can a unlisted private company issue the shares to the consultant of the company under ESOP Scheme? If the company has covered the consultant in the defination of Employee and mentioned the same in the Trust Deed.

I am filing form 20B of a public limited co. for the F.Y. 2006-07. At that time, there were 7 directors. But now in 2009, two directors have resigned thereby remained only five directors. My query is that detail of 7 directors is to be given or of 5 directors to be given in the form.
Further, Amount of secured loan as on the date of concerned AGM i.e 29/09/2007 is to be mentioned or amt due on current AGM date is to be mentioned.
Please reply as it is very urgent due to notice issued by the ROC.

Thanx

I want to know the procedure of Share Transfer in Private companies and amount of Stamp Duty, Related forms in respect of Transfer and procedure.

In case of a listed company what is the procedure to change the Financial year.

whether any intimation is reqired to be given to ROC in this regard.

Hi all,

Please tell me about the liability of indipendent director. could he be prosecuted, if there is default under the provisions of section 138 of the negotiable instrument Act whether we was signatory or not?

please treat it as urgen.

thanking you to all of you for your cooperation on this knowledgeable marathon.

I would like to know the applicable form and procedure for cancellation of charges created with banks and financial institutions .
According to me Form 8 is to be used for creation and modification of charges but i don`t think so whether it will take care of Cancellation of charges.
kindly clarify me in this regard.

whether provision of dep. is compolsory or optional as per co act and IT ACT. ?

Form 1A has been rejected on the ground that the name was too general.The companys proposed name is "safenite private limited" and its objective is to manufacture mosquito coils. Can you please help me as to what I can do to get the name approved ?

1) Can private limited company take a loan from their NRI Directors , further company are active in the field of construction business(construction of residendial house)

2) Can NRI director of private limited company give a laon to the company on repartriation basis

Respected Experts, adulate you all.

Here is an extract of an ARTICLE OF ASSOCIATION of a typical Pvt Co.

" TRANSFER AND TRANSMISSION 26. Save as provided in the Articles or unless all the members for the time being of
the Company agree no share shall be transferred or issued to a person who is not
a member of the Company so long as a member is willing to purchase the same at
a fair value.
29. If the Company shall not within the span of two calendar months after being
served with a notice of transfer as aforesaid find a member willing to purchase the
shares in the manner aforesaid, the proposing transferor shall, at any time after
three calendar months, be at liberty to sell and transfer such shares to any person
at any price, provided that the Directors may refuse to register any such share in
name of a body corporate.
30. In case any difference arise between the proposing transferor and the purchasing
member as to the faire value of the shares, the Auditors of the Company shall fix
up the value thereof which shall be deemed to be the fair value."

Now we have many ifs & buts regarding Public cos but in the case of privates its the AOA which decide what shall be the fair value while transferring the shares, which again indeed is in agreement with the Companies act.

Now here the AOA spells that only in case there is disagreement regarding transfer price auditor shall intervene to decide what shall be the "FAIR VALUE".

Thus in all other cases the shareholder are at complete freedom. If so, they may speculate this opportunity for making notional capital gains/losses to suit their ill motives.

Please Clarify whether I am right or not.
If Right is this not a Flaw of Companies Act and hence a mockery of law?

Thanks a lot for replying in advance.
Hoping submissively for your most valuable replies.