Can a subsidiary become party to the agreement if it is not a signatory to the Master Agreement entered by its Parent company? Language used in Master Agreement is 'ABC Inc and its affiliates' and signatory to the Master Agreement is ABC Inc (i.e Parent Company). Will the subsidiary company will become party to the agreement in this situation as the parent entity has used a language as 'ABC Inc and its affiliates'?

Can you please give document reference as well?

Dear Sir/Madam,

we want to change our companies registered office within the local limits and proposed place of office is owned by other entity and our company to be taken this place without any lease deed/rent agreement.

Please suggest which attachment we should required for filing form INC - 22.

As per Amendment in Section 185 of the Companies Act, 2013, a company can provide loan to person in whom director is interested subject to the condition that special resolution for the same is passed. In view of the aforesaid amendment we have the following queries:

1. Whether the shareholders’ approval required is “prior” i.e. before advancing of any loan or “post” i.e. after the grant of loan?

2. In case if the approval to be obtained is post i.e. after the grant of loan, whether the Company can take approval for all loans/guarantees/securities given during the year in the ensuing AGM? (For eg.- Can we obtain approval of shareholders in the AGM to be held in the year 2019 for all the loans/guarantees/ securities given by the Company during the period 7th May, 2018 to 31st March, 2019?)

Sir/Madam
A private Limited Company with 2 directors One director retires and files DIR-11 on 26/04/2018 without intimation. He sends Late intimation to Company on 10/06/2018. New director has been finalized and DIN of new director received now. Company has not filed DIR-12 for appointment of New director nor has it filed cessation of retiring Director yet.
What is the way forward in this matter. What will be the Implications on the Company.
Thanks

hi

My company has foreign corporate as preference shareholders. we have not paid dividend on the same for 2 continuous years. In terms of sec 47 this non payment will lead to assigning of equal voting rights to the mentioned pref. shareholders.

We do not have adequate profit and also no free reserve. Request you to guide me to resolve the issue.

Thanks and regards!

Sir/ Madam,
Shares are being transferred from Director of a Private Limited Company to new additional Director of same Company. Do we require to present the Share Transfer Form SH-4 to the Registrar of Companies office for approval or stamping etc.
Please guide me .

Can we appoint a Director In EGM of a Private Company or we need to appoint him first as an additional Director

Is the following structure of LLP okay
Designated partner 3
Partner 0

Since the Act says:
Every limited liability partnership shall have at least two partners.

If at any time the number of partners of a limited liability partnership is reduced below two and the limited liability partnership carries on business for more than six months while the number is so reduced, the person, who is the only partner of the limited liability partnership during the time that it so carries on business after those six months and has the knowledge of the fact that it is carrying on business with him alone, shall be liable personally for the obligations of the limited liability partnership incurred during that period.

Hi everyone , I have uploaded SPICE-32 with eMOA & eAOA. Those forms got rejected and sent for resubmission with following remarks.
1.NOC should be provided by the owner of registered office premises as per rule 25(2)(c) of the Companies (Incorporation) Rules, 2014.
2.DIR-2 should be provided as per rule 17 of the Companies (Incorporation) Rules, 2014 and its format should be as per rule 8 of Companies (Appointment and Qualification of Directors)Rules, 2014.
3.Copy of PAN, identity proof, residence proof (electricity bill, bank statement, water bill, telephone bill) of all subscribers (not having DIN) should be attached as per rule 16(1) of the Companies (Incorporation) Rules, 2014.
4.As per General Circular No. 2/2012, dated 01.03.2012, company can carry on business of architecture, if it obtains in-principle approval from appropriate regulatory authority. Hence, take approval or remove ARCHITECTURAL/ARCHITECTURE word from the objects.
5.Names of first directors should be mentioned in AOA as per Table F of Schedule I of the Companies Act, 2013.
6.Definition of private company as per Sec. 2(68) of the Companies Act, 2013 should be mentioned in AOA.

Please advise on above and also guide me whether I have to upload only above supportings/attachments while resubmission or I have to upload SPICE -32 again ?? Thanks in advance.

Respected Learned Members,

As per Section 181 of the Companies Act, 2013, the Board may contribute to bona fide charitable and other funds provided that prior permission of the Company in a general meeting is obtained for making contributions the aggregate of which, in any financial year, exceeds five percent of the average net profits of the Company for the three immediately preceding financial years.

My query is if average net profits of the Company for the three immediately preceding financial years is NEGATIVE, whether board may contribute to bona fide charitable and other funds or loss making company can contribute to charitable fund.

Awaiting for reply