Powertech Limited was registered as a public company. There are 230 members in the company as noted below: (a) Directors and their relatives - 190…

CA Foundation · Business Laws · MTP · September 2024
Powertech Limited was registered as a public company. There are 230 members in the company as noted below: (a) Directors and their relatives - 190 (b) Employees - 15 (c) Ex-Employees (Shares were allotted when they were employees)₹ 10 (d)5couples holding shares jointly in the name of husband and wife (₹ 5* 2)₹ 10 (e) Others - 5 The Board of Directors of Powertech Limited proposes to convert it into a private company. Also advise whether a reduction in the number of members is necessary.

Suggested Answer and Working Notes:

(a) According to section 2(68) of the Companies Act,2013, "Private company" means a company having a minimum paid-up share capital as may be prescribed, and which by its articles, except in case of One Person Company, limits the number of its members to two hundred. However, where two or more persons hold one or more shares in a company jointly, they shall, for the purposes of this clause, be treated as a single member. It is further provided that - (A) persons who are in the employment of the company; and (B) persons who, having been formerly in the employment of the company, were members of the company while in that employment and have continued to be members after the employment ceased, shall not be included in the number of members. In the instant case, Powertech Limited may be converted into a private company only if the total members of the company are limited to 200. Total Number of members (i) Directors and their relatives 190 (ii) 5 Couples (₹ 5* 1) 5 (iii) Others 5 Total 200 Therefore, there is no need for reduction in the number of members since existing number of members are200which does not exceed maximum limit of200.

Topics: The Companies Act, 2013

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