• Rights of a 51 percent shareholder of a Pvt Ltd company

I am a 51 percent shareholder of a pvt Ltd company and its director another two directors hold 24 and 25 percent of shares in the company. For the transaction in bank account it was resolved in a board meeting that any of two director's signature,  out of three will be required.  But now as the maximum shareholder I want to make a board resulation so that I only can handle the bank accounts without their signature.  Is it possible?
Asked 8 months ago in Business Law from Bankura, West Bengal
1) mode of operation of bank account has to be passed in the board meeting 

2) place the issue on agenda of the next board meeting 

3) it is better that resolution be passed that for operation of bank account your signature is required along with any other director 
Ajay Sethi
Advocate, Mumbai
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A resolution to this effect will have to be passed at the meeting of board of directors having the requisite quorum. You alone cannot pass a resolution to execute your wish. 
Ashish Davessar
Advocate, Jaipur
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449 Consultations
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1) Resolution

 Resolved that the company open a current account with........... (Name of bank, branch and address) in its name and the current account be operated operated by..................(names of the persons authorised) jointly/ severally/any of the two 

Further resolved to authorise..............(name of person) to submit a true copy of the resolution to the Bank for their records  

2) if person to whom you sell the shares is elected  as director then resolution  can be passed in board meeting regarding operation of bank accounts by any 2 directors 
Ajay Sethi
Advocate, Mumbai
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1221 Consultations
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resolution can be passed in board meeting authorising particular director to operate bank accounts 
Ajay Sethi
Advocate, Mumbai
23346 Answers
1221 Consultations
5.0 on 5.0
1) issue has to be on agenda of the board meeting of directors

2) resolution has to be passed in the board meeting with simple majority 

Ajay Sethi
Advocate, Mumbai
23346 Answers
1221 Consultations
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You can transfer only your shares, subject to the conditions laid down in the AOA, but by doing so you cannot execute your wish. 
Ashish Davessar
Advocate, Jaipur
18183 Answers
449 Consultations
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Any decision to alter the manner of operation has to be passed at a meeting of board of directors and not shareholders.
Ashish Davessar
Advocate, Jaipur
18183 Answers
449 Consultations
5.0 on 5.0
In order to change the process to operate the bank account the company has to give the bank a new resolution duly passed in the board meeting authorizing you to sign the cheques, failing which the process cannot be changed.
Ashish Davessar
Advocate, Jaipur
18183 Answers
449 Consultations
5.0 on 5.0
1)as mentioned earlier the issue can be placed in board meeting that one or two of the directors can operate bank accounts of the company 
Ajay Sethi
Advocate, Mumbai
23346 Answers
1221 Consultations
5.0 on 5.0
I am a 51 percent shareholder of a pvt Ltd company and its director another two directors hold 24 and 25 percent of shares in the company. For the transaction in bank account it was resolved in a board meeting that any of two director's signature,  out of three will be required.  But now as the maximum shareholder I want to make a board resulation so that I only can handle the bank accounts without their signature.  Is it possible?

This decision has to be made in the board of director's meeting and an an amendment has to be suitably made in the articles of association or memorandum of association of the company and a resolution copy has to be sent to the bank and the registrar of the companies. 
T Kalaiselvan
Advocate, Vellore
14149 Answers
127 Consultations
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If I give my part of shares to someone who will support in all cases in my favour , then is it possible to execute my wish?

This has to be decided by a resolution passed in  a board of director's meeting.
T Kalaiselvan
Advocate, Vellore
14149 Answers
127 Consultations
5.0 on 5.0
Is it possible to give the signature authority for bank transaction to a particular director by getting the maximum vote from shareholders and thus make it an resolution?

You cannot make any decision on your own, if there are shareholders even for a single share of the company, the decision shall e taken as per procedure laid down.
T Kalaiselvan
Advocate, Vellore
14149 Answers
127 Consultations
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How many shareholder is required for such resolution?

Two third majority
T Kalaiselvan
Advocate, Vellore
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127 Consultations
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I want to know if the directors having 51 percent share can make a resolution as one or two of them can oparate the bank accounts of a pvt Ltd.

You can make a formal resolution in the board of director's meeting in this regard.
T Kalaiselvan
Advocate, Vellore
14149 Answers
127 Consultations
5.0 on 5.0

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