Company secretary
This query is : Resolved
RAJU MAL BARDIA
(Querist)
06 December 2012
Sir,in our group we hv 10 pvt Ltd & 1 Ltd companies out of which 2 co.s ( 1 Pvt Ltd plus 1 LTD) having paid up capital is more then Rs.5 crores.So as per co.s act we have to appoint a whole time co. secretary.So our quiry is :-
1.Since all these co.s are under same management and in one group as such whether one whole time co. secretary will be enough for both these co.s
2. or we hv to appoint two seperate whole time co. secretary for ecah of these co.
pls. advice
1.Since all these co.s are under same management and in one group as such whether one whole time co. secretary will be enough for both these co.s
2. or we hv to appoint two seperate whole time co. secretary for ecah of these co.
pls. advice
Ajay Mishra
(Expert)
06 December 2012
Hi
No you have two whole time company secretary in each company having paid up capital of more than five crore. It is mandatory requirement under section 383A of the Companies Act, 1956.
No you have two whole time company secretary in each company having paid up capital of more than five crore. It is mandatory requirement under section 383A of the Companies Act, 1956.
Ajay Mishra
(Expert)
06 December 2012
APPOINTMENT OF COMPANY SECRETARY
(Section 383A & Companies (Appointment and Qualifications of Secretary) Rules, 1988)
1 Every company having paid-up share capital of not less than Rs. 5 Crores shall have whole time secretary [Rule 2(1)].
2 Where the paid up share capital is increased to Rs. 5 Crores or more, the Company shall appoint whole time secretary within a period of 1 year from the date of such increase [Proviso to Rule 2(4)].
3 A company having a paid up share capital of less than Rs. 2 Crores may appoint any individual, possessing qualification specified in Rule 2(4), as its whole time secretary to perform duties of secretary, and any other ministerial or administrative duties [Rule 2(3)].
4 A company having a paid up share capital of Rs. 2 Crores or more but less than Rs. 5 Crores may appoint any individual who is member of ICSI, as a whole time secretary [Rule 2(3A)].
5 A company having paid up capital of Rs. 10 lakhs or more but less than Rs. 5 Crores shall obtain Compliance Certificate from PCS provided if such company has appointed Whole Time Secretary who is member of ICSI then compliance certificate is not required to be obtained.
6 Where the BOD comprises only two directors, neither of them shall be secretary of the Company.
(Section 383A & Companies (Appointment and Qualifications of Secretary) Rules, 1988)
1 Every company having paid-up share capital of not less than Rs. 5 Crores shall have whole time secretary [Rule 2(1)].
2 Where the paid up share capital is increased to Rs. 5 Crores or more, the Company shall appoint whole time secretary within a period of 1 year from the date of such increase [Proviso to Rule 2(4)].
3 A company having a paid up share capital of less than Rs. 2 Crores may appoint any individual, possessing qualification specified in Rule 2(4), as its whole time secretary to perform duties of secretary, and any other ministerial or administrative duties [Rule 2(3)].
4 A company having a paid up share capital of Rs. 2 Crores or more but less than Rs. 5 Crores may appoint any individual who is member of ICSI, as a whole time secretary [Rule 2(3A)].
5 A company having paid up capital of Rs. 10 lakhs or more but less than Rs. 5 Crores shall obtain Compliance Certificate from PCS provided if such company has appointed Whole Time Secretary who is member of ICSI then compliance certificate is not required to be obtained.
6 Where the BOD comprises only two directors, neither of them shall be secretary of the Company.
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