Appointment of md in a private ltd co.

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Bhanu prasad (Querist)
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08 August 2012 Hi All,
I have a small doubt regarding MD appointment in Pvt Co.

I need to appoint MD in a PVT LTD co.Is it sufficient to pass Board Resolution and file Form 32.
The Articles allows Co. to appoint MD.

CS Advocate Abhishek Goyal

CS Advocate Abhishek Goyal (Expert)
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08 August 2012 Hi,
I guess your company is not a subsidiary of a public company. Then section 269 governing the appointment of managing director does not apply. As per section 303(2), you will have to file form 32. You may appoint by board resolution but in that case intimation to ROC in e-form 23 shall also be filed by virtue of section 192(4)(c). Apparently if you pass the resolution in general meeting the resolution need not be filed.

Bhanu prasad

Bhanu prasad (Querist)
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08 August 2012 Its purely private company. And appointment is to be made in Board Meeting only not general meeting, So shall i file Form 23 also along with Form 32?

CS Advocate Abhishek Goyal

CS Advocate Abhishek Goyal (Expert)
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09 August 2012 Yes, like I said by virtue of section 192(4)(c) you need to intimate the ROC of appointment, so you need to file form 23 along with a copy of board resolution and form 32 for appointment of MD.