Direction under section 212(8) of the companies act, 1956

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Karan Ramchandani (Querist)
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02 August 2013 As per MCA General Circular no. 2/2011 dated February 8, 2011, Central govt Exempts Holding Companies to attach Accounts of Subsidiaries u/s 212(8) provided, holding Company complies with the conditions mentioned in the Circular. One of the Condition of the Circular is Holding Company is required to pass a Board Resolution giving consent for not attaching Balance Sheet of Subsidiaries. Is this resolution required to be passed every year or only once ??

Ajay Mishra

Ajay Mishra (Expert)
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03 August 2013 Hi

Yes, it is required to pass in every year as and when annual account of holding and subsidiaries is approved by Board.

This circular not provide you a blanket approval to Holding company.

C A S.S.Agarwal, M.Com.,LL.B,

C A S.S.Agarwal, M.Com.,LL.B, (Expert)
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02 September 2013 When the provisions of section 212 are applicable for each and every year and for each year the Balance Sheet is prepared independently and it is not that every year all the figures are same in the balance sheet and hence each year is different then the previous year.

So you have to pass the resolution every year for getting exemption from attaching the Balance Sheet of subsidiary company. I agree with the expert in this regard.