Sec 62(1)(a) talks about the rights issue but does not clarify about the consideration (whether in cash or kind), neither the rule mentions anything about the same, so

a)is it possible to issue right shares to directors of a pvt ltd company; for non-cash consideration to one director and in cash to another. here the directors are the only shareholders in company

b)if we can allot the rights issue as above will it be mandatory to get valuation report as in case of private placement.

Kindly clarify the above.

Can a Company take deposit from shareholders according to section 73 for this reason that Any amount brought in by the promoters themselves or their
relatives by way of unsecured loan in pursuance of a stipulation of
any lending institution on the promoters. Such exemption shall be
available only till the loans of the Financial Institutions are not
repaid and not thereafter.

There is A pvt limited company having 25 lacs authorisied capital and 2lacs paid up capital. the company is in-operative since its Incorporation. date of Incorporation is August 2013.now the company is strike off under sec. 560 voluntarily.What to do with the subscriber money.AND do the company need to close its Bank Account. If yes then what is the treatment with the amount in the account. Plz suggest.

Thanks in Anticipation



Regards
ACS Savita G.

QUERY ON CO.'S ACT 2013 wrt SEC. 180

FACTS:

A private Ltd. Co. has taken an ICD of Rs. 10 crore from its subsidiary co. in Nov’2013.

As per Sec. 180 of Companies Act, 2013 which was notified on 12.09.201, CO. TO PASS special resolution in gen. meeting of members

Hence provisions of this section are attracted but company has not passed the special resolution & hence not complied with the explicit provisions of Co.’s Act 2013.

The earlier corresponding section 293 and the new section 180 pertained to powers of the Board of Directors which can be exercised only at a general meeting by way of special resolution to be passed for the purpose. Section 293(1)(d) pertained to borrowing powers of the companies i.e. the amount upto which the companies could borrow was laid down in the special resolution which was approved by the members in the general meeting. Companies are allowed to borrow any sums of monies upto the paid up share capital and free reserves of the company. Any borrowal in excess of the combination of these two limits i.e. paid up share capital and free reserves required approval of the members in the general meeting by way of special resolution. Typically companies passed an omnibus resolution securing approval for Rs.X amount which was way above the paid up share capital and free reserves of the company but sufficient for the purposes of the company.

Section 293 of the Companies Act, 1956 was applicable only to public companies i.e. private limited companies were exempted from this requirement and therefore they could borrow any sums of money upto any limit without the need of seeking any approval from the members of the company. Now Section 180 is applicable to all companies i.e. public as well as private. So now onwards even private companies have to seek the approval of their members if they are intending to borrow monies in excess of their paid up share capital and free reserves.
QUERY:

Now what should this co. do (as sec. 180 applicable from Sep'13 & ICD taken from subsi. co. in Nov.'13) as regards this ICD taken from subsidiary co. Co. had although passed resolution in board u/s 293(1)(d) in this regard as a good corporate governance practice (although not statutorily reqd. to be passed by a pvt. ltd. co.)

As per the provisions of Companies Act 2013, Unsecured loan i.e. deposits shown in the balance sheet as on 31.03.2014 is required to be repaid within 1 year from commencement of this Act.
Can I issue shares against the deposit money to the respective lenders before 31.03.2015? If yes, what is the process?
Or, Is it necessary to return the deposit money?

Is there any provision or rule in Companies Act for controlling the language/format (including grammer, style etc.) for drafting board resolution or any other resolution of Companies?

Dear Experts,

I have a query relating to incrop of company. Few of my friends are planning to start up a new business/ company. But they are into employment and cannot leave their jobs. And they have signed a bond with the company where they cannot work any where else or earn in any kind of way.They cant work any where else or not even earn with their spereate business. Now is there any solution they can incorporate a company without breaking their company clause??

In what case Table F given in Schedule I of Companies Act 2013 will be applicable? What if there is a conflict between section of companies act and regulation of table f?

As per requirements of companies act, 2013, every special resolution to be filed with roc in relation to borrowings.

Please specify every loan taken should be counted or it is according to the unit mortagaged or hypothecated.

Please explain in detail?

Co incorporated in july 2014

Whether appointment of first auditors to be reported to ROC in ADT 1.

If no, then how will we file 23AC SRN no while annual filing for 2014-15.