Friday, 10 February 2012

STEPS INVOLVED IN CONVERSION OF PUBLIC COMPANY INTO A PRIVATE COMPANY




Particulars
Date

1.

Convene and hold Board Meeting of Directors for:
a)      consideration of proposal of conversion of company from public company to private company;
b)      convening of General Meeting of members; and
c)      Authority to MD (if there is) / Director for signing applications, newspaper advertisements, letters to creditors, etc.




2.

Send Notice of AGM together with Explanatory Statement and New Articles of Association to all shareholders.
(Send Notices by Under Certificate of Posting)






3.

Hold the General Meeting and pass the special resolution.



4.

File Form No.23 with:
  1. certified copy of Special Resolution and explanatory statement;
  2. certified copy of Memorandum of Association and
  3. Certified copy of new set of Articles of Association adopted.

Within 30 days from passing of special resolution

5.

Publish notice in Newspaper


Immediately after passing of special resolution

6.


Issue letters to Creditors (both Secured & Unsecured) for their No Objection to proposed conversion. It is suggested to send the notices UNDER CERTIFICATE OF POSTING.
(Try to get the NOC’s as soon as possible)

Immediately after passing of special resolution

7.


After completion of 21 days of publication of Newspaper notice, file application in Form No.1B with ROC for conversion together with:
  1. Minutes of the EOGM; and
  2. Advertisements published in newspaper.

Following optional documents to be attached:
  1. List of Creditors (with amounts due to them)
  2. List of Shareholders together with shareholding as on the date of general meeting.
After 21 days of publication of newspaper notice but within 3 months from passing of special resolution

No comments:

Post a Comment

SOME CRUCIAL POINTS TO CONSIDER FOR DIR-3 KYC

SOME CLARIFICATIONS REGARDING FORM DIR-3 KYC ________________________________________       Is Pan Card necessary to attach? No bu...