Cos 61 — Power of limited company to alter its share capital

Companies Act, 2013

Statutory text

(1) A limited company having a share capital may, if so authorised by its articles, alter its memorandum in its general meeting to—
(a) increase its authorised share capital by such amount as it thinks expedient;
(b)  consolidate  and  divide  all  or  any  of  its  share  capital  into  shares  of  a  larger  amount  than  its existing shares:
Provided that no consolidation and division which results in changes in the voting percentage of shareholders  shall  take  effect  unless  it  is  approved  by  the  Tribunal  on  an  application  made  in  the prescribed manner;
(c) convert all or any of its fully paid-up shares into stock, and reconvert that stock into fully paid-up shares of any denomination;
(d) sub-divide  its  shares,  or  any  of  them,  into  shares  of  smaller  amount  than  is  fixed  by  the memorandum, so, however, that in the sub-division the proportion between the amount paid and the amount, if any, unpaid on each reduced share shall be the same as it was in the case of the share from which the reduced share is derived;
(e) cancel shares which, at the date of the passing of the resolution in that behalf, have not been taken or agreed to be taken by any person, and diminish the amount of its share capital by the amount of the shares so cancelled.
(2)  The  cancellation  of  shares  under  sub-section  (1)  shall  not  be  deemed  to  be  a  reduction  of  share capital.

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