Allotment of shares to a selected group of individual will amount to preferential allotment or not and what provisions would be applicable

Could you pls confirm that in case of rights issue u/s 62(1)(a) of Companies Act,2013, approval of shareholders is not required and allotment by way of board resolution is a sufficient compliance under the said section?

If a Private Limited Company proposes to issue further shares to persons other than its existing members or partly to existing members or partly to other on preferential basis u/s. 62(1)© of Co. Act, 2013, then should company need to comply the provisions of section 42 read with rule 14 of Companies (Prospectus and Allotment of Securities)Rules, 2014 ? Because as per definition of Private Company u/s. 2(68)(3) prohibits any invitation to the public to subscribe for any securities of the company.

Can Producer Company Allot the shares more than 200 Members ?

Is shares Valuation Report required in Case of Right Issue of Shares?

While Conversion of Loan into equity do we need to check or comply any other subsection of Section 62 of companies Act 2013

What is the procedure for preferential basis allotment of equity shares ?

What is the procedure for preferential basis allotment of equity shares in private limited company ?

Can we convert unsecured loan to equity under new companies act 2013 i.e under section 62(3) and if yes then do we need to follow section 42 if yes why ???????

Can private Limited and Unlisted Public Company can convert unsecured loan taken from shareholders and person other than shareholders into Equity Shares by issue of further shares under provisions of section 62 (1)(c )of companies ct, 2013 and If yes then company need to comply with the provisions of section 42 of Co. act 2013 for issue of shares to creditors of unsecured loans ?

Dear Members Would request you all to please opine on the following: Rights issue is governed by Section 62 (1)(a) of the CA 2013. Rules don't talk much about the rights issue. For preferential allotment u/s 62 (1)(c), rules states that it needs to follow the compliances of Section 42 but not for rights issue So can it be construed that for rights issue, section 42 is not applicable and accordingly there is no need to open separate bank account for the same and also there are no restrictions on utilization of Share Application money and it can be used for any purpose even before allotment? Also can an allotment (not issue) be made through resolution by circulation. Please advice

In case of rights issue, are companies free to fix the price without requiring any valuation report? In a right issue of compulsorily convertible debentures by a closely held public company, can we fix a price band now at the time of issue of the Debentures with the actual conversion price being decided at the time of conversion of the debentures to equity?

Where in the ESOS Scheme of an unlisted Public limited Company, the vesting and exercise of stock options have been linked to the date of a liquidity event (eg. IPO, Divestment) and the proposed date or event is not defined. Whether such clause in the ESOS Scheme will continue to hold in light of the provisions of the Companies Act, 2013, considering that till date ESOS of unlisted companies are not governed under the Companies Act, 1956. In such case, whether any cause of action rest with the employee?

Incase of issue of stock options to Non-resident Indian, whether any compliance other than FEMA is required. Like registration in US, for issuing stock options to US employees.

In relation to preferential allotment of shares (Sec 62), is it necessary to: (i) issue letter of offer and file the same with ROC (which is stated in Sec 42, but nowhere it is mentioned in Sec 62); (ii) complete allotment of pending share application money (outstanding as 31,03,2014) before making preferential allotment of shares (Sec 62 does not ask for the same) Here, I am not talking about private placement (Sec 42), but preferential allotment (Sec 62).

My Question is whether Pvt. Ltd. Company needs to comply with the provisions of section 42 and rules 14 of Companies (Prospectus and Allotment of Securities) Rules, 2014 in case of issue of shares by that company to person other than its existing members on preferential basis u/s. 62(1) (c) ? because definition of Private Company u/s. 2(68)(3) provide for prohibition any invitation to the public to subscribe for any securities of the company. Please clarify the same-

A private company offered 120000 shares to its existing shareholders by way of right issue. The shareholders opted for subscribing only 100000 shares. Can the Company proceed with the allotment of 100000 shares.

What is the procedure for preferential basis allotment of equity shares ? i

There is a Holding Company “H” and there is its wholly owned subsidiary “S”. “H” has nominated “N” to hold one share on its behalf to maintain the requirement of minimum number of shareholders in “S”. Now, “S” wants to come up with a Right Issue. The question is whether the said Right offer should be sent to both H and N (as both are registered shareholders as per ROM) or only to H (as practically, H owns entire equity shareholding). Please also let me know if Department has issued any clarification in this regard.