A or the general meeting proposing the special resointion .-hnid h. n be issued along Nitha suitable explanatoryrtatcniert
!.al e should make liecessary arrangement for heading the neral meeting. : :
'; ? A copy of the special resolution with the explanatory statement must be sent to the Registrar within 30 days.
(Gil An application should then be made to thu Con patty Law Board for cm the change
(vi) Notices should also be :given to every debentiireho:lders, creditor or any other per on whose interest may be affected by the change and their consent should be obtained or their claim or debt discharged or secured.
vm) He should tht n file a Notice of the change with the RegistraF of the
• new State Ethic 30 days fromthe date when the change becomes eF
(Ix) Lastly, he:shQuld sce that the necess try changes are made inevery CQpy of the rne,noradum and ahicles of association, records documents, books, signbo lrds. common seal, etc.
ALTERAli'iON IN LlABtLITY' AND l;AlPITAL CLAUSE
Q. 11. State the process for altering the Liebilitv and Capital Clauses of the Memorandum of AsscciatiQn.
' Under what circumstances the pa;d-up capital of a Cornp.utiy be reduced? Suggest the procedure to be adopted.
Alit. Alteration of Liability Clause. Liability of shareholders of a limited company, or a company limited by guarantee, .cansi to be made urd Mnited unless th.. same is expressly agreed to by each and every membe
oncer Med (Sec. 3 3). The liability of directors, managing director or men 2 be made unlimited by passing a special resolution, if the articles so permit JO Mfts.e OF c- concerned has accorded his consent to liabilitybec
mlimited (Sec. 323). The change becomes effective from the date of passrng the resa' Yion. Intormation to Registrar must, however, be sent together u oh . A namers witlrin thirty days of passing the special resol
90 K NG'S: SECRETARIAL PRACT CE