CS Ankur Srivastava (Company Secretary & Compliance Officer) 10 August 2010
|Originally posted by : vaibhavshukla|
The requirement for obtaining compliance certificate is mandatory for a company to which proviso to sub-section (1) of section 383A applies even if it has employed a whole time secretary.
thus every Company which is not required to employ a whole time secretary and whose paid up share capital is ten lakh rupees or more at any point of time during the financial year. shall be required to obtain Compliance Certificate from a PCS in respect of that financial year.
For clarification See ICSI Guidance Note on Compliance Certificate.
Sorry to say but dear i do not agree with your reply. Please refer to Notification no. GSR11(E) dated 05/01/2009. (Attached herewith).
If the Company has appointed Company Secretary there is no need to obtain Compliance Certificate from a Practicing Company Secretary.
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vivek (CS) 10 August 2010
Before this also there was a Circular of MCA which was permitting not to obtain the Compliance Certificte if COmpany has a appointed a Whole time COmpany Secretary:-
Ministry of Finance
Department of Company Affairs
5th Floor, ‘A’ Wing, Shastri Bhawan,
Dated 11th December, 2003.
All Chambers of Commerce & Industry
(As per standard list)
Subject:- Compliance Certificate – clarification.
Proviso to section 383A (1) of the Companies Act, 1956 inter-alia provides that every company not required to employ a whole-time secretary under sub-section (1) of section 383A and having a paid-up share capital of ten lakh rupees or more shall file with the Registrar a certificate from a secretary in whole time practice as to whether the company has complied with all the provisions of this Act and a copy of such certificate shall be attached with Board’s report referred to in section 217.
2. The issue whether a company which is not required to appoint a whole-time company secretary but has voluntarily appointed a whole-time secretary, is required to obtain compliance certificate from secretary in whole-time practice was under examination in this Department.
3. In consultation with the Department of Legal Affairs it is clarified that a company which is not required under law to employ a whole-time secretary, but has nevertheless employed a whole-time Company Secretary within the meaning of section 2(1)(c) of the Company Secretaries Act, 1980, such a company is not required to obtain compliance certificate from Company Secretary in practice. In other words, no company employing a full time Company Secretary is required to also obtain a compliance certificate from a Company Secretary in practice.
4. You are requested to kindly bring this circular to the notice of your constituents.
Under Secretary to the Govt. of
(Tel: 2338 7174)
vivek (CS) 10 August 2010
Plz. find thge link of MCA website for said Circular:-
Ulka (Company Secretary) 19 October 2011
Greeting to all,
Can any one advise me with relation to point no. 23 of compliance certificate wherein Company Secretary has to comment on compliance of Section 58A by the Company, In case of Private Limited Company if the company has taken unsecured loan from associate companies , will it be counted as violation of section 58A.