Compliance regarding Nominee shareholder in private company.
This query is : Resolved
Guest
Guest
(Querist)
16 March 2011
Dear Friends / Experts,
Two directors propose to incorporate a company, ABC Private Limited, Chennai.
Company has two subscribers.
Subscriber 1 is a private company in india with 9999 shares.
Subscriber 2 is an Individual (also HUF), a nominee shareholder with 1 share.
Query
Whether company should have a mention in it’s Articles of Association regarding the Nominee Shareholder.
Ans : ………. (If so, help me with relevant provisions / sections so that I will try to understand something).
Whether an Individual (also HUF) can be a nominee shareholder in the said company.
Ans : ……….
Post incorporation, are there any disclosures by nominee shareholder / BO / Company.
Ans : ………. (details please)
I shall wait for your advise on the above queries.
Two directors propose to incorporate a company, ABC Private Limited, Chennai.
Company has two subscribers.
Subscriber 1 is a private company in india with 9999 shares.
Subscriber 2 is an Individual (also HUF), a nominee shareholder with 1 share.
Query
Whether company should have a mention in it’s Articles of Association regarding the Nominee Shareholder.
Ans : ………. (If so, help me with relevant provisions / sections so that I will try to understand something).
Whether an Individual (also HUF) can be a nominee shareholder in the said company.
Ans : ……….
Post incorporation, are there any disclosures by nominee shareholder / BO / Company.
Ans : ………. (details please)
I shall wait for your advise on the above queries.
udit sharma
(Expert)
16 March 2011
Hi...
1. In my opinion there is no need to mention in the AOA of the Company that Mr. X is a nominee shareholder of the first subscriber.
2. An individual can be a nominee shareholder of the subscriber Company.
3. After the registration, the subscribers to the MOA and AOA are deemed to be the members of the Company. If Mr. X is a nominee of the Company then you will have to comply with the provisions of section 187C of the Companies Act, 1956 read with the Companies (Decalration of Beneficial Interest) Rules.
However, while filing Form 1A, one of the subscriber to the MOA i.e. Promoters of the Company should have a DSC which is to be affixed on the form seeking the name availability. This you should keep in mind while filling Form 1A.
God Bless
CS Udit Sharma
God Bless
CS Udit Sharma
1. In my opinion there is no need to mention in the AOA of the Company that Mr. X is a nominee shareholder of the first subscriber.
2. An individual can be a nominee shareholder of the subscriber Company.
3. After the registration, the subscribers to the MOA and AOA are deemed to be the members of the Company. If Mr. X is a nominee of the Company then you will have to comply with the provisions of section 187C of the Companies Act, 1956 read with the Companies (Decalration of Beneficial Interest) Rules.
However, while filing Form 1A, one of the subscriber to the MOA i.e. Promoters of the Company should have a DSC which is to be affixed on the form seeking the name availability. This you should keep in mind while filling Form 1A.
God Bless
CS Udit Sharma
God Bless
CS Udit Sharma
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