company law

This query is : Resolved

Querist : Anonymous

Querist : Anonymous (Querist)

03 December 2010 As per sec383a a company shall file compliance certificate by a company secretary to ROC.IF the paid up capital is less than 5 crore. Intermediate pass c.s. can also fill compliance certificate . If a company is incorporated by the parents they are the directors so he can give compliance certificate.

Aditya Maheshwari

Aditya Maheshwari (Expert)
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03 December 2010 No compliance certificate can be issued be practising CS only.

Ajay Mishra

Ajay Mishra (Expert)
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04 December 2010 Agreed with Aditya Sir....

APPOINTMENT OF COMPANY SECRETARY
(Section 383A & Companies (Appointment and Qualifications of Secretary) Rules, 1988)

1 Every company having paid-up share capital of not less than Rs. 5 Crores shall have whole time secretary [Rule 2(1)].

2 Where the paid up share capital is increased to Rs. 5 Crores or more, the Company shall appoint whole time secretary within a period of 1 year from the date of such increase [Proviso to Rule 2(4)].

3 A company having a paid up share capital of less than Rs. 2 Crores may appoint any individual, possessing qualification specified in Rule 2(4), as its whole time secretary to perform duties of secretary, and any other ministerial or administrative duties [Rule 2(3)].

4 A company having a paid up share capital of Rs. 2 Crores or more but less than Rs. 5 Crores may appoint any individual who is member of ICSI, as a whole time secretary [Rule 2(3A)].

5 A company having paid up capital of Rs. 10 lakhs or more but less than Rs. 5 Crores shall obtain Compliance Certificate from PCS provided if such company has appointed Whole Time Secretary who is member of ICSI then compliance certificate is not required to be obtained.

6 Where the BOD comprises only two directors, neither of them shall be secretary of the Company.

Summarized

Paid up Capital Appointment of CS Any Individual / Member of ICSI Compliance Certificate
Rs. 5 Crores or more Compulsory Only Member of ICSI N.A.

Rs. 10 Lakhs or more to Rs. 2 Crores Voluntarily Either of Above Not required if CS is member of ICSI

Rs. 2 Crores or more to Rs. 5 Crores Voluntarily Member of ICSI Not required if appointment is made

CS Ajay Mishra

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