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Girish HS
27 October 2009 at 19:57

Appoint of Directors

A private limited company has named 2 induvidals as first directors of the company without specfing any tenure of office.

the articles provides that " at the first AGM and every AGM all directors liable to retirement by rotation, shall retire and that the retiring Director shall be eligible for reappointment"

I am of the view that the first directors have to retire at the first agm and that they may be reappointed. is this the right position given the above provisions in the articles.

More importantly, when the 2 directors are reappointed at the first AGM can they be appointed for life to avoid reappointment at each AGM. will it require an amendment to Articles.

please advise.

Regards,


DINESHKUMAR R MISHRA

In case of non listed closely held public company is it mandatory for the company to file terms of appointment for remuneration in excess of 10% of profits of the company however but within overall ceiling limit as prescribed in Sch. XIII based on Effective Paidup capital.
It is mandatory for company's having Managing Director, however in the instant case there is no Managing Director with The company has only 3 whole time directors.
Thanks in advance.


DINESHKUMAR R MISHRA
27 October 2009 at 16:44

Secretarial Compliance Certificate

Sir,
If a non listed public limited closely held company is having paidup capital of more than 5 crores and it does not have whole time company secretary till date.
Is it mandatory for the company to obtain Compliance Certificate and file it with ROC or is it advisable to file it in absence of company secretary.
How long company can be functioning without whole time company secretary with it. What are the penalties for non appointment of Company Secretary.
Thanking you in advance.


Amjum
27 October 2009 at 13:34

Constitute a Quarum for Board

To constitute a quorum for the Board meeting to pass a resolution, if all the directors are interested , Is there any remedy other than pass thro' the said resolution in the general meeting


Sanjay
27 October 2009 at 01:18

ROC ANNUAL RETURN FILING

I want to know from experts that what is the correct attachment combination against following Forms Which is unquestionable by anybody(although swaps are allowed by MCA as far I hv been learnt)........

FORM NO. :-
1) FORM 20B
2) FORM 23AC
3) FORM 23ACA

ATTACHMENTS:-
a) Balance Sheet
b) P& L a/c
c) Notes to Accounts
d) Notice of AGM
e) Auditors Report
f) Director's/Board's Report
g) Annual Return

Answer indicating corresponding no. only.
Thank you Experts.


sangita
26 October 2009 at 17:39

digital signature

how to attach a digital signature with the help of CD and pen drive???
i hv received a pendrive and CD of TCS..
Should i enroll it again if its registered??
pl guide us......


indira
26 October 2009 at 17:04

Directors' Duties and responsibilities

Dear all,

One of my friend is holding 26% of shares of a pvt ltd company registered as nbfc under rbi guidelines.

1) is it mandatory for him to become a director?
2) If he is an inactive board member is he liable for any mis-dealings, representations by the company?


Suraj

A Pvt Ltd company , which has not yet started any busniness activity but have received FDI of 15.00 lacs can issue shares at premium?

It at all it is possible can i get a draft copy of the CA certificate towards valuation of shares ??


MANJU
26 October 2009 at 12:14

Date of completion of buy back

Hi,

Form 4C needs to be filed with ROC within 30days of completion of buy back.

Which date to be considered as date of completion of buy back:
1.Date of Board meeting accepting shares for buyback or
2.Date of payment for buy back of shares.

CA.Manju


SAHANA J N
26 October 2009 at 10:35

INCORPORATION OF A COMPANY DOUBTS

WE HAVE BEEN EXPLAINED BY ROC THAT WITNESS HAS TO GIVE AFFIDAVIT STATING THAT "HE HAS EXPLAINED ALL THE CONTENTS OF MOA AND AOA IN KANNADA TO ONE OF THE SUBSCRIBERS WHO SIGNS IN KANNADA"

WE WANT TO KNOW THE AMOUNT OF STAMP DUTY PAYABLE FOR THE ABOVE AFFIDAVIT?

PLEASE SEND ME FORMAT OF THE ABOVE AFFIDAVIT TO MY MAIL ID: acharya.sahana@gmail.com






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