Appointment of M.D.

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CS Akansha Gambhir (Querist)
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27 January 2010 A Director is appointed as the Managing Director of a Pvt co. Can he himself digitally sign Form 23 and 32 required for this purpose as the other Directors do not have a DSC and its an urgent matter?

Rasesh

Rasesh (Expert)
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27 January 2010 Ideally, the person cannot sign the form as he is appointing himself.

CA.Tarun Maheshwari

CA.Tarun Maheshwari (Expert)
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28 January 2010 BUt an alternative to this problem is that pass a board resolution for his appointment and authorise that person to sign and file all the related documents woth ROC. That resolution must be signed by all the directors. Attach its copy as additional document and then file the form under his signature. Resolution must authorise that person for filing all the related documents to this effect.

CA Prashant Gupta

CA Prashant Gupta (Expert)
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28 January 2010 I agree with rashesh shah He can't sign his own appointment.

CA Ravi Sisodia

CA Ravi Sisodia (Expert)
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28 January 2010 Agree, he can't sign his own appoinment.

CS Akansha Gambhir

CS Akansha Gambhir (Querist)
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29 January 2010 Thanks a lot

CS Akansha Gambhir

CS Akansha Gambhir (Querist)
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26 February 2010 Well this is to inform you all that the person who was proposed to be appointed as the M.D. signed the notice for conducting the Board Meeting, got appointed and was authorised to sign the required Form 32. Infact the minutes were also signed only by that person.

And the form has been approved.... Can the same person do all these formalities??

Rasesh

Rasesh (Expert)
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26 February 2010 Good Learning. Thanks for sharing.

CA.Tarun Maheshwari

CA.Tarun Maheshwari (Expert)
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26 February 2010 Yes. I also replied the same thing. The person can do all these formalities if he is authorised. A resolution must be passed to that effect as I said earlier in my reply, to avoid any future litigation in this matter. Forms are approved without going indepth of internal documentations, but it must be in records of the company always.

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