Here are specimen resolutions to change capital caluse of the Memorandum of Association (MOA).
SPECIMEN 1
“RESOLVED THAT the existing Clause V of the Memorandum of Association of the company be and is hereby substituted by the following new clause:
‘V. The Authorised Share Capital of the company is Rs. 10,000,000 (Rupees One Crore only) divided into 10,00,000 (Ten Lakhs only) equity shares of Rs. 10 (Rupees Ten) each.'”
“RESOLVED FURTHER THAT, Mr A Kumar, managing director of the company, be and is hereby authorized to make necessary compliance with Registrar of Companies and to do such other acts and deeds as may be necessary for giving effect to this resolution.”
SPECIMEN 2
“RESOLVED THAT pursuant to the applicable provisions of the Companies Act, 2013, the Memorandum of Association of the Company be altered by substituting the following as new Clause V in place of the existing Clause V thereof:
“V. The Authorised Share Capital of the Company is Rs. 10,000,000 (Rupees One crore only) divided into 10,00,000 (Ten Lakhs only) equity Shares of Rs. 10 (Rupees Ten) each.'”
“RESOLVED FURTHER THAT, Board of director of the company be and is hereby authorized to make necessary compliance with Registrar of Companies and to do such other acts and deeds as may be necessary for giving effect to this resolution.”
SPECIMEN 3
“RESOLVED THAT pursuant to the applicable provisions of the Companies Act, 2013, the Authorised Share Capital of the Company be and is hereby increased from Rs. 40,00,00,000 (Rupees Forty Crore Only) divided into 4,00,00,000 (Four Crore) Equity Shares of Rs. 10 (Rupees Ten Only) each to Rs. 50,00,00,000 (Rupees Fifty Crore only) divided into 5,00,00,000 (Five Crore) Equity Shares of Rs. 10 each.”
“RESOLVED FURTHER THAT the following amendments be made to the Clause V of the Memorandum of Association of the Company to delete the first sentence of the existing clause V and incorporate the following:
‘V. The Authorised Share Capital of the Company is Rs. 50,00,00,000 (Rupees Fifty Crore Only) divided into 5,00,00,000 (Five Crore) Equity Shares of Rs. 10 each’.”
“RESOLVED FURTHER THAT, Board of director of the company be and is hereby authorized to make necessary compliance with Registrar of Companies and to do such other acts and deeds as may be necessary for giving effect to this resolution.”
