# Changing Object Clause when Public Money has been Raised
When a company invites the public to subscribe through a prospectus, the public subscribes on the basis of the stated objects. The Act therefore puts a tougher procedure in place if the company wants to repurpose unutilised public money.
## When does this special procedure apply? (Section 13(8))
Both conditions must be present:
1. The company has raised money from the public through a prospectus, and
2. There is still an unutilised amount out of that money.
If either condition is missing, normal SR is enough; this stricter procedure does not bite.
## The three-layer process
### Layer 1 – Special Resolution through Postal Ballot
Not an ordinary SR in a general meeting — it must be passed by postal ballot, so every shareholder including small investors gets a direct vote.
### Layer 2 – Mandatory disclosure
The details of the resolution must be:
- Published in two newspapers (one English + one vernacular) circulating where the registered office is situated; AND
- Placed on the company's website, if any; AND
- The publication/website must carry justification for the change.
### Layer 3 – Exit opportunity for dissenters
Dissenting shareholders must be given an exit by the promoters and the shareholders having control, in accordance with SEBI regulations.
> The exit option is what makes this provision teeth-having. A retail investor who put money in for Object A cannot be dragged into Object B against her will — she must be allowed to take her money and leave.
## Registration timeline (Sub-section 10)
The Registrar must register the alteration of objects and certify the registration within 30 days of filing the special resolution.
And remember the umbrella rule from sub-section (11): no alteration has effect until registered.