Section 192 anf form 23

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Querist : Anonymous

Querist : Anonymous (Querist)

08 October 2012 We have passed a Board Resolution and also entered into an agreement for appointment of New M.D.

We have filed form 23 for registering the resolution for appt of M.D with ROC within time.

Is it also necessary to register the agreement with M.D with ROC in Form 23? We have send abstract of agreement to shareholders u/s 302.

If we don't file form 23 for the agreement but have filed form 23 for the resolution only is it a default under section 192 ?

Ajay Mishra

Ajay Mishra (Expert)
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08 October 2012 Hi

I will suggest you to file only one Form-23 for both purpose, the purpose are given in Form-23 with section for which the form is required to be filed.

Querist : Anonymous

Querist : Anonymous (Querist)

08 October 2012 Dear Ajay,

Thanks.

But we have already filed a Form 23 for the resolution appointing the M.D.

So is it now necessary to register the agreement of terms of appointment of M.D. with ROC in form 23. Is it Mandatory or only resolution being registered is sufficient.

Section 192(4)(c) states .....(c) any resolution of the Board of directors of a company OR agreement executed by a company, relating to the appointment, re-appointment or renewal of the appointment, or variation of the terms of appointment, of a managing director;

Please advise

Ajay Mishra

Ajay Mishra (Expert)
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08 October 2012 Hi

Yes, as per above mentioned section you have filed Form-23 with ROC and no need to further filing of Form-23. Such sub section says either resolution or agreement filed with ROC with Form-23.

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