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|}
|-
| {|
|-
| Folio No. of Transferee
| Specimen Signature of Transferee
|-
| ….......................................
| …................................................
|-
| Value of stamp affixed …..(Rs.)
|
|-
| Enclosure:
|
|-
|
(1)
| Certificate of shares or debentures or other
securities
|-
|
(2)
| If no certificate is issued, letter of allotment.
|-
|
(3)
| Others,
specify..................................
|}
|-
| Stamps
|}
{|
For office use only
Checked
by.............................................................
Signature tallied
by.................................................
Entered in the Register of Transfer on................vide
Transfer No.....................
Approval Date................................
Power of attorney/Probate/Death Certificate/Letter of
Administration Registered on...........at No.............
|}
................ ..........................................................
On the reverse page of the certificate
Name of the Transferor
Name of the Transferee
No. of shares
Date of
…..................................................
…..................................................
….......................
….......................
Transfer Signature of the
authorized signatory
…................
…...............................................................................
Form No. SH-5|-
Notice for transfer of partly paid securities|-
[Pursuant to sub-section (3) of section 56 of the Companies Act, 2013 and sub-rule (3) of rule 11 the Companies (Share Capital and debentures) Rules 2014]|-
{|
To-
…...................
…...................
(Name and address of
transferee)
Subject: Transfer of partly paid securities
Notice is hereby given
that ana application has been made by the transferor for the
transfer of securities of the above named company whose
particulars are given hereunder-
Name & Address of
the Transferor:
Name & Address of
the Transferee:
Class / Kind of
securities:
Number of securities:
Distinctive numbers of
the Securities:
Securities Certificate
Number:
Nominal value of each
security:
Issue price of each
security:
Amount called on each
security:
Amount paid on each
security
Amount called and due
on each security:
Amount uncalled on each
security:
Total amount called and
due on the total number of securities lodged for transfer:
Total amount uncalled
on the total number of securities lodged for transfer:
As required under
sub section (3) of section 56 of the Companies Act, 2013, notice
is hereby given by the Company to the transferee on this
Day______of (month) of_______(year) that the above mentioned
securities are partly paid and the transferee shall be liable to
pay the balance amount unpaid on the securities.
The transferee is
hereby requested to submit his / her objection, if any, within
two from the date of receipt of this notice in the absence of
which it shall be presumed that he / she has no the transfer and
the securities shall be transferred in his / her name without any
further correspondence.
Signature:
Form No. SH-6|-
Register of Employee Stock Options|-
[Pursuant to clause (b) of sub-section (1) of section 62 of the Companies Act, 2013 and rule 12(10) the Companies (Share Capital and debentures) Rules 2014]|-
Name of Company
Registered office address
Date of special resolution...........
{|
S.No.
Name of the grantee
Number of options granted
Date on which options vested
Exercised period
1
2
3
4
5
|-
| {|
|-
| Date of which options exercised
| Options exercised
| Exercise price
| Number of shares arising as result of exercise of option
|-
| 6
| 7
| 8
| 9
|-
|
|
|
|
|}
|-
| {|
|-
| Folio No. of Register of members having respective entry
| Lock in period if any
| Option lapsed, if any
| Total number of options in force
| Amount forfeited / refunded if option is not exercised
|-
| 10
| 11
| 12
| 13
| 14
|-
|
|
|
|
|
|}
|-
| {|
|-
| Any variation of terms of the scheme and its
effects
| Signature
| Remarks
|
|
|-
| 15
| 16
| 17
|
|
|-
|
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|
|}
FORM NO.SH.7[Pursuant to section 64 (1) of the Companies Act, 2013 and pursuant to Rule 15 of the Companies (Share Capital & Debentures) Rules, 2014]|
Notice to Registrar of any alteration of share capital
Form languageEnglishHindiRefer the instruction kit for filing the form.|-
1.| (a) *Corporate identity number (CIN) of company| | | |-
| (b) Global location number (GLN) of company| | | |-
2.| (a) Name of the company| |-
| (b) Address of the registered office of the company| |-
| (c) *e-mail ID of the company| |-
3.| *Purpose of the form|-
| Increase in share capital independently by company| Increase in number of members|-
| Increase in share capital with Central Government order| Consolidation or division etc.|-
| Redemption of redeemable preference shares|-
4.| In accordance with section 61(1) of the Companies Act, 2013 that byOrdinarySpecial resolution at|-
| the meeting of the members of the company held on(DD/MM/YYYY)|-
| Service request number(SRN)of related Form MGT.14|-
| (a) (i) The authorised share capital of the company has been increased from|-
| Existing| (in Rs.)|-
| Revised| (in Rs.)|-
| Difference (addition)| (in Rs.)|-
| (b) (i) The number of members in the company has been increased from|-
| Existing|
| Revised|
| Difference (addition)|
| (ii) Maximum number of members excluding past and present employee(s)| |-
5.| (a) In accordance with sub section (6) of Section 62 of the Companies Act, 2013, the authorised capital of the company has been increased consequent upon an order numberdated(DD/MM/YYYY) of the Union Government State Government ofunder sub section (4) of section 62 for conversion ofdebenturesloan into shares|-
| Existing authorised capital| (in Rs.)|-
| Revised authorised capital| (in Rs.)|-
| Difference (addition)| (in Rs.)|-
| Date of passing the order by Tribunal (if applicable)| |-
| Date of receipt of such order| |-
| (b) A copy of the aforesaid order was received by the company from the Central Government on| |-
6.| The additional capital (taking into consideration the addition above) is divided as follows|-
| (a) Number of equity shares| | Total amount of equity shares (in Rs.)| |-
| (b) Number of preference shares| | Total amount of preference shares (in Rs.)| |-
| Total addition (in Rs.)| |-
| The conditions )e.g. voting rights, dividend rights, winding-up rights, etc) subject to which new shares have been issued, are as follows|-
| |-
7.| Notice is hereby given that|-
| In accordance with section 61 of the Companies Act, 2013 that the company has on(DD/MM/YYYY)|-
| (a)Consolidated| |-
| (b)Converted| |-
| (c)Reconverted| |-
| (d)Subdivided| |-
| (e)Cancelled| |-
| (f)Reclassified| |-
| Date of passing the order by Tribunal (if applicable)| |-
| Date of receipt of such order| |-
8.| In accordance with section 55, by a resolution of the Board of Directors at the meeting held on the company has redeemed redeemable preference shares, the particulars of which are as under|-
| (a) Description of preference shares to be redeemed|-
| |-
| (b) Date of issue of series of shares| |-
| (c) Date on which shares were fully paid up| |-
| (d) Due date of redemption of shares| |-
| (e) Actual date of redemption of shares| |-
| (f) Amount payable on redemption Amount (in Rupees)| |-
| i. Number of preference shares| |-
| ii. Face value per share| | iii Carrying rate of dividend per share| |-
| iv. Total nominal value| |-
| v. Total premium paid on redemption, if any| |-
| (g) Preference shares redeemed out of| | Amount (in Rupees)|-
| Profits of the company| |-
| Proceeds of fresh issue of shares| |-
9.| Revised capital structure after taking into consideration the changes vide points 4, 5, 6, 7 and 8 above|-
| (a) Authorised capital of the company| (In Rs.)| |-
| Break up of Authorised capital|-
| Number of equity shares| | Total amount of equity shares (in Rs.)| |-
| Nominal amount per equity share| |-
| Number of Preference shares| | Total amount of Preference shares (in Rs.)| |-
| Nominal amount per Preference share| |-
| Number of unclassified shares| | Total amount of unclassified shares (in Rs.)| |-
| (b) Issued capital of the company| (In Rs.)| |-
| Break up of issued capital|-
| Number of equity shares| | Total amount of equity shares (in Rs.)| |-
| Nominal amount per equity share| |-
| Number of Preference shares| | Total amount of Preference shares| |-
| Nominal amount per Preference share| |-
| (c) Subscribed capital of the company| (In Rs.)| |-
| Break up of Subscribed capital|-
| Number of equity shares| | Total amount of equity shares (in Rs.)| |-
| Nominal amount per equity share| |-
| Number of Preference shares| | Total amount of Preference shares (in Rs.)| |-
| Nominal amount per Preference share| |-
| (d) Paid up capital of the company| (In Rs.)| |-
| Break up of Paid up capital|-
| Number of equity shares| | Total amount of equity shares (in Rs.)| |-
| Nominal amount per equity share| |-
| Number of Preference shares| | Total amount of Preference shares (in Rs.)| |-
| Nominal amount per Preference share| |-
10.| *Whether articles of association have been altered| YesNo|-
11.| Particulars of payment of stamp duty (Refer instruction kit for details before filling the particulars)|-
| (a) State or Union territory in respect of which stamp duty is paid or to be paid| | |-
| (b) *Whether stamp duty is to be paid electronically through MCA21 system| YesNoNot applicable|-
| (i) Details of stamp duty to be paid|-
| Amount of stamp duty to be paid| (in Rs.)| |-
| (ii) Provide details of stamp duty already paid|-
{|
Type of document/Particulars
Form SH.7
Total amount of stamps or stamp paper (in Rs.)
Mode of payment of stamp duty
Name of vendor or Treasury or Authority or any
other Competent agency authorised to collect stamp duty or to
sell stamp papers or to emboss the documents or to dispense
stamp vouchers on behalf of the Government
Serial number of embossing or stamps or stamp paper or
treasury challan number
Registration number of vendor
Date of purchase of stamps or stamp paper or payment of stamp
duty
(DD/MM/YYYY)
Place of purchase of stamps or stamp paper or payment of stamp
duty
|-
| 12.| In case maximum stamp duty payable has already been paid, provide details of form(s) filled earlier (SRN or receipt number, form number, date of filling, amount of stamp duty paid)|-
| | |-
| Declaration|-
| I*,| |-
| a*| (Drop down) {Values: Director/Manager/Company secretary /CEO/CFO} of the company declare that all the requirements of the Companies Act, 2013 and the rules made thereunder have been complied with. I am authorised by the board of direcotes to give this declaration and to sign and submit this Form. It is further declared and verified that|-
| | (h) Whatever is stated in this form and in the attachments thereto is true, correct and complete and no information material to the subject matter of this form has been suppressed or concealed and is as per the original records maintained by the promoters subscribing to the Memorandum of Association and Articles of Association.|-
| | (i) All the required attachments have been completely, correctly and legible attached to this form.|-
| | (j) I further declare that the company has paid correct stamp duty as per applicable Stamp Act.|-
| | *To be digitally signed by| |-
| | *Designation| |-
| | *Director identification number of the director; or DIN or PAN of the manager of CEO or CFO; or Membership number of the company secretary| |-
| | Attachment|-
| | 1. Copy of the resolution for alteration of capital;| |-
| | 2. Copy of order of Central Government;| |-
| | 3. Copy of the order of the Tribunal;| |-
| | 4. Copy of Board resolution authorising redemption of redeemable preference shares;| |-
| | 5. Altered memorandum of association;| |-
| | 6. Altered articles of association;| |-
| | 7. Workings for calculation of ratios (in case of conversion;)| |-
| | 8. Optional attachment(s), if any| |-
| | Note: Attention is drawn to provisions of Section 448 and 449 which provide for punishment for false statement and punishment for false evidence respectively.|-
| | | | | |-
| | |-
| | For office use only:| | |-
| | e-Form Service request number (SRN)| | eForm filing date| (DD/MM/YYYY)|-
| | This e-Form is hereby registered|-
| | Digital signature of the authorising officer| | |-
| | Date of signing| | (DD/MM/YYYY)
|}
FORM NO.SH.8[Pursuant to section 68 (1) of the Companies Act, 2013 and Rule 17 (2) of the Companies (Share Capital & Debentures) Rules, 2014]|
Letter of Offer
| Form languageEnglishHindi
| Refer the instruction kit for filing the form.
1.| (a) *Corporate identity number (CIN) of the company| |
| (b) Global location number (GLN) of the company| |
2.| (a) Name of the company|
| (b) Address of registered office of the company
|
| (c) e-mail ID of the company|
| (d) Date of Incorporation| |
3.| Main division of Industrial activity of the company
| Description of the main division| |
|
4.| Particulars of directors and key managerial personnel| |
DIN/PAN
Full Name
Designation
|}
5.| Present Capital structure of the company
{|
(a)
Authorised capital of the company in (Rs.)
(i) Number of equity shares
Nominal amount per equity share
Total amount of equity shares (in Rs.)
(ii) Number of preference shares
Nominal amount per Preference share
Total amount of preference shares (in Rs.)
(b)
Subscribed capital of the company (in Rs.)
(i) Number of equity shares
Nominal amount per equity share
Total amount of equity shares (in Rs.)
(ii) Number of preference shares
Nominal amount per preference share
Total amount of preference shares (in Rs.)
|}
|}
6.| Details of last buy back
| (a) Date of completion of last buy-back| |
| (b) Percentage of the share capital back to the total paid up share capital and free reserves|
7.| *Amount as on| (in Rupees)| | (in %)
| a. *Free reserves| | |
| b. *Securities Premium account| | |
| c. *Proceeds out of fresh issue of any shares or other specified securities| | |
| d. *Debt| Secured| | |
| | UnSecured| | |
| | Total| | |
8.| *Source of the buy-back would be| Free reservesSecurities premium
| Proceeds out of fresh issue of shares or other specified securitiesDebt
9.| (a) *Date of Board of Directors' resolution authorising buy-back of securities|
| (b) (i) Date of passing the special resolution|
| (ii) Service request number of Form MGT.14|
10.| *Shareholding of the promoters, directors and key manager personnel of the company and also the directors of such company which is promoter of the company.
S.No.
Particulars
Equity shares
Preference redeemable
Preference convertible
Other, If any
Total
1
Number of shares as on the date preceding to the
date of board meeting in which the buy-back got approved
(Number)
(Number)
(Number)
(Number)
(Number)
2
Shares purchased during the period of 12 months
preceding the date of board meeting approving buy-back
(Number)
(Number)
(Number)
(Number)
(Number)
3
Shares purchased during form date of board
meeting approving buy-back till the date of letter of offer
(Number)
(Number)
(Number)
(Number)
(Number)
4
Maximum price paid for the above
(Amount)
(Amount)
(Amount)
(Amount)
(Average amount)
5
Date on which the above maximum price was paid
(Date)
(Date)
(Date)
(Date)
-
6
Shares sold during the period of 12 months
preceding the date of board meeting approving bu-back
(Number)
(Number)
(Number)
(Number)
(Number)
7
Shares sold during the period from date of board
meeting approving buy-back till the date of letter of offer
(Number)
(Number)
(Number)
(Number)
(Number)
8
Maximum price received for the above
(Amount)
(Amount)
(Amount)
(Amount)
(Average amount)
9
Date on which the above maximum price was
received
(Date)
(Date)
(Date)
(Date)
-
10
Balance of number of shares held as on the date
of letter of offer
(Number)
(Number)
(Number)
(Number)
(Number)
11.| *The shareholding pattern before buy-back of shares or other specified securities:
S.No.
Category of security holders
Securities held before buy-back as on
1
Government (Central and State)
2
Government Companies
3
Public financial institutions
4
Nationalized or other bank(s)
5
Mutual Funds
6
Venture Capital
7
Foreign holdings (Foreign Institutional, Foreign
companies, Non-resident Indians , Foreign Financial institutions
or Overseas corporate bodies)
8
Bodies Corporate (not mentioned above)
9
Directors or relatives of directors
10
Other top fifty shareholders (other than mentioned
above)
11
Others
12
Total
Total number of shareholders
12.| *Particulars of the securities authorised to be bought-back maximum Number of the shares or other securities|
| *Minimum Number of the shares or other securities|
| *Minimum Number of the shares or other securities|
| Nominal value per security| | Total amount of buy back|
| Percentage of total share capital and free reserves proposed to be bought back|
13.| *Objective of the buy-back
|
14.| *Mode of buy-back
| Existing security-holders on a proportionate basis
| Open market
| Odd-lots of listed securities
| Employees' stock option
| Sweet equity
| Any other mode
15.| *Article number authorising buy-back| |
16| (a) *Date of opening of the offer| |
| (b) *Proposed completion date of buy-back| |
| (c) *Proposed date of extinguishment of the certificates| |
17.| Other terms and conditions of offer, if any
|
18.| *Expected capital structure post buy-back (assuming maximum securities bought back as per plan)
{|
(a)
Authorised capital of the company in (Rs.)
(i) Number of equity shares
Nominal amount per equity share
Total amount of equity shares (in Rs.)
(ii) Number of preference shares
Nominal amount per Preference share
Total amount of preference shares (in Rs.)
(b)
Paid up capital of the company (in Rs.)
(i) Number of equity shares
Nominal amount per equity share
Total amount of equity shares (in Rs.)
(ii) Number of preference shares
Nominal amount per preference share
Total amount of preference shares (in Rs.)
|}
19.| *Expected capital structure post buy-back (assuming minimum securities bought back as per plan)
{|
(a)
Authorised capital of the company in (Rs.)
(i) Number of equity shares
Nominal amount per equity share
Total amount of equity shares (in Rs.)
(ii) Number of preference shares
Nominal amount per Preference share
Total amount of preference shares (in Rs.)
(b)
Paid up capital of the company (in Rs.)
(i) Number of equity shares
Nominal amount per equity share
Total amount of equity shares (in Rs.)
(ii) Number of preference shares
Nominal amount per preference share
Total amount of preference shares (in Rs.)
|}
20.| (a) *Debt to capital and free reserves ratio allowed to company|
| (b) *Pre buy-back debt to capital and free reserve ratio|
| (c) *Expected post buy-back debt to capital and free reserve ratio|
| (d) Details of Government notification for the ratio higher than 2:1, if any|
|
| Attachments| | List of Attachments
| 1. *Details of the promoters of the company| | |-
| 2. *Declaration by auditor(s)| |-
| 3. *Copy of the board resolution| |-
| 4. *Copy of the notice issued under section 68(3) along with the explanatory Statement thereto,| |-
| 5. *Audited financial statements of last three years| |-
| 6. Buy back details of last three years| |-
| 7. Management discussion and analysis (in case of listed company);| |-
| 8. List of holding and subsidiary companies of the company;| |-
| 9. Unaudited financial statement (if applicable);| |-
| 10. Statutory approvals received (if any);| |-
| 11. Details of the auditor, legal advisers, bankers and trustees (if any);| |-
| 12. Optional attachments (if any)| |-
| | |
| Declaration
| It is hereby declared that all the attachments and the information given in this form are true and correct to the best of my knowledge. Further declared that:
| (a)| All requirements of section 68(3) have been complied with.
| (b)| No defaults are subsisting in repayment of deposits or interest payment there no, redemption of debentures or payment of interest thereon or redemption of preference shares or payment of dividend to any shareholder or repayment of any term loan or interest payable thereon to any financial institutions or banking company and the company is not prohibited for buy-back by operation of law within the meaning of section 70 of the Act:
| (c)| The Board of directors has a made a full enquiry into the affairs and prospects of the company and that they have formed the opinion:
| i.| as regards its prospects for the year immediately following the date of the letter of offer that, having regard to their intentions with respect to the management of the company's business during that year and to the amount and character of the financial resources which will in their view be available to the company during that year, the company will be able to meet its liabilities as and when they fall due and will not be rendered insolvent within a period of one year from that date:
| | and
| ii.| in forming their opinion for the above purpose, the directors have taken into account the liabilities as if the company were being wound up under the provisions of the Companies Act, 2013 (including prospective and contingent liabilities)
| *To be digitally signed by
| Designation
|
| *DIN| | | |
| Designation Director
| *DIN| | | |
| Note: Attention is drawn to provisions of Section 448 and 449 of the Companies Act, 2013 which provide for punishment for false statement/ certificate and punishment for false evidence respectively.
| | |
.
| For office use only:|
| eForm Service request number (SRN)| | eForm filing date| | (DD/MM/YYYY)
| This e-Form is hereby registered
| Digital signature of the authorising officer| |
| Date of signing| | (DD/MM/YYYY)
FORM NO.SH.9[Pursuant to section 68 (6) of the Companies Act, 2013 and Rule 17 (3) of the Companies (Share Capital & Debentures) Rules, 2014]|
Declaration of Solvency
Form languageEnglishHindiRefer the instruction kit for filing the form.|-
1.| (a) *Corporate identity number (CIN) of company| | | |-
| (b) Global location number (GLN) of company| | | |-
2.| (a) Name of the company| |-
| (b) Address of the registered office of the company|-
| |-
| (c) *e-mail ID of the company| |-
3.| (a) *Whether the company is listed| YesNo|-
| (b) Name of the stock exchange(s)|-
| |-
| (c) Date of listing(s)| |-
| (d) Name of the merchant banker appointed|-
| |-
4.| (a) *Date of Board of Directors' resolution authorising the buy-back of securities| |-
| (b) (i) *Date of Special resolution of members authorising the buy-back of securities| |-
| (ii) Service request number of Form no. MGT.14| |-
| (iii) Date of filing form no. MGT.14| |-
| |-
| Attachments|-
| (1) *Copy of board resolution| |-
| (2) *Statement of assets and liabilities| |-
| (3) *Auditor's report| |-
| (4) *Affidavit as per rule 17(3)| |-
| (5) Copy of Special Resolution| |-
| (6) Optional Attachments, if any| |-
| |-
| Declaration|-
| We solemnly declare that we have made a full enquiry into the affairs of the company including the assets and liabilities of this company and have noted that the shareholders by a special resolution datedAnd/or the resolution passed by the Board at its meeting held onhave approved the buy-back of*(in numbers)|-
| | (in words) shares or other specified securities as per the provisions of section 68 of the Companies Act, 2013.|-
| Verified this day the*day of*|-
| |-
| To be digitally signed by two directors, one of whom shall be the Managing director (if any)|-
| *Designation (Drop down)| |-
| (Values : Director, Managing Director)|-
| *DIN| |-
| *Designation| |-
| Director|-
| *DIN| |-
|-
| Note : Attention is drawn to provisions of Section 448 and 449 which provide for punishment for false statement / certificate and punishment for false evidence respective|-
| |-
| | | | |-
|-
| For office use only:| | |-
| e-Form Service request number (SRN)| | eForm filing date| (DD/MM/YYYY)|-
| This e-Form is hereby registered|-
| Digital signature of the authorising officer| | |-
| Date of signing| | (DD/MM/YYYY)|-
|
Form No. SH-10|-
Register of shares or other securities bought-back|-
[Pursuant to sub-section (9) of section 68 of the Companies Act, 2013 and rule 17(12) of the Companies (Share Capital and Debentures) Rules 2014]|-
| Name of the Company :|-
| Registered address :|-
| 1.| Date of passing of special resolution at the meeting of the members authorising buy-back of securities :|-
| 2.| Date of approval by the Board:|-
| 3.| Number, price and amount of shares or other specified securities authorised to be bought back :|-
| 4.| Date of opening and closing of buy-back offer :|-
| 5.| Date by which buy-back was completed :|-
| 6.| Description of shares or other specified securities bought back by the company:|-
{|
S.No.
Folio number / DP Id / client ID number or
certificate number of securities bought-back
Name of last holder of securities
*Category to which they belong
Date of buy-back
(1)
(2)
(3)
(4)
(5)
|-
| |-
| {|
|-
| Number of securities bought-back
| **Mode of buy-back
| Nominal Value of securities
| Price at which securities are bought back
| Date of payment
|-
| (6)
| (7)
| (8)
| (9)
| (10)
|-
|
|
|
|
|
|}
|-
| |-
| {|
|-
| Amount paid for bought back securities
| Cumulative total of securities bought-back
| Date of / cancellation / extinguishment and
physical destruction of securities bought-back
| Reference to entry in Register of members
| Remarks
|-
| (11)
| (12)
| (13)
| (14)
| (15)
|-
|
|
|
|
|
|}
|-
| |-
| | *Indicate the category of securities that have been bought back|-
| | | Preference shares|-
| | | Equity shares|-
| | | Employees' Stock Option Shares|-
| | | Employees' Stock Option Shares|-
| | **Indicate Whether the securities have been bought back from|-
| | | the existing security-holders on a proportionate basis|-
| | | the open market|-
| | | odd-lots of listed securities|-
| | | Employees' Stock Option|-
| | | Sweat equity|-
| | | any other mode, if so indicate the mode|-
| |-
| 2.| Other relevant details, if any.|-
| |-
| Place:| Signature of the authorised signatory|-
| |-
| Date:| Name of the above person:Designation:|-
|
|}
FORM NO.SH.11[Pursuant to section 68 (10) of the Companies Act, 2013 and pursuant to Rule 17(13) of the Companies (Share Capital & Debentures) Rules, 2014]|
Return in respect of buy-back of securities
Form languageEnglishHindiRefer the instruction kit for filing the form.|-
1.| (a) *Corporate identity number (CIN) of company| | | |-
| (b) Global location number (GLN) of company| | | |-
2.| (a) Name of the company| |-
| (b) Address of the registered office of the company| |-
| (c) *e-mail ID of the company| |-
3.| *Income-tax permanent account number (Income-tax PAN)| |-
4.| *Whether the company is listed| YesNo|-
| If listed, name(s) of stock exchange(s) where listed|-
| |-
| Date(s) of listing|-
| |-
5.| Name of the merchant banker appointed by company|-
| |-
6.| *Details of paid-up capital as on| | (DD/MM/YYYY)| [As per latest audited balance sheet]|-
| {|
S.No.
Details of paid up capital
Amount (in Rs.)
1.
Equity
2.
Preference redeemable
3.
Preference convertible
4.
Others, if any
5.
Total
|-
| |-
| 7.| *Free reserves or securities premium account or proceeds of any shares or other securities or debts as on(DD/MM/YYYY)|-
| | (a) *Free reserves| (in Rs.)| |-
| | (b) *Securities premium account| (in Rs.)| |-
| | (c) *Proceeds of any shares or other securities| (in Rs.)| |-
| | (d) *Debts| Secured (in Rs.)| |-
| | | Unsecured (in Rs.)| |-
| | | Total (in Rs.)| |-
| 8.| (a) *Date of Board of directors' resolution approving or authorising the buy back of securities| | (DD/MM/YYYY)|-
| | (b) Date of special resolution of members authorising buy back of securities| | (DD/MM/YYYY)|-
| 9.| *Amount of securities authorised to be bought back| (in Rs.)| |-
| | *Number of securities authorized to be bought back| | |-
| 10.| (a) *Date upto which buy back of securities to be completed| | (DD/MM/YYYY)|-
| | (b) *Date of completion of buy back| | (DD/MM/YYYY)|-
| 11.| (a) Date on which last buy back was authorised| | (DD/MM/YYYY)|-
| | (b) Date of last buy back|-
| | |-
| 12.| (a) Date on which last buy back was completed| | (DD/MM/YYYY)|-
| 13.| (a) Date to capital and free reserve ratio allowed for company| | |-
| | (b) *Pre buy-back clebt to capital & free reserves ratio| | |-
| | (c) *Post buy-back clebt to capital & free reserves ratio| | |-
| | (d) Details of Government approval for the ratio at serial number "13" above higher than 2:1|-
| | |-
| 14.| *Whether there is any subsisting default in the following|-
| | (a) Repayment of deposit| Yes| No|-
| | (b) Repayment of interest payable on deposits above| Yes| No|-
| | (c) Repayment of debentures| Yes| No|-
| | (d) Repayment of Preference shares| Yes| No|-
| | (e) Payment of dividend to shareholders| Yes| No|-
| | (f) Repayment of term loans to any financial institution or bank| Yes| No|-
| | (g) Repayment of interest on the term loans mentioned above| Yes| No|-
| 15.| *Whether there is any default complying with the provisions of following sections.|-
| | (a) Section 92 (relating to annual return)| Yes| No|-
| | (b) Section 123 (relating to payment of dividend)| Yes| No|-
| | (c) Section 128 (relating to balance sheet or profit and loss account)| Yes| No|-
| 16.| *Date of payment of consideration to all shareholders from whom securities have been bought back| |-
| 17.| *The shareholding pattern after buy back of securities:|-
| |-
| | {|
|-
| S.No.
| Category of security
| Securities held before buy back as on(DD/MM/YYYY)
| Securities held after buy back as on(DD/MM/YYYY)
|-
| 1.
| Government [Central and State]
|
|
|-
| 2.
| Government companies
|
|
|-
| 3.
| Public financial companies
|
|
|-
| 4.
| Nationalised or other bank(s)
|
|
|-
| 5.
| Mutual funds
|
|
|-
| 6.
| Venture capital
|
|
|-
| 7.
| Foreign holdings (Foreign institutional
investors, Foreign companies, Non resident Indians, Foreign
financial institutions or Overseas corporate bodies)
|
|
|-
| 8.
| Bodies corporate (not mentioned above)
|
|
|-
| 9.
| Directors or relatives of directors
|
|
|-
| 10.
| Other top fifty (50) shareholders (other than mentioned above)
|
|
|-
| 11.
| Others
|
|
|-
| 12.
| Total
|
|
|}
|-
| | *Total number of shareholders| | |-
| 18.| (a) Service request number (SRN) of Form MGT.14| |-
| | (b) SRN of Form SH.9 in respect of declaration of solvency| |-
| Declaration|-
| | I have been authorized by the board of director's resolution numberdatedto sign and submit this form. All the attachments and the information given in this form are true and correct to the best of my knowledge. Further, on behalf of board of directors, I hereby confirm that full enquiry into the affairs and prospects of the company and have formed the opinion|-
| | (i) that immediately following the date on which the general meeting is convened there will be no grounds on which the company could be found unable to pay its debts;|-
| | (ii) as regards its prospects for the year immediately following that date, that, having regard to their intentions with respect to the management of the company's business during that year and to the amount and character of the financial resources which will in their view be available to the company during that year, the company will be able to meet its liabilities as and when they fall due and will not be rendered insolvent within a period of one year from that date; and|-
| | (iii) in forming their opinion for the above purpose, the directors have taken into account the liabilities (including prospective and contingent liabilities) as if the company were being wound up under the provisions of the Companies Act, 2013.|-
| |-
| | *To be digitally signed by|-
| | *Designation| |-
| | *Director's Identification number of the director; or|-
| | DIN of PAN of the Manager or CEO or CFO; or| |-
| | Membership number of the Company secretary|-
| |-
| | Attachments :|-
| | (1) *Description of shares or other specified securities bought back| |-
| | (2) *Particulars relating to holders of securities before buy-back| |-
| | (3) Copy of the special resolution passed at the general meeting| |-
| | (4) *Copy of the board resolution| |-
| | (5) *Balance sheet of the company| |-
| | (6) *Certificate of compliance of buy-back rules according to rule 17(14)| |-
| | (7) *Optional attachments, if any| |-
| |-
| | Note: Attention is drawn to provisions of Sections 448 and 449 which provide for punishment for false statement / certificate and punishment for false evidence respectively.|-
| |-
| | | | | |-
| |-
| | For office use only:| | |-
| | e-Form Service request number (SRN)| | eForm filing date| (DD/MM/YYYY)|-
| | This e-Form is hereby registered|-
| | Digital signature of the authorising officer| | |-
| | Date of signing| | (DD/MM/YYYY)|-
| |
|}
Form No. SH-12|-
Debenture Trust Deed|-
[Pursuant to sub-section (13) of section 71 of the Companies Act, 2013 and rule 11 of the Companies (Share Capital and Debentures) Rules 2014]|-
The debenture trust deed shall, inter alia, contain the following:-|-
|-
1. DESCRIPTION OF DEBENTURE ISSUE:|-
|-
| (a)| Purpose of raising finance through the debenture issue :|-
| (b)| Details of debenture issue as regards amount, tenure, iterest / coupon rate, periodicity of payment, mode of payment and period of redemption;|-
| (c)| An undertaking by the company to pay the interest and principal amount of such debentures to the Debenture holders as and when it becomes due, as per the terms of offer;|-
| (d)| The terms of conversion / redemption of the debentures in terms of the issue to the debenture holders, options available, and debt equity ratio and debt service coverage ratio, if applicable.|-
2. DETAILS OF CHARGE CREATED (in case of secured debentures):|-
| (a)| Nature of charge created and examination of title;|-
| (b)| Rank of charge created viz. first, second, pari passu, residual, etc;|-
| (c)| Minimum security cover required;|-
| (d)| Complete details of the asset(s) on which charge is created such as description, nature, title, location value, basis of valuation etc.;|-
| (e)| Methods and mode of preservation of assets charged as security for the debentures;|-
| (f)| Other particulars of the charge, e.g., time perid of chage, rate of interest, name of the charge holder;|-
| (g)| Provision for subsequent valuation;|-
| (h)| Procedure for allowing inspection of charged assets and book of accounts by debenture trustee or any person or person authorized by it;|-
| (i)| Charging of future assets|-
| (j)| Time limit within which the future security for the issue of debentures shall be created|-
| (k)| Circumstances specifying when the security may be disposed of or leased out with th epproval of trustees|-
| (l)| Enforceability of securities, events under which security becomes enforceable|-
| (m)| Obligation of company not to create further charge or encumbrance of the trust property without prior approval of the trustee|-
3. PARTICULARS OF THE APPOINTMENT OF DEBENTURE TRUSTEE(S):|-
| (a)| The conditions and procedure for the appointment of the debenture trustee;|-
| (b)| Procedure for resignation by trustee including appointment of new trustees;|-
| (c)| Provision that the debenture trustee shall not relinquish his office until another debenture trustee has been appointed;|-
| (d)| Procedure to remove debenture trustee by debenture holders providing for removal on a resolution passed the holders of not less than three fourth in value of debentures;|-
| (e)| Fees or commission or other legal travelling and other expenses payable to the trustee(s) for their services;|-
| (f)| Rights of the trustee including the right to inspect the registers of the company and to take copies and extract thereof and the right to appoint a nominee director;|-
| (g)| Duties of the trustee.|-
4. EVENTS OF DEFAULTS|-
| (a)| Events under which the security becomes enforceable which shall include the following events:|-
| | (i)| When the company makes two consecutive defaults in the payment of any interest which ought to have been paid in accordance with the terms of the issue;|-
| | (ii)| When the company without the consent of debenture holders ceases to carry on its business or gives notice of its intention to do so;|-
| | (iii)| When an order has been made by the Tribunal or a special resolution has been passed by the members of the company for winding up of the company;|-
| | (iv)| When any breach of the terms of the prospectus inviting the subscriptions of debentures or of the covenants of this deed is committed;|-
| | (v)| When the company creats or attempts to create anu charge on the mortgaged premises or any part thereof without the prior approval of the trustee/debenture holders;|-
| | (vi)| When in the opinion of the trustees the security of debenture holders is in jeopardy.|-
| (b)| Steps which shall be taken by the debenture trustee in the event of defaults;|-
| (c)| Circumstances specifying when the security may be disposed off or leased out with the approval of trustees.|-
| (d)| A covenant that the company may hold and enjoy all the mortgaged premises and carry on therein and therewith the business until the security constituted becomes enforceable|-
5. OBLIGATIONS OF COMPANY:|-
This section shall state the company's duty with respect to-|-
| (a)| maintaining a Register of debenture holders including address of the debenture holders, record of subsequent transfers and changes of ownership;|-
| (b)| keeping proper books of accounts open for inspection by debenture trustees;|-
| (c)| permitting the debenture trustee to enter the debentureholder's premises and inspect the state and condition of charged assets;|-
| (d)| Furnishing information required by the debenture trustee for the effective discharge of its duties and obligation, including copies or reports, balance sheets, profit and loss account etc.;|-
| (e)| keeping charged property/security adequately insured and in proper condition;|-
| (f)| paying all taxes, cesses, insurance premium with respect to charged property/security, on time;|-
| (g)| not declaring any dividend to the shareholders in any year until the company has paid or made satisfactory provision for the payment of the installments of principal and interest due on the debentures;|-
| (h)| creating the debenture redemption reserve;|-
| (i)| converting the debentures into equity in accordance with the terms of the issue,if applicable;|-
| (j)| informing the debenture trustee about any change in nature and conduct of business by the company before such change;|-
| (k)| informing the debenture trustee of any significant changes in the composition its Board of Directors;|-
| (l)| Informing the debenture trustee of any amalgamation, merger or reconstruction scheme proposed by the company;|-
| (m)| ieeping the debenture trustee informed of all order, directions, notices of court/tribunal affecting or likely to effect the charged assets;|-
| (n)| not creating charge or encumbrance over the trust property without the approval of the trustee;|-
| (o)| obligation of the company to forward periodical reports to debenture trustees containing the following particulars:|-
| | (i)| updated list of the names and address of the debenture holders;|-
| | (ii)| details of interest due but unpaid and reasons thereof;|-
| | (iii)| the number and nature of grievances received from debenture holders and (a) resolved by the company (b) unresolved by the company and the reasons for the same.|-
| | (iv)| a statement that the assets of the company which are available by way of security are sufficient to discharge the claims of the debenture holders as and when they become due|-
| (p)| complying with all directions/guidlines issued by a Regulatory authority, with regard to the debenture issue|-
| (q)| submitting such information, as required by the debenture trustee|-
6. MISCELLANEOUS:|-
| (a)| The conditions under which the provisions of the trust deed or the terms and conditions of the debentures may be modified;|-
| (b)| The mode of service of notices and other documents on the company, the trustee and the holders of the debentures;|-
| (c)| The company to be responsible for paying any stamp duty on the trust deed or the debentures (if applicable);|-
| (d)| Provisions regarding meeting of the debenture holders;|-
| (e)| Provisions for redressal of grievances of debenture holders.|-
.
[Form No. SH-13] [Substituted Form No. SH-13 and Form No. SH-14 by Notification No. 210(E), dated 18.3.2015 (w.e.f. 31.3.2014).]|-
Nomination Form|-
[Pursuant to section 72 of the Companies Act, 2013 and rule 19(1) of the Companies (Share Capital and Debentures) Rules 2014]|-
| To|-
| Name of the company :|-
| Address of the company :|-
| I/we...........the holder(s) of the securities particulars of which are given hereunder wish to make nomination and do hereby nominee the following persons in whom shall vest, all the rights in respect of such securities in the event of my/our death.|-
| (1) PARTICULARS OF THE SECURITIES (in respect of which nomination is being made)|-
| {|
Nature of securities
Folio No.
No. of securities
Certificate No.
Distinctive No.
|-
| | (2) PARTICULARS OF NOMINEE/S -|-
| | (a) Name :|-
| | (b) Date of Birth :|-
| | (c) Father's/Mother's/Spouse's name :|-
| | (d) Occupation :|-
| | (e) Nationality :|-
| | (f) Address :|-
| | (g) E-mail id :|-
| | (h) Relationship with the security holder :|-
| |-
| | (3) IN CASE NOMINEE IS A MINOR —|-
| |-
| | (a) Date of birth :|-
| | (b) Date of attaining majority :|-
| | (c) Name of guardian :|-
| | (d) Address of guardian :|-
| |-
| | (4) PARTICULARS OF NOMINEE IN CASE MINOR NOMINEE DIES BEFORE ATTAINING AGE OF MAJORITY|-
| |-
| | (a) Name :|-
| | (b) Date of Birth :|-
| | (c) Father's/Mother's/Spouse's name :|-
| | (d) Occupation :|-
| | (e) Nationality :|-
| | (f) Address :|-
| | (g) E-mail id :|-
| | (h) Relationship with the security holder :|-
| Name :|-
| Address :|-
| | Name of the Security Holder(s)| Signature| Witness with name and address|-
|
|}
[Form No. SH-14] [Substituted Form No. SH-13 and Form No. SH-14 by Notification No. 210(E), dated 18.3.2015 (w.e.f. 31.3.2014).]|-
Cancellation or Variation of Nomination|-
[Pursuant to sub-section (3) of section 72 of the Companies Act, 2013 and rule 19(9) of the Companies (Share Capital and Debentures) Rules 2014]|-
|-
| Name of the company :|-
I/we hereby cancel the nomination(s) made by me/us in favour of........................(name and address of the nominee) in respect of the below mentioned securities.|-
Or|-
I/we hereby nominate the following person in place of ..............................................as nominee in respect of the below mentioned securities in whom shall vest all rights in respect of such securities in the event of my/our death.|-
|-
| (1) PARTICULARS OF THE SECURITIES (in respect of which nomination is being cancelled/varied)|-
|-
| {|
Nature of securities
Folio No.
No. of securities
Certificate No.
Distinctive No.
|-
| | (2) (a) PARTICULARS OF THE NEW NOMINEE :|-
| | (i) Name :|-
| | (ii) Date of Birth :|-
| | (iii) Father's/Mother's/Spouse's name :|-
| | (iv) Nationality :|-
| | (v) Address :|-
| | (vi) E-mail id :|-
| | (vii) Relationship with the Security holder :|-
| |-
| | (b) IN CASE NEW NOMINEE IS A MINOR -|-
| |-
| | (i) Date of Birth :|-
| | (ii) Date of attaining majority -|-
| | (iii) Name of guardian :|-
| | (iv) Address of guardian :|-
| |-
| | (3) PARTICULARS OF NOMINEE IN CASE MINOR NOMINEE DIES BEFORE ATTAINING AGE OF MAJORITY|-
| |-
| | (a) Name :|-
| | (b) Date of Birth :|-
| | (c) Father's/Mother's/Spouse's name :|-
| | (d) Occupation :|-
| | (e) Nationality :|-
| | (f) Address :|-
| | (g) E-mail id :|-
| | (h) Relationship with the security holder:(i) Relationship with the minor nominee :|-
| |-
| | Signature|-
| |-
| | Name of the Security|-
| | Holder(s)|-
| | Witness with name and address|-
|
|}
Form No. SH-15|-
Certificate of compliance in respect of buy-back of securities|-
[Pursuant sub-rule (14) of rule 17 of the Companies (Share Capital and Debentures) Rules 2014]|-
|-
1.| (a)| Corporate identity number (CIN) of company:|-
| (b)| Global location number (GLN) of company :|-
2.| (a)| Name of the company :|-
| (b)| Address of the registered office of the company :|-
| (c)| E-mail ID of the company :|-
| We,.......................................directors of the above company certify that the provisions of Companies Act, 2013 and rules made thereunder relating to buy-back of securities have been complied with in respect of the securities bought back vide Board Resolution dated............and / or special resolution passed by the members in the general meeting held on..........and the details relating to which has been filed inForm No. SH-11with the Registrar of Companies.|-
|-
{|
Date :
Signature :
Place :
(1) Managing Director / Director
(2) Director
Verified
by..............................................................................................................................
Company Secretary in Practice
CP No.
|-
|
|}
[Substituted by Notification No. G.S.R. 574(E), dated 16.8.2019 (w.e.f. 31.3.2014).]