Dear Sir,

the query is about a private limited company currently having "Publishers" as its main object but for the last 2-3 years, no business is carried on. The company is having the word "Publishers" in its name.Now the company wants to start a new business of "Manufacturing and trading of high fashion garments & made-ups including export thereof. i think ,for this purpose, the company would be required to do two things i.e. 1) Change its name to reflect its new main business and incorporate the new name in its MOA and articles and 2) to add the new business in the main business clause of MOA. Sir, Please guide step-by step about the detailed procedure to be followed including sample special resolutions to be passed at the board meeting and extraordinary general meeting and about the e-forms to be filed with ROC.
Further, we are also having a business under "other objects" of MOA i.e. " to carry on the business of manufacturers of and dealers in readymade garments of all kinds". Will the procedure be different in this case? Please do the needful at the earliest. Thanks and regards- Raj

Hi

IF A Pvt Ltd CO company holds 50% shares in B Pvt Ltd Co and 3/4 directors of A CO are directors of B Co, whether B will become subsidiary of A Co.??

In case of incresing the share qualification amount in the articles, whether the director holding qualification shares at the time of alteration of articles is liable for the increased amount of share qualification or the increased amount applies only to new directors. The reason for this doubt is the judgement cited at the end according to which if at the time of alteration of articles, a director already holds qualification shares, a subsequent increase in amount of share qualification shall not be binding on the director. It seems to be illogical for me as i think that the altered articles apply to the existing directors also. Further, i tried to find the full content of this judgement but failed in that attempt. Kindly, guide me in that respect.
Judgement:- Molineaux v London Birmingham and Manchester Insurance Co. (1902) 2 KB 589 (CA).
Hoping for the earlieast reply.
Thanking u.
Sabir Bavani.

HI,

Please guide me the process of appointment of MD in Pvt. Ltd. co, if the person is already director of that company.

Which resolution will be passed and in which meeting ?
What all forms are required to be filed with RoC ?
please provide me the Resolution rquired.

Hi fellow colleagues

My Company is undergoing buy back process. Since this not a normal practice with companies so i wud want some guidance on this. Could you please tel me what shall be the after effect of buy back on my share capital? wil it be reduced?? I am confused with this.

An Indian Company has a WOS in Singapore.The WOS wants to change its constitution to an independent entity.In other words,it doesnot want to be a WOS anymore.

What are the formalities required for this purpose ?

Can an Indian Company enter into partnership with a foreign company ?

Respected Sirs,

In connection with the abovesited subject, i would like to draw the attention of the experts on one of the query of mine:

I am engaged in incorporation of a Private Limited Company which is going to be a wholly owned subsidiary of a Company incorporated outside India. The details of the share capital subscribed are as below:

1.xyz, Inc. through its authorised representative Mr. x - 9,999 Equity Shares
2.Mr. Y, a nominee shareholder - 1 Equity Share

Now the i've been asked to check the applicability and compliance under Section 187C. However, i am referring the Companies (Declaration of Beneficial Interest in Shares) Rules, 1975 wherein it has been categorically stated in the beginning itself as a note that, "the provisions of Section 187C have become redundant on and after the commencement of the Companies (Amendment) Act, 2000" (which has been made effective from 13/12/2000).

Also the rules states that "in exercise of the powers confrrred u/s 187C read with Sec 642(1) (a) the Central Government makes the following rules-----------------------

(2) They shall come into force on the date of their publication in OG."

Now my question is do we need to make the complinace under Section 187C although inspite of the fact that they have been made redundant?

Also if the If we take the plea that the Central Government has vide powers u/s 642(1)(a) made the rules and mandated the compliance then what is the effective date when the said rules have been amneded and notified in the OG?

Is it the case that the provisions of the rules will prevail vis-a-vis the provisions of the Companies Act, 1956?

And lastly, do we need to make the compliances to fulfill the requirements and to aviod the penal consequences?

Learned members are requested to consider this matter and solicit their views on the same.

Thanks in anticipation.

Regards,
Mitesh Darji
9664759868

Hi,

Please guide me the process of appointment of MD in Pvt. Ltd. Co. if the person is already director in that company.

Which type of resolution is passed ?
Which meeting will be held ?
What all Forms are required to be filed with RoC ?

can pub ltd. co. take unsecured loan from members or directors???? what willbe difference if pvt. ltd. take unsecured loan frm members or directors???


What is status in which when loan taken from members or directors company status is pvt. ltd. then after converted into pub .ltd.????

In above 2 situation how co. law affects what is remedy if there are non compliance????