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Board Resolution For Call On Shares for India

Board Resolution For Call On Shares Template for India

A Board Resolution for Call on Shares is a formal corporate document used in Indian companies to record the board of directors' decision to demand payment of the unpaid portion of partly paid shares from shareholders. This document, governed by the Companies Act, 2013, and related regulations, specifies the call amount, payment deadline, and procedures. It includes details of the board meeting, the resolution text, specific call requirements, and implementation instructions. The resolution must comply with both statutory requirements and the company's Articles of Association, making it a crucial instrument in corporate capital management.

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What is a Board Resolution For Call On Shares?

A Board Resolution For Call On Shares is a critical corporate document used when an Indian company's board of directors decides to require shareholders to pay the unpaid portion of their partly paid shares. This document becomes necessary when a company needs to raise additional capital from existing shareholders who hold partly paid shares, typically as part of the company's planned capital raising strategy or to meet specific financial requirements. The resolution must comply with the Companies Act, 2013, SEBI regulations (for listed companies), and the company's Articles of Association. It typically follows a board meeting where the decision is made and includes specific details about the call amount, timing, payment methods, and consequences of non-payment. This document serves as the legal basis for the company to demand the called amount from shareholders and must be properly recorded in the company's minutes.

What sections should be included in a Board Resolution For Call On Shares?

1. Title and Date: Specifies that this is a Board Resolution and the date of the meeting

2. Meeting Details: Information about the meeting venue, time, and directors present

3. Chair: Names the person chairing the meeting

4. Quorum: Confirms that the required quorum is present for the meeting

5. Background: Brief context about the partly paid shares and reason for making the call

6. Reference to Authority: Citations of relevant provisions from Articles of Association and Companies Act

7. Main Resolution: The formal resolution text making the call on shares

8. Call Details: Specific amount of call, due date, and payment method

9. Implementation Instructions: Directives to company officers for implementing the resolution

10. Closure: Standard closing text and signature requirements

What sections are optional to include in a Board Resolution For Call On Shares?

1. Special Payment Terms: Include when offering special payment arrangements or installment options

2. Class-Specific Provisions: Required when the call applies differently to different classes of shares

3. Interest Rate Declaration: Include when specifying interest rates for late payment

4. Forfeiture Warning: Add when including specific warnings about consequences of non-payment

5. Delegation of Powers: Include when specific powers are being delegated to officers for implementation

What schedules should be included in a Board Resolution For Call On Shares?

1. Schedule A - Share Details: List of partly paid shares with current paid-up amount and call amount

2. Schedule B - Shareholder List: Details of affected shareholders and their shareholdings

3. Schedule C - Payment Instructions: Detailed payment methods and bank account details

4. Appendix 1 - Notice Format: Template of the notice to be sent to shareholders

5. Appendix 2 - Relevant Articles: Extract of relevant articles from Articles of Association

Authors

Alex Denne

Head of Growth (Open Source Law) @ Ƶ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

India

Publisher

Ƶ

Document Type

Board Resolution

Cost

Free to use
Relevant legal definitions
























Clauses

















Relevant Industries

Banking & Financial Services

Manufacturing

Information Technology

Real Estate

Infrastructure

Telecommunications

Healthcare

Retail

Energy

Mining

Professional Services

Relevant Teams

Legal

Finance

Corporate Secretarial

Compliance

Corporate Governance

Board Secretariat

Treasury

Investor Relations

Share Registry

Corporate Affairs

Relevant Roles

Company Secretary

Chief Financial Officer

Board Director

Managing Director

Legal Counsel

Compliance Officer

Finance Manager

Corporate Governance Officer

Share Transfer Agent

Board Chairman

Company President

Executive Director

Industries






Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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