10 January 2011
Dear members Kindly clarify me over the following issue: A private limited company with 2 shareholders cum directors A & B, has stopped its production due to heavy loss and it has not yet finalized the B/s as on 31.03.2010 and it has not yet conducted its AGM. The AGM during the P.Y. was conducted on 30/09/2009. On 31/12/2010, X and Y has agreed to purchase the entire shares from A & B respectively and also to be appointed as directors of the the co. The entire company is now purchased by X and Y. A and B has consented to retire.
What is the procedure to conduct AGM which is not yet conducted and to file the Balance sheet which will be finalsed sonner? ( the company has not yet applied to ROC for any extension of period of AGM )
11 January 2011
The gap between two AGM's should not exceed 15 months. But 3 months extention acn be granted by ROC but in your case that opportunity is also not available. You should have held the AGM and adjourned it to a later date.The default has been committed and hence hold the AGM as early as possible since the Offence is a CONTINUING ONE.
11 January 2011
Since the company is closely held with two shareholders cum directors, record AGM on 30/09/2010 and show adoption of accounts pending due no non-finalisation of accounts due to unavoidable reasons viz., accountant left abruptly, etc. That way you can avoid penalty for delay in holding AGM.
Finalise accounts and efile all relevant forms paying additional fee.
CAclubindia
