QP Ltd. wants to increase its Authorised Share Capital from ₹50,00,000 divided into 5,00,000 Equity Shares of ₹10 each to ₹75,00,000 divided into 7,50,000 Equity Shares of ₹10 each by creation of additional 2,50,000 Equi

Specimen of the Board Resolutions for increasing the Authorised Share Capital and for alteration of Capital Clause in Memorandum of Association of the Company are as follows: A. Increase in Authorised Share Capital "RESOLVED THAT pursuant to the provisions of Section 61 and 64 and other applicable provisions, if any, of the Companies Act, 2013 (including any amendment thereto or re-enactment thereof) and the rules framed thereunder) and the rules framed thereunder, the consent of the Board of Directors of the Company be and is hereby accorded, subject to the approvals of shareholders in the General meeting, to increase the Authorized Share Capital of the Company from existing ₹ 50,00,000 (Rupees Fifty Lakh) divided into 5,00,000 (Five Lakh) Equity Shares of ₹ 10/- each to ₹ 75,00,000 (Rupees Seventy Five Lakh) divided into 7,50,000 (Seven Lacs Fifty Thousand) Equity Shares of ₹ 10/- each by creation of additional 2,50,000 (Two Lakh Fifty Thousand) Equity Shares of ₹ 10/- each ranking pari passu in all respect with the existing Equity Shares of the Company." B. Alteration in the Capital Clause of Memorandum of Association of the company "RESOLVED THAT pursuant to the provisions of Section 13, 61 and 64 and other applicable provisions of the Companies Act, 2013 (including any amendment thereto or re-enactment thereof) and the rules framed thereunder, the consent of the Board of Directors of the Company be and is hereby accorded, subject to the approvals of shareholders in the General meeting, for substituting Clause V of the Memorandum of Association of the Company with the following clause. "V. The Authorised Share Capital of the Company is ₹ 75,00,000/- (Rupees Seventy Five Lakh Only) divided into 7,50,000 (Seven Lakh Fifty Thousand) Equity Shares of face value of ₹ 10/- (Rupees Ten Only) each. Shareholder's Resolution to Be Passed in the General Meeting a. Increase in Authorised Share Capital Special Business To consider, and if thought fit, to pass with or without modification(s), the following resolution as an Ordinary Resolution: "RESOLVED THAT pursuant to the provisions of Section 61 read with Section 64 and other applicable provisions, if any, of the Companies Act, 2013 (including any amendment thereto or re-enactment thereof) and the rules framed there under, the consent of the members of the Company be and is hereby accorded to increase the Authorized Share Capital of the Company from existing ₹ 50,00,000/- (Rupees Fifty Lacs Only) divided into 5,00,000 (Five Lacs) Equity Shares of ₹ 10/- each to ₹ 75,00,000/- (Rupees Seventy Five Lacs Only) divided into 7,50,000 (Seven Lacs Fifty Thousand) Equity Shares of ₹ 10/- (Rupees Ten Only) each by creation of additional 2,50,000 (Two Lacs Fifty Thousand) Equity Shares of ₹ 10/- each ranking pari passu in all respect with the existing Equity Shares of the Company. RESOLVED FURTHER THAT the Memorandum of Association of the Company be altered in the following manner i.e. existing Clause V of the Memorandum of Association of the company be deleted and the same be substituted with the following new clause as Clause V: 'V. The Authorised Share Capital of the Company is ₹ 75,00,000/- (Rupees Seventy Five Lacs) divided into 7,50,000 (Seven Lacs Fifty Thousand) Equity Shares of face value of ₹ 10/- (Rupees Ten Only) each.' RESOLVED FURTHER THAT the Board of Directors of the Company (hereinafter referred to as "Board" which term shall include a Committee thereof authorized for the purpose) be and is hereby authorised to take all such steps and actions and give such directions as may be necessary for the purpose of giving effect to this resolution."