hello friends

In board of director meeting an additional director was appointed. i have some doubts regarding appointment, if know please answer:

Presently company is in loss from 2 years and it was defaulted in making payment to one of its bank for term loan installment up to 2 years. however now the loan has been rescheduled and all installment are being paid timely.
ONE OF THE EXPERT DIRECTOR IN BOARD MEETING WAS OF OPINION THAT COMPANY CAN NOT PAY ANY REMUNERATION TO THE INDEPENDENT ADDITIONAL DIRECTOR BECAUSE IT WAS DEFAULTED IN MAKING INSTALLMENT PAYMENT TIMELY.

My question is that whether there is any provision in Company Act or under Listing Agreement for Listed Company, which bound Company to not pay remuneration to this new appointee additional even board seating fees.

My another question is that whether i have to pass any resolution in board meeting regarding this appointment. if yes please kindly provide draft of it to include in minutes of board.

Thanking you

A Pvt Ltd Co. has issued shares in 1990 and subsequently issued bonus shares but no Form 2 was submitted to ROC.

Company also in default of filing Form 32 regarding appointment of Director.

Please advise what remedy is available to the company to rectify the defect.

Dear Sir/madam,

Mr.1 is director of A Ltd (and holds 70% PU Cap.).

Mr.2 is Mr.1s Son.

Mr.2 is director of a B Ltd.(Mr.2 has nil holding in both companies)(Mr.1 has 1% holding in B Ltd.)

Does Mr.1 declare about B Ltd. in his Form 24AA, As his Son is director of B Ltd?

Kindly clarify.

Regards,
Vignesh J

Dear Experts,

Am in process of incorporating a company(WOS)of foreign company.Can someone please send me model draft MOA/AOA.The activities pertains to trading of certain products here in India.

Thanks & Regards

Dear Experts,

I may post my query for your views / guidance :

Page 3 of Form 23ACA - II. Financial Parameters - 6. Rent

Whether the Head 'Rent' represents the Rental Income or Expenditure.

I shall wait for your views / guidance.

Thanks.

A is pvt company was formed in 1990. A property was purchased in the the year 1992. However thereafter no business is made and the company has not complied with Co Act and IT Act. The paid capital is also not raised to Rs.1 Lakhs as required by amended co act.

Now the company wants to sell the said property or otherwise sale the company... what is the current status of the company with ROC? If company makes any capital gain then can we file it return for this year without first filing returns for earlier years?

Company has passed the resolution under Sec. 293(1)(d) when company was Private Limited Company, now company is converted into Public Limited Company, now what will be effect of said passed resolution under section 293(1)(d)?

As said section was not applicable to private Limited Companies when it was passed, i am confused how to deal with this issue.

Can a Shareholder attend a Board Meeting?

Dear Sir,
Our company is in Bhubaneswar, Orissa and wants to open corporate office in Mumbai so please provide me a board resolution specifying good reasons to open corporate office in mumbai.

Q1) can a shareholder call for information for the matters discussed in a board meeting‏? (Quote Section number or relevant case law)

Q2)I am the shareholder os a listed company ABC ltd. which has in its board meeting approved a scheme of restructuring and also formed a Committee comprising of four Directors for consideration, approval of the modalities and implementation of the Restructuring Scheme.

Now this being a sensitive issue can I as a shareholder raise any issue over all this being done without shareholders approval?

Does any clause of listing agreement provide that such issues which are of such high importance be disclosed to the shareholders?