Format of Register of Directors and Key Managerial Personnel

Register of Directors and Key Managerial Personnel and their Shareholding [Pursuant to Section 170 of the Companies Act, 2013 and Rule 17 of the Companies (Appointment and Qualification of Directors) Rules, 2014]

Name of the Company: XYZ Private Limited

Registered office: ................................................

Director Identification Number	:
Present Name	:
Any former Name	:
Father’s Name	:
Mother’s Name	:
Spouse’s Name (if married)	:
Date of Birth	:
Residential address (present as well permanent)	:
Nationality	:
Occupation	:
Date of Board Resolution in which the appointment was made	:
Date of appointment and re-appointment in the Company	:
Date of cessation of office and reasons therefore	:
Office of director or Key Managerial Personnel held or relinquished in any other body corporate	:
Membership Number of the Institute of Companies Secretaries of the India in case of Company Secretary	:
Permanent Account Number (mandatory for key managerial personnel if not having DIN)	:

Details of Securities held in the Company, its holding Company, subsidiaries and associate Companies:

S.No.	1	2	3	4
Name of Company
Number of Securities
Description of Securities
Nominal Value of Securities
Date of Acquisition
Price paid for acquisition of securities
Other consideration paid for acquisition
Date of disposal
Price received on disposal
Other consideration received on disposal
Cumulative balance and number of securities held after each transaction
Mode of acquisition of securities
Mode of holding – Physical or dematerialised form
Securities have been pledged or any encumbrance has been created

Disclaimer: This document is suggestive only. Author shall not be responsible for any loss or damage caused due to any action taken on the basis of information contained in this document. Any person wishing to act on the basis of the information contained in this document should do so only after cross checking with the original source.

Draft Reply of Notice Under Section 248(1) of Companies Act, 2013

To

The Registrar of Companies

NCT of Delhi & Haryana

IFCI Tower, 4^th Floor,

Nehru Place, New Delhi-110019

SUBJECT:     IN THE MATTER OF M/S (NAME OF COMPANY) AND IN THE MATTER UNDER F THE COMPANIES ACT, 2013.

Reference:         Your Letter No. ROC-DEL/248(1)/STK-1/Dated,  ../../2017

Respected Sir,

This is with reference to subject cited above a notice has been served to M/s (NAME OF COMPANY) (CIN: ..........................) and also to Company’s Directors by your good office, intending to remove the name of Company from the register of Companies, pursuant to sub-section (1) and (2) of section 248 of the Companies Act, 2013 and requiring to send representation along with copies of the relevant documents, if any, within 30 days from the date of receipt of aforesaid notice.

 We would like to inform you that M/s (NAME OF COMPANY) has not carried any business activity since (Incorporation or dated...../..../.......) and remained ideal and not capable to continue with the business any more. Therefore we have not able to comply with the mandatory compliances of the Act.

Further we would like to submit that due to non-operational of business and financial crunch, the Board of Directors of M/s (NAME OF COMPANY) have decided to file the application in respect of striking off the Company as per the provisions of sub section (2) of Section 248 of the Companies act, 2013 as per Fast Track Exit Scheme prescribed by Ministry of Corporate Affairs, we are in process to file the necessary forms along with requisite documents as early as possible.

Further we would like to request you to consider the facts stated supra before initiating any legal action, if any, proposed to be taken against the Company and its Directors.

Further, we do hereby undertake and indemnify in writing:

a.       To pay and settle all lawful claims arising in future after the striking off the name of the Company.

b.      To indemnify any person for any losses that may arise pursuant to striking off the name of the Company.

This representation should also be treated from all the directors of the Company.

Thanking You,

Yours Faithfully,

For M/s (NAME OF COMPANY)

Name of Director                                                                             Name of Director

DIN:                                                                                                       DIN:

Add:                                                                                                      Add:

Procedure and Provisions for Strike off the Companies

Chapter XVIII of the Companies Act, 2013 provide two way for Removal of Names of Companies From the Registrar of Companies

Vide MCA notification w.e.f. 26^th Dec, 2016

On an application by the Companies, (Section 248(2) of the Companies Act, 2013

By Suo-moto of ROC (Sec248(1) of the Companies Act, 2013

A company may after extinguishing all its liabilities, by a special resolution or consent of seventy five (75%) percent members in terms of paid-up share capital, file an application in form STK-2 along with the fee of Rs. 5000/- to the registrar for removing the name of the company from the register of companies on all or any of the ground specified in sub-section (1) of section 248 of the companies Act, 2013. On receipt of an application registrar issue a public notice pursuant to Rule 4 of the companies (Removal of Name of Companies form Registrar of Companies) Rules, 2016. Restriction for file an application under section 248(2) of the companies Act, 2013 Company has changed its name or shifted its registered office from one state to another and 3 month hasn’t lapse. Disposal for value of property or rights held by it, immediately before cesser of trade or otherwise carrying on of business, for the purpose of disposal for gain in the normal course of trading or otherwise carrying on of business and 3 month hasn’t lapse. Engaged in any other activity except the one which is necessary or expedient for the purpose of making an application under that section, or deciding whether to do so or concluding the affairs of the company, or complying with ant statutory requirement and 3 month hasn’t lapse. Company has made an application to the Tribunal for the sanctioning of a compromise or arrangement and the matter has not been finally concluded and 3 month hasn’t lapse. In the process of winding up whether voluntarily or by the Tribunal

If a company has failed to commence its business within one year or its incorporation or,  A company is not carrying any business or operation for a period of two immediately preceding the financial years and has not made any application within such period for obtaining the status of a dormant company under section 455 of the companies Act, 2013. Exception of Section 248(1) of the Companies Act, 2013 Listing Company or company in the process of delisting, Vanishing Company Companies on which inspection or investigation is pending Companies whose application of compounding is pending before the competent authority Companies which have public deposits Companies having charges which are pending for satisfaction Section 8 companies. ROC shall send a notice in Form STK-1 to the company and all the directors of the company, of his intention to remove the name of the company from the register of Companies and requesting them to send their representation along with copies of the relevant documents, if any against the purposed action within a period of 30 days from the date of Notice.

Procedure

1.      Called a Board Meeting as per section 173 read with SS-1 to pass the Board Resolution for Strike off the Company and authorise any one director of the company to file the application with the Registrar of Companies.

2.      Conduct a General Meeting by passing of Special Resolution or take consent of 75 % share holder in paid up share capital.

3.      File Form MGT-14 if Special Resolution has been passed

4.      An application for removal of name of company under subsection 2 of section 248 shall be made in form STK-2 along with fee of Rs. 5000/-

STK-2 shall be accompanied/attached by the following documents:

a.       Indemnity bond duly authorised by every director in form STK-3.

b.      A statement of Account containing assets and liabilities of the company made up to a day, not more than 30 days before the date of application and certified by a chartered accountant.

c.       An affidavit in form no STK-4 by every director of the company

d.      A copy of the Special Resolution duly certified by each directors of the company or consent of 75 % of the members of the company in term of paid up share capital as on the date of application.

e.      A statement regarding pending litigation, if any (it also can be mentions in affidavit)

f.        Copy of Board Resolution, authorising director for filing of this application

g.      Copy of order of the concerned Regulatory authority, if any approving filing of this application (Banking/Insurance/ NBFC/ Assets Management Company)

Provided that in case of any application made under sub-section 2 of section 248 of the Companies Act, 2013 the company shall also place the application on its website, if any, till the disposal of the application.

Consequences of closure of company under section 248(1) or (2) in case of non-filing of Financial Statements and Annual Return for preceding 3 Financial Year

1.      All director of company will disqualified under section 164(2) of the companies Act, 2013;

2.      The officer of Director shall become vacant under section 167(1) because he incurs disqualification under section 164(2) of the Companies Act, 2013;

3.      Contravene the provisions of section 166 of the Companies Act, 2013.

Disclaimer: The entire contents of above document have been prepared on the basis of information of Ministry notification.  Whereas deep care has been taken by author (CS Sanoj Kumar) to ensure the correctness and completeness of the information provided.

                           This is nothing but a knowledge sharing initiative by author and author do not intend to accost any business or profession.

THE CHILD LABOUR (PROHIBITION AND REGULATION) AMENDMENT ACT, 2016

THE CHILD LABOUR (PROHIBITION AND REGULATION)

AMENDMENT ACT, 2016

Some Important Provisions w.e.f. 29^th July, 2016

This act prohibits the engagement of children in all occupations and to prohibit the engagement of adolescents in hazardous occupations and processes and the matters connected therewith or incidental thereto.

Meaning of Child and adolescents

Child means a person who has not completed his fourteenth year of age or such age as may be specified in the Right.

As per the Amendment child shall not be employed or permitted to work in any occupation or processes, except;

 Family or family enterprise, which is other than any hazardous occupations or processes set forth in the Schedule, after his school hours or during vacations.

Family Means - His mother, father, brother, sister and father’s sister and brother and mother’s sister and brother.

Family Enterprise - means any work, profession, manufacture or business which is performed by the members of the family with the engagement of other persons.

Works as an artist in an audio-visual entertainment industry, including advertisement, films, television serials or any such other entertainment or sports activities except the circus, subject to such conditions and safety measures, as may be prescribed.

Artist- means a child who performs or practices any work as a hobby or profession directly involving him as an actor, singer, sports person or in such other activity as may be prescribed.

Whereas no work mention above shall effect the school education of the child.

Adolescent means a person who has completed his fourteenth year of age but has not completed his eighteenth year.

An adolescent shall not be employed or permitted to work in any of the hazardous occupations or processes set forth in the Schedule.

Provided that the Central Government may, by notification, specify the nature of the non-hazardous work to which an adolescent may be permitted to work under this Act.

Where any employers employs any child/ adolescent or permits any child/ adolescent to work in contravention of the provisions mention above shall be punishable with imprisonment for a term which shall not be less than six months but which may extend to two years, or with fine which shall not be less than twenty thousand rupees but which may extend to fifty thousand rupees, or with both.

Provided that the parents or guardians of such children /adolescent shall not be punished unless they permit such child for commercial purposes in contravention of the provisions.

Offences committed under this act are a cognizable offence and it is compoundable, Compounding power vested with District Magistrate for the first time on an application of the accused person/family

The appropriate Government shall constitute a Fund in every district or for two or more districts to be called the Child and Adolescent Labour Rehabilitation Fund to which the amount of the fine realized from the employer of the child and adolescent, within the jurisdiction of such district or districts shall be credited.

 Appropriate Government, the Central Government shall include the Administrator or the Lieutenant Governor of a Union territory under article 239A of the Constitution.

The appropriate Government may confer such powers and impose such duties on a District Magistrate as may be necessary, to ensure that the provisions of this Act are properly carried out and the District Magistrate may specify the officer, subordinate to him, who shall exercise all or any of the powers, and perform all or any of the duties, so conferred or imposed and the local limits within which such powers or duties shall be carried out by the officer as may be prescribe.

Disclaimer: The entire contents of above document have been prepared on the basis of THE CHILD LABOUR (PROHIBITION AND REGULATION) AMENDMENT ACT, 2016.  Whereas deep care has been taken by author to ensure the correctness and completeness of the information provided.

                           This is nothing but a knowledge sharing initiative by author and author do not intend to accost any business or profession.

CS Sanoj Kumar

Mob No:-8285189599

Cssanoj.Icsi@Gmail.Com