The balance sheet of Neema Ltd. contains the following information : As at 31.03.2013 (₹) As at 31.03.2014 (₹) As at 31.03.2015 (₹) Paid-up capital 60,00,000 65,00,000 85,00,000 General reserve 30,00,000 40,00,000 45,00,

CS Professional · Secretarial Audit, Compliance Management and Due Diligence · PYQS · December 2015
The balance sheet of Neema Ltd. contains the following information : As at 31.03.2013 (₹) As at 31.03.2014 (₹) As at 31.03.2015 (₹) Paid-up capital 60,00,000 65,00,000 85,00,000 General reserve 30,00,000 40,00,000 45,00,000 Credit balance in statement of profit and loss 6,00,000 7,00,000 9,00,000 Debenture redemption reserve 10,00,000 22,00,000 30,00,000 Secured loans 8,00,000 15,00,000 30,00,000 In the forthcoming Board meeting scheduled to be held on 6th January, 2016, one of the items of the agenda among others is to decide about borrowing from Royal Chartered Bank. Based on above information, you are required to find out the amount up to which the Board can borrow from the bank as per the provisions of the Companies Act, 2013 without seeking the approval in general meeting.

Answer & Explanation:

As per Section 180(1)(c) of the Companies Act, 2013, the Board of Directors of a company, without obtaining the approval of shareholders in a general meeting, can borrow the funds including funds already borrowed upto an amount which does not exceed the aggregate of paid up capital of the company and its free reserve. Such borrowing shall not include temporary loans obtained from the company's bankers in ordinary course of business. Here free reserves do not include the reserves set apart for specific purpose i.e. Debenture Redemption Reserve. Since the Board meeting to consider the said item of agenda will be held on 6th January 2016, the figures relevant for this purpose are the figures as per Balance Sheet as at 31.03.2015. According to the above provisions, the Board of Directors of Neema Ltd., can borrow without obtaining approval of shareholders in a general meeting upto an amount calculated as under: Aggregate of paid up capital & free reserve Total borrowing power of the Board of Directors of the company i.e. 100% of the aggregate of paid up capital and free reserve: ₹1,39,00,000 Less: Amount already borrowed as secured loans: ₹30,00,000 Amount upto which the Board of directors can further borrow without the approval of shareholders in a general meeting: ₹1,09,00,000

Topics: Company Law

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