Sir, A Private Company had passed a Board Resolution in 2011 (at the time of incorporation) to borrow upto Rs. 10.00 lakhs, when its paid up capital was Rs. 4.5 lakhs. The Board then increased its borrowing powers in August 2013 (while approving financial statements) to Rs. 2.00 crores as it thought of acquiring land for slightly re-aligning its objects (original objects were mining activity, for which applications were filed but approvals had not come, & so the Company decided to get into sand mining activity, by inserting those activities in the Main Object). Though the resolution was passed in Aug 2013 BM, the actual lending from the directors happened only in late September 2013, when the Sec. 185 has already got notified. Whether in this case, we can rely upon the old resolution of Aug 2013 passed by the Board would hold good OR we need to comply with new provisions?

Section 180- Restrictions on powers of Board.

Posted By: Padmavathi k 11 year(s) ago