Zero Motors Limited, a listed company has three manufacturing divisions: Cycle Division Motorcycle Division Electric Scooter Division. The following information is given: (Rupees in crore) Equity share capital: 300 Prefe
CS Executive · Company Law · PYQS · June 2023
Zero Motors Limited, a listed company has three manufacturing divisions: Cycle Division Motorcycle Division Electric Scooter Division. The following information is given: (Rupees in crore) Equity share capital: 300 Preference share capital: 120 General Reserve: 500 Revaluation Reserve: 200 Profit and Loss A/c (CR): 300 Long term loan: 480 Short term loan: 620 Gross revenue in last FY: 2010 Investment in Cycle division: 40 Turnover of Cycle division 450 The Board of directors of the company have decided by unanimous resolution the following in their meeting held on 31st May, 2023: To obtain a further long term loan of Rupees 300 crore from financial institution. Referring to the provisions of Companies Act, 2013, decide if the board resolution is sufficient for the above proposals.
Answer & Explanation:
According to Section 180 of the Companies Act, 2013, the Board of Directors shall exercise their powers only with the consent of the members of the company by a special resolution in the following cases: To sell, lease or otherwise dispose of the whole or substantially whole of the company; To invest otherwise than in trust securities the amount of compensation received as a result of merger or amalgamation; To borrow money, where the money borrowed, together with the money already borrowed by the company will exceed aggregate of paid-up capital and free reserves. However, a board resolution is sufficient if the company wants to borrow money, where the money to be borrowed is less than the aggregate of the paid-up share capital, free reserves and securities premium. In the instant case, the money to be borrowed together with the money already borrowed as long term loans from financial institutions is rupees ₹780 Crore (480+300) and aggregate of the paid-up capital and free reserve rupees ₹1220 crore (300+120+500+300 = rupees ₹1220 crore. Hence, a special resolution is not required. Board Resolution is sufficient.
Topics: Board Powers
Related Questions in this Topic
- Zero Motors Limited, a listed company has three manufacturing divisions: Cycle Division Motorcycle Division Electric...
- In the light of provisions of relevant Secretarial Standard state if the minute book can be in the custody of a senior o...
- Write a brief note on revenue sharing models for a Mega Firm.
- CS Nitesh, a Company Secretary in practice gave an advertisement for staff for his office in newspaper as follows - "A r...
- Jupiter Ltd. appointed Ashok as an Independent director for a term of three years. Upon completion of his first term, he...