is it neccessary to mention the remuneration of related person of the
director for place of profit while filling the from 23?

Hi...



Pls. help......



Facts of the case



The paid up capital and Free Reserves of A Ltd. as at 31-03-2010 is as under:



Paid up Capital : Rs. 125,00,00,000/-



Free Reserves : Rs. 25,00,00,000/-

________________



Total Rs. 150,00,00,000/-

________________



60% of the Paid up Capital+

Free Reserves : Rs. 90,00,00,000/-



100% of Free Reserves : Rs. 25,00,00,000/-



As per section 372A (1) of the Companies Act, 1956 A Ltd. can make Loan, give guarantee or provide security in connection with a loan made by any third person to any Body Corporate or by any Body Corporate to any third person to the extent of Rs. 90.00 Crores.



The aggregate of the loans made, guarantee give and security provided by A Ltd till date is to the tune of Rs. 75.00 Crores. A Ltd. proposes to make a loan of Rs. 25.00 Crores to B Ltd.



For the purpose, A Ltd. has to obtain:



1. Unanimous consent of the Directors present at the Board Meeting where the proposal to grant loan to B Ltd. is considered by the Board.



2. Prior Approval of the Shareholders by way of a Special Resolution to be passed in the General Meeting of the Company.



Company A has availed a Term Loan of Rs. 60 Crores from IDBI(Public Financial Institution)and it is subsisting till date.



Since the aggregate of the Loans made, guarantee given or security provided by A Ltd.(together with the Loan of Rs. 25 Crores to be made to B Ltd.) exceeds the limit of 60% of the paid up capital and free reserves of the Company, the Company has to obtain the prior approval of IDBI even thought the Company has not defaulted in payment of interest or loan installments as per the terms and conditions of IDBI.{Section 372A(2)}.



Now, as per proviso to Section 372A (2) no prior approval of the Public Financial Institution is required if the aggregate of the loans made, guarantee given or security provided together with the loans/guarantee/security proposed to be made is within the specified limits (which is 60% of the paid up capital+ Free Reserves) and neither has the Company defaulted in payment of interest and loan installments.



My query is suppose the aggregate of the loans made, guarantee given, security provided is within 60% of paid up capital+ free reserves and the Company has not defaulted in payment of interest and loan installments whether the Company has to obtain any approval of IDBI after granting of Loan???????



If yes, suppose IDBI does not accord its approval then what????????

God Bless

Udit Sharma

Good evening to all of you.
I am having a doubt regarding the procedure and format of resolution to be passed for appointment of First auditor in the Board meeting.

My Company's Registered office is in Delhi and the company wants to conduct its Board Meeting in Haryana as the director of the Company presume that rate of Stamp Duty in Haryana on transfer of Shares is Nil. So Kindly help me out whether such action is correct or not.

Dear Experts,
In Which Cases there is a requirement of Compliance Certificates.

is this necessary for listing company that pass the resolution for shifting registered office from one state to another state through postal ballot?

Dear Sir,

While submitting the Form DIN-1 where the Chartered Accountant has to attest? Is it okey if he attests the address, identity proof & photograph or each and every page has to be attested??

Wheather in all the cases of contravention of sec295 it is implied that the director shall vacate his office U/s 283 ( OR)
only in the following cases:

1)where the director himself or by any other person for his benefit or on his account accepts a loan/guarantee/ security in contravention of sec 295
2)where the firm in which he is a partner accepts a loan/guarantee/ security in contravention of sec 295
3)where a private co. in which he is a director accepts a loan/guarantee/ security in contravention of sec 295.


please give me the explanation also.
thanks in advance..

We have appointed a new director in place of existing and filed Form No. 32 for Intimation in ROC and also filed Din 1. Should we file Din 2 and Din 3 or not for appointment of new Director.

Please Help

My Company is closely held public company having paid up share capital more than Rs 5.00 Crore hense section 292A of Companies Act is applicable. As per requirment of 292A there should be al least 3 directors as member of Audit Committee and 2/3 should be other than M.D. or Whole time director. But our company having all the director as Whole time director ( There is no Independend or Non Executive Director). What we shold do