Sir, I want to ask further that will the Concept of Statutory Meeting be applicable to the same as Bhandari says that this concept is applicable to every private Company which is a subsidiary of a public limited company.
Then is it given only for direct subsidiary or even for indirect subsidiaries.
Company Secretary and Compliance Officer
[ Scorecard : 104058]
Posted On 05 June 2009 at 13:01
The concept of Statutory Meeting is applicable to all the private companies which are subsidiary of Public company by virtue of section 4(1)(c). In your language it is also applicable to indirect subsidiaries.
I would suggest you one thing. Stop using the word direct subsidiary and indirect subsidiaries because legally an indirect subsidiary is 100% a normal subsidiary. This suggestion is just to improve your Secretarial Practice and nothing else. Excuse me if you disagree with my views.
Ad per Department Clarification, the provision of section 149 and 165 of the Companies Act, 1956 relating to Certificate of Commencement of Business and the Statutory Meeting would not be applicable to a private company which has converted itself in to Public Company. (Department’s File No. 44/50-CLIV/62)
If a pvt ltd company is a subsidiary of a public company, can it affix "PVT LTD" to its name ? Any return to be filed with ROC ? Can it have 2 directors, shareholders and a capital of 1 lakh ?
A private company which a subsidiary of a public company does not cease to be a ‘private company’ because of Secion 3(1)(iv)(c), unlike a private company which has been converted into a public company under Section 44 of the Companies Act. Section 44(1) of the Companies Act provide that if a private company alters its articles of association in such a manner that they no longer include such provisions which constituted it to be a private company then it shall as on date of such alteration to the articles of association, cease to be a private company. However, no such provision has been made for a company falling under Section 3(1)(iv)(c) of the Companies Act.
Upto my understanding, you should write your name as it was incorporated (suppose ABC Pvt. Ltd.), no need to increase minimum number of DIrectors or paid up capital because of said provision.
Check section 3 in Companies Act on MCA website http://mca.gov.in/Ministry/actsbills/pdf/Companies_Act_1956_Part_1.pdf. There is no section 3(1)(iv)(c) at all !!! There is only 3(1)(iv) and it says "public company" means a company which is not a private company. Is this not supposed to be the latest being on MCA website?
As per the provisions of Companies Act, 1956 a private limited company which is a subsidiary of a public company is deemed to be a public company, so is the criteria of minimum 7 members as in for a public company applicable to that subsidiary company which is a private company ? plese guide me on this query......