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• Outstanding Litigation
• Management Perception of Risk Factors
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Membership
Share Capital
• IT may follows as
(a). Increase nominal share capital by issuing new shares.
(b) Consolidate & divide all or any part of its share capital
into shares of larger amount.
SHARES
Equity Shares
6. Non- convertible
Conditions:-
Shares to be redeemed must be fully paid-up.
Shares can be redeemed only out of –
a) profits of the company which would otherwise
be available for dividends
b) the proceeds of a fresh issue of shares made
for the purpose of redemption.
October 17, 2009 I.B.A. 56
Kinds of Preference Shares
• 7.Redeemable preference shares [Sec.80]
Notice to Registrar
• A share certificate shall be under the seal of the company, and shall
specify –
– The shares to which it relates
– The amount paid up thereon
– The name of the holder of the shares.
• Estoppel as to title
• Estoppel as to payment
– Forged transfer
– An instrument of transfer of shares on which the
signature of the transferor is forged is called a forged
instrument & any transfer of shares effected on such
instrument is called a ‘Forged transfer’.
– Blank transfer
October 17, 2009 I.B.A. 76
Lien on Shares
• A lien is an equitable charge.
• It gives company such rights as it would have had under the general law
if the shares had been expressly charged.
• Loss of lien:-
– A company loses lien if –
– It registers a transfer of shares subject to the lien of the transferee
– A member pledges his shares to a third party as security for a loan &
the company has notice thereof, & then incurs a liability to the
company.
• Conditions:
– In accordance with Articles
– Notice prior to forfeiture
– Resolution of Board
– Good Faith
October 17, 2009 I.B.A. 81
Forfeiture of Shares (Cont…..)
• Effect of Forfeiture
– Cessation of Membership
– Cessation of liability
– Single holder
– Joint holders
– Minor nominee
– Right to decline
– Dividends
Debentures
Ajay Jha
Ajay Mahajan
Amrit Malhotra
Arijit Rakshit
Swapnil Agarwal