, Format Letter of Offer to Equity shareholders ~ CS GAURAV SHARMA

March 18, 2016

Format Letter of Offer to Equity shareholders




To the equity shareholders of …………………PRIVATE LIMITED

Letter of Offer

Date:

Folio No:

Dear Sir/Madam

Subject: Offer for issuance of equity shares of the face value of Rs.10/- (Rupees Ten Only) each at par on rights basis in the ratio of 3:1 on rights basis

At the board meeting held on 1.2.2016  the board has resolved to raise a sum of Rs.84,60,000  by offering for subscription 846000 shares of Rs. 10/- each on rights basis to the existing shareholders of the company in the ratio of 3 shares for every 1 share held by each member. The said offer for subscription on rights basis is in terms of the provisions of the Companies Act, 2013(“the Act”). You are entitled to subscribe for …… equity shares at the aforesaid price of Rs. 10/- Per share on the following terms and conditions.

The application for ……………….. equity shares of Rs. 10/- Each shall be payable in full

The application money and the balance amounts shall be paid by cheque/demand draft drawn in favour of “…………… PRIVATE LIMITEDpayable at ……….

1.      The Shares will be issued only in physical form

2.      Fractional shares (less than one), if any, will be consolidated and dealt with by the Board of Directors at its sole discretion

3.      The equity shares after allotment shall be subject to the provisions of the Act and the Memorandum and Articles of Association of the Company and shall rank paripassu in all respects with the existing shares of the Company and shall also be entitled to rights/bonus issue of shares, dividends etc.

4.      In accordance with the Provisions of Section 72 of the Companies Act 2013, in case of an individual, who is the sole/first applicant along with joint holders, if any, may nominate any one person to whom, in the event of death of the sole applicant or in case of joint applicant, the death of all applicants, as the case may be, the shares so allotted, shall vest. A person being the nominee, becoming entitled to the shares by reason of the death of the original holder/s, shall in accordance with Section…. of the Act be entitled to the same advantages, to which he or she would be entitled, as if he/she were the registered holder of the shares.

5.      This letter of offer is valid from the date mentioned above till 10.03.2016 or till an extended date that may be  decided by the Board, in its sole discretion. In the event the application form (attached hereto) complete in all respect along with the subscription amount is not received on or before 10.03.2016 your right to apply for/renounce the equity shares shall be deemed to be waived and the Board will have absolute power to dispose of such shares in its sole discretion in the best interest of the Company. The Company will refund any excess share application money paid by you if the issue size is determined to be lesser than the amount set out hereto.


                         
6.      If your completed application form along with the subscription amount is received by the Company on or before the closing date and shares are not allotted within 60 days from the date thereof, the amount paid by you will be refunded without interest within 15 days from the expiry of the said 60 days.

7.      You may renounce all or any of the rights entitled in favour of one or more persons. The application for renunciation of rights entitled shall reach the registered office of the company on or before the closing date. However, on receipt of any communication indicating your consent to subscribe to the shares in your name, the right to renunciation shall thereafter stand cancelled.

8.      Renouncees shall not be entitled to further renounce their entitlement in favour of any other person.

9.      You shall also be entitled to apply for additional equity shares over and above the number of equity shares offered to you provided you have applied for all the shares offered to you without renouncing them in full or part and the allotment of such additional shares shall be at the absolute discretion of the Board.

10.  The application should, be made in the printed form provided by the company. Additional forms for renunciation shall be provided by the company on request.

11.  The Board reserves its full, unqualified and absolute right to accept or reject any application, in whole or in part, and in either case without assigning any reason thereto.

12.  The jurisdiction for the purpose of this issue shall be with the competent court/authorities in Kochi, India.

By order of the Board

For  ……….. PRIVATE LIMITED



 ……….
 Director

                                    


















OFFER OF 846000 EQUITY SHARES OF RS. 10/- EACH AT PAR ON RIGHTS BASIS TO EQUITY SHAREHOLDERS WHOSE NAMES APPEAR ON THE REGISTER OF MEMBERS IN  THE RATIO OF 3(THREE) EQUITY SHARES FOR EVERY 1(ONE)  EQUITY SHARE HELD AS ON THAT DATE.


                                    Last date for receiving application : MARCH 10TH , 2016

                                    
Office use only                                              

Serial No:
                                                           
Date of Receipt of Application Form:


Application No:





                                                            INSTRUCTIONS

Note:
1.      The issue closes on 10.03.2016 at 5.30 PM. Applications duly filled together with the subscription amount must reach the registered office of the Company before the closure of the issue.
2.      The offer documents must be read carefully before filing the applications.
3.      The form must be filled in English and in block capital letters only. Delete whichever is not applicable.
4.      Application form which is not complete in all respect or is not accompanies with full application money is liable to be rejected.
5.      The Applicant must fill in the blank details in the relevant column provided in the application form to enable the Company to make the refund orders, if any. Applications without bank details are liable to be rejected.
6.      Applicants should mention folio no on the reverse of the cheque/draft.
7.      The first share holder must provide his Income tax PAN details in the appropriate column provided in the application. Applications without the Income Tax PAN details are liable to be rejected.




                                            






                                                                                                                                       Form A        
FORM OF APPLICATION BY EQUITY SHAREHOLDERS FOR ACCEPTANCE OF RIGHTS SHARES WITHOUT EXCERSING THE OPTION OF RENUNCIATION

Date :                                                                                      Folio No:

THE BOARD OF DIRECTORS
………………………...

Pursuant to your letter of Offer dated 12.2.2016  I/we hereby accept the offer for allotment of Equity Shares as indicated below.

I/We enclose a Cheque/Demand Draft number………………………. Dated……………….. drawn on ………………………. For an amount of Rs. ………….payable at …………..being the application money payable thereon for…………………….…..... ….. equity shares @ Rs. 10/- per share.

I/We agree to accept such Equity Shares allotted to me/us and to hold such Equity Shares upon the terms and conditions of the said Letter of Offer and subject to the provisions of the Memorandum and Articles of Association of the Company.

I/We undertake that I/We will sign all such other documents and do all such other acts, if any, necessary on my/our part to enable me/us to be registered as the holder(s)  of the Shares which may be allotted to me/us.

I/We authorize you to enter my/our name(s) in the Register of Members in respect of the Equity Shares, which may be allotted to me/us.

                                                            (Please tick whichever is applicable)

·         We declare that I am/we are Indian Resident(s) and that I am/we are not applying for the above mentioned Shares as the nominee(s) of any person(s) of any person(s) who is/are not Indian National(s) or who is/are resident outside India.
·         We confirm that I am/ We are Non-Resident Indian/Person(s) abroad/FIIs and have remitted funds abroad through approved Banking Channesl or from funds held in my/our NRE/FCNR/NRO Account towards subscription for the Equity  Shares hereby applied for and are not applying for the Equity Shares as nominee(s) of foreign national(s)

NO. OF EQUITY SHARES HELD ON THE RECORD DATE
NO. OF EQUITY SHARES OFFERED
NO. OF EQUITY SHARES ACCEPTED OUT OF THE SHAES OFFERED
ADDITONAL SHARES APPLIED FOR
TOTAL NO. OF SHARES APPLIED
TOTAL AMOUNT PAYABLE @ Rs. 10/-
















Income Tax PAN:
                                                           
                                                Bank Account details, in case of refund

NAME OF THE BANK
BRANCH
ACCOUNT NUMBER
IFSC
TYPE OF ACCOUNT









Email ID:                                                                                Mob No:

Details of nominee:-
Name:
Date of Birth:
Address:
Name of Guardian (in case of minor)                                                 Signature of Nominee
                                                                                                            (Optional)
(Signature)                                          (Signature)                              (Signature)
Sole/1st Shareholder                            2nd Joint Shareholder               3rd Joint Shareholder
…………………………………………………………………………………………………..
ACKNOWLEDGEMENT SLIP
(To be filled in by sole/first applicant)
Date:
Received from Mr./Mrs./Ms……………………….. Application for…………. Equity Shares along with Cheque/Demand Draft No………………….. drawn on ……………………… being the value of shares payabe thereon.

Reg.Folio:
                       
                                               
Application No:
                       
                                                                                                                                  
                                                                    
                                                              

                                                                                                                                         Form B
                                            FORM OF RENUNCIATION
                                               


 Application No:
                                                  


Date: ………………..

THE BOARD OF DIRECTORS
…………………..

Dear Sir,

Pursuant to the offer letter dated 12.02.2016  I/We hereby renounce my/our rights to the Equity Shares in favour of:

1.      …… …………………………………………………………………………………
2.      ………………………………………………………………………………………..
3.      ……………………………………………………………………………………......

who has/have signed the application Form D. I/We have not made any application to the Company for allotment of these equity shares in my/our name(s).




Applicant/ Shareholder




                                                                                                                         
                                               
                                                                                                                            Form C
                                                                 
Application by renounce(s) (to be filled in by renouncee(s) only)

Application No:      


Date:

THE BOARD OF DIRECTORS
………………
                                      

In terms of letter of offer dated 12.2.2016 and pursuant to the form of renunciation signed by the above mentioned shareholder(s), I/We apply for allotment of below mentioned equity shares.

1.      I/We also apply for below mentioned additional equity shares and agree to accept these shares as may be decided by the Board of Directors.

2.      I/We agree to accept the “Equity Shares” allotted to me/us and to hold such shares upon the terms and conditions as laid down by the Board of Directors and subject to the provisions of the Companies Act, 2013, Memorandum & Articles of Association of the Company, and all the applicable laws, rules and guidelines.


1.      Name and address of the renouncee(s) :

2.      If you are existing shareholder, please :

3.      Mention Folio No:                     

4.      Number of equity shares accepted:  

5.      Number of additional equity shares applied by renounce:

6.      Total Number of Shares applied for by renounce:


7.      Amount payable with application:

8.      Payment – Cheque/DD details

Signature of renounce(s)

Full Name
Signature
Address of the Applicant








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