As per sec2(45) ..Government company..... in this definition paid share include equity or preference share capital ..or both ?

7th September 2014

ABC Limited is a closely held public limited company. The paid up capital is Rs.13.00 crores. The turnover of the company is about Rs.45.00 crores. There are seven directors on the board. The company is manufacturing engineering components and parts.

XYZ Private Limited is a closely held private limited company. The paid up capital is Rs.55.00 lacs. For the past few years there is no operations / sales in the company. After a long hiatus the company has recommenced its operations during the year 2014-15. There are two directors on the board. This company is also in the manufacture of engineering components and parts.

None of the Directors of ABC is interested in XYZ Private Limited either as a Director or as a Relative of a Director. However it shall be noted that both the companies were promoted by a same group of promoters. In other words the promoters of ABC Limited also holds more than 20% shares in XYZ Private Limited triggering significant control. Accordingly both the companies are considered to be Related Parties.

Both ABC and XYZ wish to enter into following contracts:

(1) ABC Limited will sell components and parts to XYZ Private Limited regularly. The cost of components supplied will be at applicable market rates

(2) XYZ Private Limited will provide services (Labour charges) to ABC Limited. ABC will send components to XYZ for job work. XYZ will complete the job work and send back the components to ABC. For this job work XYZ will charge labour charges on ABC.

I request the forum members to advise and help me how to approve the above said contracts. I would be greatful if somebody could help me with the step by step procedures involved including filing of any Forms with ROC.

with regards

Muralidharan

i have uploaded inc-7 inc-22 and dir-12 succesfuly, but failed to pay the stamp duty which i opted to pay online i am trying to pay it through pay stamp duty fee but its displaying the fatal error as undefined, please anyone provide me the solution

Hi

Our company wants to issue shares to 2 out of 7 shareholders. Although we could go for preferential allotment, but since its a closely held company we are going for rights issues so that compliance are less. In this regard, can anyone please provide the resolution to be passed in the Board meeting for approving rights issue. Further what will be the procedure for renouncing right of share in favour of any other shareholder. Also do we need to conduct to meetings..one for approval of issue and another for allotment...can't the allotment to delegated to any committee or any other person?

Request you to please advice at the earliest.

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Dear experts,
I am having a doubt regarding provision on conversion of pvt to opc.
Law says if a pvt company has paid capital its equal less than 50 laks (or) avg turnover is less than two crores than it can convert.

Suppose if a Pvt ltd company has paid up capital less than fifty lakhs but its avg turnover is more than 2 crores.Can this Pvt ltd be converted into OPC.

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DEAR SIR/MADAM,

FOR FILLING 23AC 23ACA OF PVT LTD. CO. NOTICE AND DIRECTOR REPORT IS ATTACHED AS PER COMPANIES ACT 1956 ie PROVISION APPLICABLE AS PER COMPANIES ACT 1956.

BUT FOR THE MATTER RELATED TO COMPLIANCE CERTIFICATE/ APPOINTMENT OF COMPANY SECRETARY. WHAT CHANGES DOING IN THE NOTICE AND DIRECTOR REPORT FOR THE YEAR 2013-2014?

BECAUSE COMPLIANCE CERTIFICATE IS NOT APPLICABLE FOR THE YEAR 2014-2015.

SO, COMPANY SECRETARY APPOINT ONLY PURPOSE OF CERTIFICATION ANNUAL RETURN?

PLEASE PROVIDE ANY FORMAT OF NOTICE AND DIRECTOR REPORT, WHICH INCLUDE COMPANY SECRETARY RELATED PROVISION

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