The Allotment of Shares Board Resolution is a mandatory corporate document required under Indian law whenever a company issues new shares to investors or existing shareholders. This resolution is essential for documenting compliance with the Companies Act, 2013, and related regulations. It is typically used during funding rounds, employee stock options issuance, rights issues, or when converting convertible securities. The document must reflect proper authorization levels, statutory compliance, and detailed terms of the share allotment. It serves multiple purposes: providing evidence of proper corporate authorization, forming part of statutory filings with the Registrar of Companies, and creating a formal record for future reference. The resolution must be drafted carefully to ensure it covers all regulatory requirements and provides clear authorization for officers to execute the share allotment process.
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1. Title and Date: Specifies the type of resolution and date of the board meeting
2. Attendance and Quorum: Lists directors present and confirms meeting quorum requirements are met
3. Chairman: Identifies the chairman of the meeting
4. Background: Brief context about the reason for share allotment and previous relevant board/shareholder approvals
5. Review of Applications: Confirmation that the Board reviewed share applications received
6. Details of Allotment: Specific details of shares being allotted including number, class, price per share
7. Statutory Compliance: Confirmation of compliance with relevant sections of Companies Act and other applicable laws
8. Authorization: Authorizing specific officers to take necessary actions to implement the resolution
9. Closure: Formal closure of the resolution with chairman's signature
1. Share Premium Account: Required when shares are being issued at a premium, detailing the premium amount and treatment
2. Foreign Investment Compliance: Required when shares are being allotted to non-resident investors
3. Pre-emptive Rights Waiver: Required when existing shareholders have waived their pre-emptive rights
4. Valuation Report Reference: Required when shares are issued at a premium to fair market value
5. Related Party Disclosure: Required when shares are being allotted to related parties
6. Rights and Terms: Required when issuing shares with special rights or terms attached
1. List of Allottees: Detailed list of allottees with their respective share quantities and consideration amount
2. Share Application Details: Summary of share applications received and processed
3. Valuation Report Summary: If applicable, summary of share valuation report for premium pricing
4. Compliance Checklist: Checklist confirming completion of all statutory requirements
5. Form PAS-3: Draft return of allotment to be filed with Registrar of Companies
6. Share Certificate Format: Template of share certificates to be issued to allottees
Relevant legal definitions
Clauses
Relevant Industries
Technology
Manufacturing
Financial Services
Healthcare
Real Estate
Retail
Infrastructure
Energy
Telecommunications
Professional Services
Education
Agriculture
Media and Entertainment
Logistics
Pharmaceuticals
Relevant Teams
Legal
Corporate Secretarial
Finance
Compliance
Corporate Governance
Board of Directors
Investment
Corporate Affairs
Regulatory Affairs
Relevant Roles
Company Secretary
Legal Counsel
Corporate Lawyer
Compliance Officer
Chief Financial Officer
Board Director
Managing Director
Chief Executive Officer
Finance Manager
Legal Manager
Corporate Governance Officer
Investment Manager
Equity Compliance Manager
Board Chairman
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