Enumerate the conditions that must be satisfied in order to buy-back of shares according to section 68(2) of the Companies Act, 2013.
CS Executive · Company Accounts & Auditing Practices · PYQS · December 2018
Enumerate the conditions that must be satisfied in order to buy-back of shares according to section 68(2) of the Companies Act, 2013.
Answer & Explanation:
According to section 68(2) of the Companies Act, 2013 following conditions must be satisfied in order to buy-back the shares: The buy-back of shares must be authorized by the articles of the company; A special resolution has been passed at a general meeting of the company authorizing the buy-back, but the same is not required when: the buy-back is 10% or less of the total paid-up equity capital and free reserves of the company; and such buy-back has been authorized by the Board by means of a resolution passed at its meeting; The buy-back is twenty-five per cent or less of the aggregate of paid-up capital and free reserves of the company. But in case of Equity Shares, the same shall be taken as 25% of paid up equity capital only. Debt equity ratio should be 2:1, where: Debt is aggregate of secured and unsecured debts owed by the company after buy-back and Equity is aggregate of the paid-up capital and its free reserves: All the shares or other specified securities for buy-back are fully paid-up; If shares or securities are listed, buy back will be in accordance with the regulations made by the Securities and Exchange Board of India in this behalf; and The buy-back in respect of unlisted shares or other specified securities is in accordance with Share Capital and Debentures Rules, 2014. No offer of buy-back shall be made within a period of one year from the date of the closure of the preceding offer of buy-back, if any.
Topics: Company Accounts
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