(2)A company may issue at a discount shares in the company of a class already issued, if the following conditions are fulfilled, namely:-(i)the issue of the shares at a discount is authorised by a resolution passed by the company in general meeting and sanctioned by the [Central Government];(ii)the resolution specifies the maximum rate of discount [* * *] [Certain words omitted by Act 41 of 1974, Section 9 (w.e.f. 1.2.1975) ] at which the shares are to be issued:[Provided that no such resolution shall be sanctioned by the [Central Government] [Inserted by Act 41 of 1974, Section 9 (w.e.f. 1.2.1975). ] if the maximum rate of discount specified in the resolution exceeds ten per cent [unless the Central Government is of opinion] [ Substituted by Act 11 of 2003, Section 12, for " unless that Board is of opinion" .] that a higher percentage of discount may be allowed in the special circumstances of the case;](iii)not less than one year has at the date of the issue elapsed since the date on which the company was entitled to commence business; and(iv)the shares to be issued at a discount are issued within two months after the date on which the issue is sanctioned by the [Central Government] [Substituted by Act 11 of 2003, Section 12, for " Company Law Board" . ], or within such extended time as the [Central Government] [Substituted by Act 11 of 2003, Section 12, for " Company Law Board" . ] may allow.
