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Board Resolution · Share Capital
Buy-back of shares
A ready-to-use board resolution draft under the Companies Act 2013. Fill in your company name, date, CIN and figures, then copy or download. Special Resolution — file MGT-14 with ROC within 30 days.
[Company Name] · CIN: [____]
Certified extract of the resolution passed at the meeting of the Board of Directors held on [Date] at [Registered Office]:
"RESOLVED THAT pursuant to Section 68 of the Companies Act, 2013 and Article [no.] of the Articles of Association, the Company do buy-back up to [number] equity shares of Rs. [face value] each (being [%] of the paid-up capital and free reserves) at a price of Rs. [price] per share, out of free reserves / securities premium, on a proportionate basis.
RESOLVED FURTHER THAT [Director Name] be authorised to file the letter of offer in Form SH-8, the declaration of solvency in Form SH-9, and to complete the buy-back and file Form SH-11 with the Registrar of Companies within 30 days of completion. [If beyond 10% of paid-up equity and free reserves, a special resolution and MGT-14 are required.]"
For [Company Name]
[Director Name], Director (DIN: [____])
[Director Name], Director (DIN: [____])
This is a general template for reference only. Have it reviewed by a qualified Company Secretary / lawyer and adapt to your company's Articles before use.
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