During the time of Transfer of Shares do we need to do the Valuation of Shares. if yes Please let me know the Section Applicable?

If shares held by directors, are directors considered in calculating the members of the private company

Whether a Board resolution is to be passed by simple majority of directors? Is there any role of shareholding in board resolution.

any Pvt company can issue right shares. Any condition s applicable

In a Pvt Ltd Company 2 Directors are there. and in a related party transaction one of the Director is interested then how to pass the resolution at Board meeting?

Financial statements should be adopted in AGM but can AGM be conducted without adoption of financial statement ? i.e. adoption of account is compulsary agenda item for AGM ?

i am filling form aoc 4 for a private limited company i want to know the ITC / NPCS CODE FOR BUSINESS TRADING AND INVESTMENT IN SHARES . PLEASE TELL ME SAME SO THAT I CAN FILL IT .

Dear Sir,

If Director is appointed in two Companies out of which one Company Strike off and Director is Disqualified, then whether he can strike off other company which is active in status or he is required any approval from any authority ?

Dear Sir,

Recently MCA has given list of Disqualified Directors and period of Disqualification is 5 years.

My query is if one person has a Director in 4 different Companies say A Ltd, B. Ltd, C Ltd & D Ltd

A Ltd - Company Status is Strike off -- MCA has given his name in Disqualified Directors List
B Ltd -- Company Status is Active -- MCA has given his name in Disqualified Directors List due to annual return is not filed.
C Ltd - Company Status is Active -- MCA has not given his name in Disqualified Director List -- Annual Return is pending for filing past 3 Years
D Ltd- Company Status is Active -- MCA has not given his name in Disqualified Director List - Company is regular in filing of his annual return.

Whether above Director is disqualified from all 4 Companies ? Whether he should continue or Discontinue in active Companies ?
in Case of B Ltd and C Ltd ,Whether Company can file its annual return without prior approval of any authority? In D Ltd Director should continue or not ?
How to Remove disqualification of Director ?

Regards,
Sachin

As per Section 135 (1) of Companies Act, 2013

Every company having net worth of rupees five hundred crore or more, or turnover of rupees one
thousand crore or more or a net profit of rupees five crore or more during any financial year
shall constitute a Corporate Social Responsibility Committee of the Board consisting of three or
more directors, out of which at least one director shall be an independent director.

Question- whether the net profit which is mentioned above under section 135(1) is Net Profit
after tax or Net Profit Before tax?
Because Nowhere in Companies act, 2013 it is defined whether it is Net Profit Before Tax or Net
profit After Tax.

Once ministry came out with
General Circular No. 01/2016 No. 05/19/2015-CSR

And in the circular, it is defined in reference to
Question-Whether the “average net profit” criteria for section 135(5) is Net Profit Before tax or
Net Profit After Tax
Answer- computation of net profit for section 135 is as per section 198 of the companies Act,
2013 which is primarily Profit Before tax.



SO I WANT TO KNOW FOR CSR APPLICABILITY UNDER SECTION 135(1) WE HAVE TO CONSIDER NET PROFIT AFTER TAX OR NET PROFIT BEFORE TAX?