Form mbp-1

This query is : Resolved

Querist : Anonymous

Querist : Anonymous (Querist)

10 July 2014 Please give a specimen of the annexure to be given along with MBP-1 disclosing the details of relatives of director. If director along with wife is director in 2 companies, whether he has to disclose the name of second company in the details of wife

Ankur Garg

Ankur Garg (Expert)
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10 July 2014 Let me explain through an example:

If Mr. Mukesh Gupta is Director in Wipro and Infosys and his wife Neelam Gupta is director in Reliance. Then Mr. Mukesh Gupta would be required to mention the name of Reliance in his form MBP.1 to be submitted to Wipro and Infosys. Reason being Mr. Mukesh Gupta is having indirect concern and interest in Reliance as his wife is Director in Reliance.

Likewise Mrs. Neelam Gupta would be required to mention the name of Wipro and Infosys in her form MBP.1 to be submitted to Reliance. Reason being Mrs. Neelam Gupta is having indirect concern and interest in Wipro and Infosys as her husband is Director in Wipro and Infosys.

General notice tobe given in form MBP.1 under Section 184(1) covers such indirect interest as explained above.

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Ankur Garg

Ankur Garg (Expert)
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10 July 2014 Disclosure of Interest by Directors under CA, 2013

As per section 184(1) of Companies Act, Every director shall:

(i.) At the first meeting of the Board in which he participates as a director; and thereafter
(ii.) At the first meeting of the Board in every financial year or
(iii.) Whenever there is any change in the disclosures already made, then at the first Board meeting held after such change,

disclose his concern or interest in any company or companies or bodies corporate, firms, or other association of individuals which shall include the shareholding, in such manner as may be prescribed.

Form MBP.1
As per section 184(1) read with rule 9(1) of Companies (Meetings of Board and its Powers) Rules, 2014, Every director shall disclose his concern or interest in any company or companies or bodies corporate (including shareholding interest), firms or other association of individuals, by giving a notice in writing in Form No. MBP 1.

Requirement of filing form MGT.14 for disclosure of interest by Director

As per Section 117(1), certain resolutions and agreements as required by section 117(3) are required to be submitted with ROC through filing form MGT.14. Section 117(3) also refers matter given in section 179(3) are also required to be reported via MGT.14.

As per section 179(3)(k) read with rule 8(5) of Companies (Meetings of Board and its Powers) Rules, 2014, taking note of the disclosure of director’s interest and shareholding shall be done by the Board only by means of resolutions passed at meetings of the Board. Hence it is duty of the company to pass board resolution to take note of disclosure of interest by Director and file a copy of that board resolution in MGT.14. within 30 days of passing board resolution.

Now it is almost established that form MBP.1 regarding disclosure of director’s interest is also required to be attached through form MGT.14 along with copy of resolution passed u/s 184(1). As per my opinion there is no harm in attaching form MBP.1 with MGT.14 along with copy of board resolution though there is no compulsion as far as language of form MGT.14 is concerned.

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