Dear Forun Member,
We are incorporated as a Section 25 and doing activities in support of education. Following our 3-6 months operation, we've been called for hearing by Income Tax (Exemption) authorities for exemption under Sec 12A and Sec 80G of IT Act. They've asked us to amend both MoA and AoA which requires lot of words such as "or Abroad", "or elsewhere in the World" or "and Foreign", "commercial", "Business/trade" etc. to be deleted.
After a brief search on the forum, I've noted that our auditor needs to file FORM 23 alongwith amended MoA and AoA. But, I'm bit confused as the procedure is different then conventional companies. Can anyone in the forum help us to clarify the steps involved:
(1) Call a general meeting and pass a Special Resolution by the board to authorise Chairman to amend MoA & AoA. This is our internal meeting and send letters to our board members only or shall we need to do a public notice?
(2) Special Resolution Number - do our board meeting special resoultion has to be registered with RoC and get a number or this number is our internal number?
(3) The authorised Director countersigns the amended MoA and AoA. Is this agreeable? Or do the 2 subscribers & witnesses need to sign again under the subscribers page.
(4) If subscribers need to sign again, is it required both promoters signature? In our case, one of the promoter is in Overseas? and what is the procedure for it.
(5) Approach Regional Director with the amended MoA and AoA by filing FORM24A option "Others" and in parallel submit Hard copy of MoA and AoA in triple. Is this correct. Regional Director will vet the changes and then forward the same to RoC. Is this correct?
(6) Once RD is signed/approved the amendments of MoA and AoA, submit FORM23 (mention under point 7, amendments to clause) with regional director approved copies MoA and AoA alongwith signed Special Resolution. Is this correct.
Kindly clarify these.
Thanks,
Priya
CAclubindia
