolution of Increase in

time of Board Meeting

Authorize Capital.

Fix Day, Date, Time of Extra!ordinary General
Meeting.

Place Draft Notice of Extra!ordinary General
Meeting before Board.

Board will authorize Director to issue Notice
of Extra!ordinary General Meeting.

B.

CALL EXTRA!
EXTRA!ORDINARY GENERAL MEETING
Issue Notice of Extra!ordinary
Give Atleast 21 clear days Notice of Extra!
General
101(1)]

Meeting

[Section!

ordinary General Meeting through Electronic

Mode or in Writing.

Attach Explanatory Statement in Notice of
Extra!ordinary General Meeting. [Section!
102]

C.

FILLING OF E!
E!FORM WITH ROC
E!FORM! SH! 7 Within 30

Attachments

days of passing of OR.

[Section!64(1) of the CA!2013
Notice along with Explanatory Statement.
of

the

Companies

(Share

Capital &
Debentures) Rules, 2014

Certified True Copy of Ordinary Resolution.

Altered Memorandum of Association.

Minutes of General Meeting.

D.

After Completing the all of Above Procedure ROC will issue a Certificate.

E.

HOLD EXTRA!
EXTRA!ORDINARY GENERAL MEETING
Work Require to be Done at the
Pass Ordinary Resolution.
time of Meeting

Approve Altered MOA with new Objects

(Author CS Divesh Goyal, GOYAL DIVESH & ASSOCIATES Company Secretary in Practice
from Delhi and can be contacted at csdiveshgoyal@gmail.com) Disclaimer: The entire contents of
this document have been prepared on the basis of relevant provisions and as per the information
existing at the time of the preparation. Though utmost efforts has made to provide authentic
information, it is suggested that to have better understanding kindly cross-check the relevant
sections, rules under the Companies Act, 2013. The observations of the author are personal view
and the authors do not take responsibility of the same and this cannot be quoted before any
authority without the written

STEPS FOR INCREASE IN AUTHORIZE CAPITAL IF THERE IS NO NEED TO ALTERATION IN AOA

GIVEN BELOW:

STEPS FOR INCREASE IN AUTHORIZE CAPITAL IF THERE IS NO NEED TO ALTERATION IN AOA

S. NO.

PROCESS

Section!
Section! 61

A.

CALL BOARD MEETING

Work Require to Done before
Issue Notice of Board Meeting![179(c)]
[179(c)]
calling of Board Meeting

Call Meeting by giving not less than 7 (Seven)

days Notice in writing.

Prepare Agenda of Board Meeting

Prepare Attendance Sheet of Board Meeting

Work Require to be Done at the
Place before Board Resolution of Increase in

time of Board Meeting

Authorize Capital.

Fix Day, Date, Time of Extra!ordinary General
Meeting.

Place Draft Notice of Extra!ordinary General
Meeting before Board.

Board will authorize Director to issue Notice
of Extra!ordinary General Meeting.

B.

CALL EXTRA!
EXTRA!ORDINARY GENERAL MEETING
Issue Notice of Extra!ordinary
Give Atleast 21 clear days Notice of Extra!
General

Meeting

101(1)]

[Section!

ordinary General Meeting through Electronic

Mode or in Writing.

Attach Explanatory Statement in Notice of
Extra!ordinary General Meeting. [Section!
102]

C.

HOLD EXTRA!
EXTRA!ORDINARY GENERAL MEETING
Work Require to be Done at the
Pass Special Resolution for alteration in AOA.
time of Meeting

Pass Ordinary Resolution for alteration in
MOA.

Approve Altered MOA & AOA with new
Objects

E!FORM! SH! 7 Within 30

Attachments

days of passing of OR.

[Section!64(1) of the CA!2013
Notice along with Explanatory Statement.
of

the

Companies

(Share

Capital &

Certified True Copy of Ordinary Resolution.

Debentures) Rules, 2014

Altered Memorandum of Association.

Minutes of General Meeting.
D.

After Completing the all of Above Procedure ROC will issue a Certificate.

E.

FILLING OF E!
E!FORM WITH ROC
E!FORM! MGT! 14 [Section!

Attachments

117
Within 30 days of passing of
Notice along with Explanatory Statement.
SR.

Certified True Copy of Special Resolution.

Altered Memorandum of Association.

Minutes of General Meeting.

(Author CS Divesh Goyal, GOYAL DIVESH & ASSOCIATES Company Secretary in Practice
from Delhi and can be contacted at csdiveshgoyal@gmail.com) Disclaimer: The entire contents of
this document have been prepared on the basis of relevant provisions and as per the information
existing at the time of the preparation. Though utmost efforts has made to provide authentic
information, it is suggested that to have better understanding kindly cross-check the relevant
sections, rules under the Companies Act, 2013. The observations of the author are personal view
and the authors do not take responsibility of the same and this cannot be quoted before any
authority without the written