Respected sir/ Madam,

Actually my company is a listed company and i have a query regarding issue of warrant on preferential basis which are convertible into equty shareswithin 18 months of the allotment of warrant which is as follow:

the allotment procedure is over. Now the allottee who already paid 25% amt wil have to pay remaining 75% amount of warrant before 18 months of allotment. Now one of the alottee wants to pay his part of 5% amount and want to convert the warrant into equity shares now can we issue the shares to him and utilise the money for the company purpose or we have to wait till the others pay the 75% amount.

the another question is the preferntial allotment is to the promoters group is more than 10% of the paid up capital of the company .
whether SEBI (Substaintial take over code ) wiil apply (i.e. 5% 10%, 14% clause will be applicable or what?

whether we have to get the shares to be issued to the allotte listed immediately or after the getting 75% amount from the other allottees?


kindly respond it on urgent basis

Thanks in anticipation.

Is it necessary to mention about Section 441 a in audit report?

Please explain me all the steps to be followed to get registered under Companies act while forming a company.
Please give me practical approach. The person applying is located in Punjab.

Regards

Our Company is WOS of one of the other Company as 100% shares held by parent company but when we go for tender in one of the organization they asking for statutory documentary evidence to prove 100% Subsdiary Company of parent company. SO please any one can help me to prove the same and what documents I have to give them to prove the same. I had given them CS certificate but not considering for the same...thanks in advance for early replay

Dear members

In the meeting the Remuneration of the director is going to be increased. Can any one please provide me minutes of the Remuneration Committee

When the company is default to pay to the non-Banking financial institution, is it required to state in the CARO report?

The subject circular deals with defaulting companies who have not filed their Balance sheet and Annual Returns with ROC. The said circular states that members of ICAI, ICSI and ICWAI MUST NOT issue ANY certificates to such defaulting companies other than e-forms mentioned in that circular.
The words 'any certificates' used in the circular has wide meaning and covers any certificates issued under the provisions of income tax, service tax, customs, excise, labour laws to mention only a few. It badly affects the practice of CAs. Whether CAs are bound by the circular or by the guidelines of ICAI? What is institute's stand?

Dear Experts,

1) my client has taken an O.D 6 months ago, bank has not filed Form 8, I want to know whether form 8 is applicable for O.D also , if yes, do we need to go for condonation & what forms are to be filed ?

2) if the property of the Director is mortgaged , will there be a question of filing form 8 as i understand that only the property of the company can be mortgaged and a charge can be created.

thanks in advance

Hi to all, Please let me know about penalty rate for late filling of DIN-2 by director to the company.
Whether Director is liable to pay penalty or Company ?

Section 288 of the Companies Act

(1) If a meeting of the Board could not be held for want of quorum, then, unless the articles otherwise provide, the meeting shall automatically stand adjourned till the same day in the next week, at the same time and place, or if that day is a public holiday, till the next succeeding day which is not a public holiday, at the same time and place.

(2) The provisions of section 285 shall not be deemed to have been contravened merely by reason of the fact that a meeting of the Board which had been called in compliance with the terms of that section could not be held for want of a quorum.

Articles of the Company

117. (1) The Board of Directors may meet for the dispatch of business, and adjourn and otherwise regulate its meetings, as it thinks fit

Meeting

(2) A Director may, and the manager or secretary on the requisition of a Director shall, at any time, summon a meeting of the Board




Facts:

Total No. of Directors: 10
Quorum: 4
Date of board meeting: 25th June, 2011
No .of Directors who can attend the Meeting: 3

Possible Solution:

In the Above case is it Possible that the three directors meet on the scheduled time and adjourn the meeting for 2 hours or so (because Articles authorize) and meet again and conduct the meeting. Section 174 provides for the general meeting, so can we apply the same if Section 288 is silent. Further it is not possible for any other director to attend via video conferencing.

kindly help.