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KAMDHENU ISPAT LIMITED - Securities and Exchange Board of India

KAMDHENU ISPAT LIMITED - Securities and Exchange Board of India

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without any deduction or allowance for the value <strong>of</strong> the shares at the time <strong>of</strong> forfeiture but shall not be under<br />

any obligation to do so.<br />

Company’s lien on shares<br />

18.(B) (i) The Company shall have a first <strong>and</strong> paramount lien :<br />

(a) One every share not being fully paid up share for all moneys whether presently payable or not, called or<br />

payable at a fixed time in respect <strong>of</strong> that share <strong>and</strong><br />

(b) On all shares st<strong>and</strong>ing registered in the name <strong>of</strong> a single person for all moneys presently payable by him<br />

or his estate to the Company provided that the <strong>Board</strong> <strong>of</strong> Directors may at any time declare any share to be<br />

wholly or in part exempt from the provisions <strong>of</strong> this clause.<br />

(ii) The Companies lien, if any on a share shall extend to all dividends payable thereon, subject to Sec. 205 A<br />

<strong>of</strong> the Act.<br />

CALLS ON SHARES<br />

22. (i) The <strong>Board</strong> may, from time to time, make calls upon the members in respect <strong>of</strong> any moneys unpaid on their<br />

shares (whether on account <strong>of</strong> the nominal value <strong>of</strong> the shares or by way <strong>of</strong> premium) <strong>and</strong> not by the<br />

conditions <strong>of</strong> allotment there<strong>of</strong> made payable at fixed times, provided that no call shall be payable not less<br />

than one month before from the date fixed for the payment <strong>of</strong> the last proceeding call.<br />

(ii) Each member shall subject to receiving at least fourteen days notice specifying the time or times <strong>and</strong> place<br />

<strong>of</strong> payment pay to the company at the time <strong>of</strong> times so specified, the amount called on his shares.<br />

(iii) A call may be revoked or postponed at the discretion <strong>of</strong> the <strong>Board</strong>.<br />

Payment <strong>of</strong> call in advance<br />

27. The <strong>Board</strong> :<br />

(i) may, it think fit receive from any member willing to advance the same, all or any part <strong>of</strong> moneys uncalled<br />

<strong>and</strong> unpaid upon any share held by him.<br />

(ii) upon all or any <strong>of</strong> the moneys so advanced may (until the same would but for such advance become<br />

presently payable) pay interest at such advance become presently) pay interest at such rate not exceeding<br />

unless the company in general meeting shall otherwise direct six percent per annum as may be agreed<br />

upon between the <strong>Board</strong> <strong>and</strong> the member paying the sum in advance, “Money paid in advance <strong>of</strong> calls<br />

shall not in respect there<strong>of</strong> confer a right to dividend or to participate in the pr<strong>of</strong>its <strong>of</strong> the Company”.<br />

Default in payment <strong>of</strong> calls<br />

28. No member shall be entitled to receive any dividend or exercise any dividend or exercise any privileges as a<br />

member until he shall paid all calls for the time being due <strong>and</strong> payable on every share held by him whether alone or<br />

jointly with any other person, together with interest <strong>and</strong> expenses (if any <strong>and</strong> the <strong>Board</strong> may deduct from the dividend/<br />

interest payable to any member all sums <strong>of</strong> money so due from him to the company.<br />

TRANSFER AND TRANSMISSION OF SHARE<br />

30. Shares in the Company shall be transferred by an instrument in the form prescribed by the Act.<br />

Execution <strong>of</strong> transfer<br />

32. Every such instrument <strong>of</strong> transfer shall be duly stamped <strong>and</strong> shall be signed by or on behalf on both the transferor<br />

<strong>and</strong> transferee <strong>and</strong> the transferor shall remain the holder <strong>of</strong> such share until the name <strong>of</strong> the transferee is entered in<br />

the Register in respect there<strong>of</strong>. The name, address <strong>and</strong> occupation, if any <strong>of</strong> the transferee shall be specified in the<br />

instrument <strong>of</strong> transfer. All joint transferrers <strong>and</strong> joint transferees shall sign the instrument <strong>of</strong> transfer.<br />

Application for registration<br />

33. An application for registration <strong>of</strong> a transfer <strong>of</strong> shares may be made either by the transferor or by the transferee,<br />

where the application is made by the transferor <strong>and</strong> relates to partly paid shares the transfer <strong>and</strong> within two weeks<br />

from the receipt <strong>of</strong> the notice the transferee has not objected to the transfer. For the purpose <strong>of</strong> this Article notice to<br />

the transferee shall be deemed to have been duly given if it is despatched by prepaid registered post to the transferee<br />

at the address given in the instrument <strong>of</strong> transfer <strong>and</strong> shall be deemed to have been delivered at the time at which<br />

it would have delivered in the ordinary course <strong>of</strong> post.<br />

127

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