Company secretary

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RAJU MAL BARDIA (Querist)
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04 December 2012 we hv a pvt ltd & ltd co.having paid up capital above Rs.5 crores,so as per companies act we need to appoint a whole time company secretary.We have given paper advertisement in hindi as well as english edition.But we have not got suitable canditate for this CS post.So now we want to appoint a CS firm to look after all the company secretarial jobs as retainership basis.My question is it accetable to appoint C S firm retainership is valid under co's act.

Ajay Mishra

Ajay Mishra (Expert)
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04 December 2012 Hi,

No if you have a paid up capital of 5 crores or above then it is required to have a whole time company secretary. CS firm is not permissible.

Ajay Mishra

Ajay Mishra (Expert)
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04 December 2012
Failure to comply with section 383A

Where a company having paid-up share capital of Rupees Five Crores or more fails to employ a whole-time secretary, the company and every officer of the company who is in default shall be punishable with fine upto Rs. 500 for every day during which the default continues:
Provided that in any proceedings against a person in respect of an offence under this section, it shall be a defence to prove that all reasonable efforts to comply with the provisions of section 383A(1) were taken or that the financial position of the company was such that it was beyond its capacity to engage a whole-time secretary.

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Aditya Maheshwari

Aditya Maheshwari (Expert)
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04 December 2012 I would answer the other was round that appointment of CS firm is permissible but it will not be for complaince of provisions of section 383A and also as mentioned above you could always show reasonable cause i. e. unable to find suitable canditate for this CS post. Also do keep a copy of the ads.

NEHA SARAF (Mcom, CA , CS)

NEHA SARAF (Mcom, CA , CS) (Expert)
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04 December 2012 Appointment of CS Firm is Noncompliance for section 383A of the companies Act . Only member of ICSI not holding COP is allowed to be appointed as CS in Company

CS Taher

CS Taher (Expert)
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09 December 2012 All CS qualified professional are suitable and expert in the field of corporate law & corporate advisories. I wonder how you are not getting a suitable CS candidate, please send me your company details i will try to recommend CS for the requirement of your region.

And let me tell you dont try the "not getting suitable candidate trick" that is outdated now the ROC of each region strictly question the intention of companies not appointing a wholetime CS.