8
PROCEDURE OF GENERAL MEETING
RESTRICTIONS ON POWERS
MANAGERIAL PERSONNEL
DIVIDEND
PROCEDURAL COMPLIANCES BY A COMPANY
ISSUE OF SECURITIES
6.1 VARIOUS MODES OF RAISING CAPITAL
a Private Placement
b Public Issue Explanation
c Rights Issued e fg
h provisoi
Administration Powers to SEBI in respect of public issue of shares/debentures-
Write off of expenses of issue of shares or debentures
Explanation
6.1-1 Purposes for which shares can be issued by a company
Restrictions on buying of own shares by the company
Loan or guarantee by company to purchase its own shares
Provision of money for purchase of shares by trustees for benefit of employees
6.1-3 Income Tax provisions regarding expenses in issue of securities
Punjab State Industrial Development Corporation Ltd CITbeing
Expenditure in issue of bonus shares is revenue expenditure CIT General Insurance CorporationBombay Burmah Trading CIT
6.2 ISSUE OF SHARES AT PREMIUM
Varying premium permissible CIT Standard Vacuum Oil Co
6.2-1 Securities premium account
Comat Infoscribe P Ltd. In re -
Zee Telefilms Ltd. In re
India Infoline Ltd. In re Hyderabad Industries Ltd. In re Parrys Confectionery Ltd. In re
DSM Anti Infectives India Ltd. In re -
6.2-2 Issue of shares at discount prohibited
Penalty for issue of shares at discountvide
Prohibition of issue of shares at discount not applicable when debt converted into shares under debt restructuring or insolvency resolution plan-
Para 6.2
6.2-3 Issue of shares otherwise than for cash
subject to the compliance with the applicable provisions of Chapter III and any other conditions as may be prescribed.
Disclosure in return of allotment
Quantum of stamp duty payable on agreement to issue shares other than cash -
Madura Mills Co. Ltd. In re Bhola Ram The Crown Raj Sachdev Board of Revenue Madura Mills Co. Ltd. In re
Sudarshan Talkies Chief Controlling Revenue Authority
Liability of sales tax if issue is other than cash Premier Electro Mechanical Fabricators State of Tamilnadu
State of Tamil Nadu TMT Drill (P.) Ltd.
Disclosure in Financial Statement
Shares cannot be allotted without considerationPara 6.2
Para 6.3
Voting by Postal ballot if members exceed 200
Existing shares cannot be converted -
Bonus, rights available to these shares
Register of members to indicate shares with differential rights -
Shares issued under 1956 Act can continue under earlier rules
Explanation
6.3-3 Report of Board of Directors -
6.4 PRIVATE PLACEMENT OF SECURITIES vide
Explanation I
in a financial year excluding
- proviso
Para 6.4
Explanation III Sahara India Real Estate Corpn. Ltd. SEBI
Provisions do not apply to preferential issue made only to members proviso
Relaxations in case of Nidhi companies
Para 6.4
Special resolution by members or Board resolution
c
proviso c proviso
proviso
proviso
proviso
Body corporate or national of country which shares borders with India becoming member proviso
Offer letter only after filing of special or Board resolution with ROC
Offer to maximum 200 persons excluding ESOP i.e.
b
Requirements of offer cum application form -
