Secretarial Compliance Certificate

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RAJASHEKHAR.S.A

RAJASHEKHAR.S.A (Querist)

24 November 2010 When we need the Secretarial Compliance Certificate while filing Roc

does we need it if the paid of capital is Rs 10laksh and above or only for Rs.10laksh above

Bhaskaran Chackrapani Warrier

Bhaskaran Chackrapani Warrier (Expert)

24 November 2010 May be read as Ten lakhs rupees or more.
Details are in section 383A of the Companies Act,1956.

CMA. CS. Sanjay Gupta

CMA. CS. Sanjay Gupta (Expert)

24 November 2010 Compliance Certificate is required to be obtained from PCS:

* if your share capital is between 10 lakhs & 2 crores;
* if your share capital is between 2 crores & 5 crores and you have not appointed whole time company secretary.

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Ajay Mishra

Ajay Mishra (Expert)

24 November 2010 Hi

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.

Summarized

Paid up Capital Appointment of CS Any Individual / Member of ICSI Compliance Certificate
Rs. 5 Crores or more Compulsory Only Member of ICSI N.A.

Rs. 10 Lakhs or more to Rs. 2 Crores Voluntarily Either of Above Not required if CS is member of ICSI

Rs. 2 Crores or more to Rs. 5 Crores Voluntarily Member of ICSI Not required if appointment is made

CS Ajay Mishra

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