Due to implementation of Companies Act, 2013, effective 01st April, 2014, the companies have been entrusted with increased number of compliances and reporting. The Management is now required to keep the Company Secretary (internal or external) informed for certain business events, so that such transactions can be ratified/ approved through valid secretarial interventions.
We have been receiving lots of queries, particularly from Directors and Top Management, related to business events triggering Secretarial Compliances that generally get transacted in the lifecycle of the Company.
Take a look at the following events/ business transactions that need to pass through secretarial processes, regardless of any type of company:
- Any changes related to Management of the Company:
- Appointment/ Resignation/ change in Designation of any Board of Directors or Key Managerial Personnel of the Company
- Change in Shareholding of any Director or Key Managerial Personnel or their relatives
- Change in director status of any Director or Key Managerial Personnel or their relatives
- Fixing/ Increase/ Decrease of remuneration of the Managerial Personnel
- Any change in basic information of Director/ Key Managerial Personnel submitted to the Company, like, Name, Address, Passport Details, Permanent Account Number (PAN), Residential status, validity of DSC, etc
- Any specific authority provided to any Board Member or Key Managerial Personnel
- Any key managerial positions held by them in any other company (other than directorship)
- Business Structure of the Company:
- Fresh Issue/ Increase/ Decrease/ Consolidation/ Splitting of Authorised/ Paid up Share Capital of the Company
- Issue of Bonus Shares/ Rights Issue/ ESOS (Employee Stock Option Scheme)/ ESPS (Employee Stock Purchase Scheme)/ Sweat Equity shares of the Company
- Issue/ Transfer/ Transmission of any Shares
- Declaration of Interim/ Final Dividend
- Addition/ Deletion/ Modification/ Diversification of any new business line
- Investment or Divestment in other companies
- Appointment of External Consultants:
- Appointment/ Resignation/ Removal of Internal Auditor, or Statutory Auditor, or Cost Auditor, or Secretarial Auditor
- Fixing/ Increase/ Decrease of remuneration/ scope of all Auditors, as mentioned above
- Loans, Guarantee and Investment:
- Loans/ Guarantee/ taken by the Company
- Indirect benefits given to Board Members and Key Managerial Personnel
- Loans granted to employees
- Loans taken from Board Members or Key Managerial Personnel
- Inter Corporate Loans/ Guarantee granted to/ from any other company
- Providing guarantee in respect of any loan taken by any employee/ Board member/ Key Managerial Personnel of the Company
- Repayment of any Debt/ Overdraft facility (other than working capital facility)
- Banking Services:
- Opening/ Closing of Bank Account of the Company
- Changes, like, addition or removal, of signatories in the bank
- Availing of any other banking facility like: Netbanking, Overdraft facility, Packing Credit facility, etc
- General Administrative Changes:
- Opening of any new establishment, like, branch office, warehouse, factory, workshop, etc
- Closing of any old establishment
- Keeping the Books of Accounts at place other than Registered Office
- Holding or participating in any major event like: Exhibition, Conference, etc
- Appointment/ Termination of any vendor/ dealer/ supplier
- Any major contracts in which company is an interested party
- Corporate Insurances mitigating Risk
- Employees Group Insurance, in case of major exposure
- Purchase or Sale of major Fixed Assets
- Creation/ Modification/ Satisfaction of Charge created by Company
- Any Donations or Political contributions made by the Company
- Taking/ Giving any property on lease
- Structuring/ Formulation of any Corporate Policies, such as, related to Prevention of Sexual Harassment, Website Management, Risk Management, Related Party, CSR, etc
- Approval of expenditure towards any Corporate Social Responsibility
For more information on services rendered by BlueLotus, please visit our website link: http://www.bluelotusstrategy.com/consulting/secretarial-management/
You may get back to us for any more details on above information or any other matter related to Companies Act, 2013 at <info@bluelotusstrategy.com>
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