Objection in form mgt 14 filed to roc

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NEHA MAHAJAN (Querist)
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30 September 2014 Please advice to sort the following issue:

I have changed the object clause of MOA in EGM held on 20.8.14 and filed form MGT 14 to ROC . ROC put remark that MOA should be as per Companies Act 2013 and ask to file form 67(addendum) by 9.10.2014. Now I have to adopt new MOA & AOA for the Company to rectify the defects.

My query is

a. should I again call Board meeting, EGM to re adopt the MOA & AOA in new format? if yes Can I file Extract of minutes of new EGM and Board meeting in form 67?

b. Earlier I have made changes only in MOA and filed form MGT 14. Now can I change both MOA & AOA and file form 67 only.

If it is otherwise, please advice me the steps to be taken to rectify the defect in the form MGT 14 filed to ROC.

Also provide me the format of BR and notice to rearrange EGM for the same purpose.

Please consider this request on urgent basis.

Ankur Garg

Ankur Garg (Expert)
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30 September 2014 1. If you want to re-adopt new set of MOA nd AOA then you have to call fresh board meeting.

2. Readoption is a different thing. So it is advisable to file the same through form MGT.14.

Revert if there is any doubt.

Thanks

Ankur Garg

Ankur Garg (Expert)
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30 September 2014 Re-adoption of Article of Association

“RESOLVED THAT pursuant to the provisions of Sections 14 and other applicable provisions, if any, of the Companies Act, 2013, read with Companies (Incorporation) Rules, 2014, (including any statutory modifications or re-enactment thereof, for the time being in force), consent of the Board of Directors of the Company be and is hereby accorded, subject to the approval of Shareholders in General Meeting, to re-adopt the draft regulations contained in the Articles of Association submitted to this meeting in substitution, and to the entire exclusion, of the regulations contained in the existing Articles of Association of the Company.

FURTHER RESOLVED THAT for the purpose of giving effect to this resolution, Mr. Manoj Agarwal, Director of the Company be and is hereby authorised, on behalf of the Company, to do all acts, deeds, matters and things as deem necessary, proper or desirable and to sign and execute all necessary documents, applications and returns for the purpose of giving effect to the aforesaid resolution along with filing of necessary E-form as return of appointment with the Registrar of Companies, NCT of Delhi and Haryana.”

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