Lawgist53Prohibition on issue of shares at discount
(1) Except as provided in section 54, a company shall not issue shares at a discount.
(2) Any share issued by a company at a 1[discount] shall be void.
2[(2A) Notwithstanding anything contained in sub-sections (1) and (2), a company may issue shares at a discount to its creditors when its debt is converted into shares in pursuance of any statutory resolution plan or debt restructuring scheme in accordance with any guidelines or directions or regulations specified by the Reserve Bank of India under the Reserve Bank of India Act, 1934 (2 of 1934) or the Banking (Regulation) Act, 1949 (10 of 1949).]
3[(3) Where any company fails to comply with the provisions of this section, such company and every officer who is in default shall be liable to a penalty which may extend to an amount equal to the amount raised through the issue of shares at a discount of five lakh rupees, whichever is less, and the company shall also be liable to refund all monies received with interest at the rate of twelve per cent. per annum from the date of issue of such shares to the persons to whom such shares have been issued.]
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1. Subs. by Act 1 of 2018, s. 12, for "discounted price" (w.e.f. 9-2-2018).
2. Ins. by s. 12, ibid. (w.e.f. 9-2-2018).
3. Subs. by Act 22 of 2019, s. 9, for sub-section (3) (w.e.f. 2-11-2018).
- 43 Kinds of share capital
- 44 Nature of shares or debentures
- 45 Numbering of share
- 46 Certificate of shares
- 47 Voting right
- 48 Variation of shareholders‘ right
- 49 Calls on shares of same class to be made on uniform basis
- 50 Company to accept unpaid share capital, although not called up
- 51 Payment of dividend in proportion to amount paid-u
- 52 Application of premiums received on issue of shares
- 53 Prohibition on issue of shares at discount
- 54 Issues of sweat equity share
- 55 Issue and redemption of preference shares
- 56 Transfer and transmission of securities
- 57 Punishment for personation of shareholder
- 58 Refusal of registration and appeal against refusal
- 59 Rectification of register of members
- 60 Publication of authorised, subscribed and paid-up capital
- 61 Power of limited company to alter its share capital
- 62 Further issue of share capital
- 63 Issue of bonus share
- 64 Notice to be given to Registrar for alteration of share capital
- 65 Unlimited company to provide for reserve share capital on conversion into limited company
- 66 Reduction of share capital
- 67 Restrictions on purchase by company or giving of loans by it for purchase of its shares
- 68 Power of company to purchase its own securities
- 69 Transfer of certain sums to capital redemption reserve account
- 70 Prohibition for buy-back in certain circumstances
- 71 Debenture
- 72 Power to nominate
