Sandeep Ahuja & Co.

Established in the year 1986, we are a leading chartered accountancy firm based in Delhi & NCR rendering comprehensive professional services which include statutory audit, internal audit, direct tax, transfer pricing, GST, bank audit, propriety audit, cost accounting, internal financial controls and risk advisory.

Tuesday, September 16, 2014

RESOLUTIONS TO BE FILED WITH MCA IN FORM MGT-14

As per Companies Act 2013 it is mandatory to inform MCA about certain activities of the every company by filing the Resolutions passed in Board Meetings or in General meetings. Companies’ information can be filed with MCA by filing MGT-14 where certified copy of such resolution is to be attached. In various Sections of Companies Act, 2013 the filing of MGT-14 is mandatory. A brief eye-view is as follows:
Section 117 of the Companies Act,2013 states that a copy of every resolution or any agreement proposed in the meeting need to be filed with registrar within 30 days of the passing of resolution or making thereof of through MGT-14
List of resolutions to be filed with form MGT-14 is divided in 4 categories:-

-Under Section117 (3)
- Under Section 179(3)
- Provided as per Rule 8
- Miscellaneous Provisions
 
A)     LIST OF RESOLUTIONS/ AGREEMENTS U/S 117(3)
i)                    Special Resolution,
ii)                   Resolution agreed by all the members,
iii)                 Resolution relating to appointment, reappointment, renewal or variation in terms of appointment of Managing Director / executive Director / whole time director,
iv)                 Resolution or agreement passed by any class of member,
v)                  Resolution to exercise any power by its board of directors,
vi)                 Resolution regarding company to wound up voluntary,
vii)               Any other resolution prescribed in public domain.

B)     LIST OF RESOLUTIONS U/S 179(3)
      The board of directors shall exercise the following powers on behalf of company:
i)                    To make calls on unpaid shares,
ii)                   To authorize buy- back of shares,
iii)                 To issue securities, debentures,
iv)                 To borrow money,
v)                  To invest the funds,
vi)                 To grant loan , give guarantee or provide security in respect of loan,
vii)               To approve Financial Statements and board report,
viii)              To approve amalgamation, merger, reconstruction,
ix)                 To take over a company or acquire a controlling stake in another company,
x)                  Any other matter

C)     LIST OF RESOLUTIONS GIVEN IN RULE 8(5) READ WITH SECTION 179(3)
i)                    To make political contribution,
ii)                   To appoint or remove Key Managerial Personnel(KMP),
( KMP here means the chief executive officer, managing director, company secretary, chief financial officer. In other words we can say that the person who have authority and responsibility for planning, directing and controlling the activities.)
iii)                 To appoint or remove the person one level below KMP,
iv)                 To appoint internal and secretarial auditor,
v)                  Disclosure of interest of director and shareholding ,
vi)                 To buy or sell the investment of the another company having 5% or more paid up share capital and free reserves,
vii)               To invite or accept or renew public deposit and its terms & conditions,
viii)              To approve quarterly, half yearly and annual financial results.

       D)     MISCELLANEOUS PROVISIONS U/S 94
                The statutory registers and annual return shall be kept at registered office as per section 94.

But the same can be kept in any other place in India if approved in Special resolution .The said copy of the same is required to be filled before registrar at least one day before the date of general meeting in the form of MGT-14.

Contrubuted by Ms Karishma Sharma ( Article at Sandeep Ahuja & Co )

No comments:

Post a Comment