Board of Directors of Supershine Detergents Ltd., a listed company having accumulated free reserves of rupees five hundred and fifty crores, authorized share capital of rupees seventy five crores and paid up share capita

Facts given in the case: Authorised share capital of the company: ₹75 crores Paid-up share capital (Equity shares): ₹50 crores Free Reserves of the company: ₹550 crores Proposal for issue of Bonus shares: ₹50 crores Authorised share capital to be increased to: ₹100 crores Balance Free Reserves of the company: ₹500 crores From the above stated facts, it is clear that the proposal of the management to issue Bonus Shares in the ratio of 1:1 is perfectly in order, assuming that it is authorized by articles of association of the company and it is authorized by the General Meeting on the recommendation by the Board. Further, there is no default in payment of interest or repayment of deposits or dues to banks/financial institutions or statutory dues of the employees of the Company such as contribution fund to provident fund, gratuity and bonus [Section 63(2)]. As such, the Company can proceed to declare 1:1 Bonus Shares to the existing shareholders of the company after complying with the following: Authorised share capital of the Company to be increased to ₹100 crores by passing an ordinary resolution in a general meeting convened by the Board; Capital clause of Memorandum of association and if necessary the relevant portion of the Articles of Association should be amended; If the Article of Association of the Company do not contain a provision for capitalisation of profits by issue of Bonus Shares, Article of Association should also be amended to incorporate such a provision therein; Issue notice alongwith Agendas and notes to it for convening the Board Meeting at least seven days before the date of Board meeting to all the directors entitled to attend the meeting. Send intimation to the stock exchange at least two working days in advance of the date of Board Meeting excluding the date of intimation and the date of the meeting. Hold the Board meeting to convene the Extra-ordinary general meeting for passing the following resolutions (as required):- (a) To recommend the bonus issue; (b) To approve the resolution to be passed at a general meeting; (i) To authorize the Bonus issue (ii) To approve requisite resolution for increase of the capital and consequential alteration of the Memorandum of Association/Articles of Association (if necessary) (iii) To enable the Articles to authorize the issue, if necessary. Filing of following requisite forms along with fee as specified in Companies (Registration of Offices and Fees), Rules 2014 within 30 days of passing of the resolutions in the extra-ordinary general meeting after ensuring that all the shares are fully paid-up and the bonus issue is not in lieu of the payment of dividend: (a) Form MGT-14 for filing of the special resolution(s) along with the altered article of association of the company. (b) Return of allotment in Form PAS-3 After the allotment of the shares the details of it to be provided to the depository immediately. Also, all the share certificates shall be delivered to the shareholders within two months from the date of such allotment.