excess issue
5.Upon the issue by the Company of a share without par value ,if an amount is stated in the Memorandum to be authorized capital represented by such shares then each share shall be issued for no less than the appropriate proportion of such amount which shall constitue capital , otherwise the consideration in respect of the share constitutes capital to the extent designated by the directors and the excess constitutes surplus , except that the directors must designate as capital an amount of the consideration that is at least equal to the amount that the share is entitled to as preference , if any , in the assests of the Company upon liquidation of the Company.

