Incorporation
This query is : Resolved
13 September 2011
Dear Sir/Madam,
I am forming a PVT.Ltd co. in which one director is NRI(USA), other is resident.
Can NRI director give POA to professional,other resident director
to sign on there behalf.
If they can how the POA is to be executed/attested,what is the format.
Up to what amount can NRI can subcribe within FEMA exemption limit.
Pls do reply
Gautam Roy
ACS
I am forming a PVT.Ltd co. in which one director is NRI(USA), other is resident.
Can NRI director give POA to professional,other resident director
to sign on there behalf.
If they can how the POA is to be executed/attested,what is the format.
Up to what amount can NRI can subcribe within FEMA exemption limit.
Pls do reply
Gautam Roy
ACS
15 September 2011
Yes he can...
In some sector 100% investment is allowed and in some sector 50% is allowed, so you have to check the RBI foreign investment list.
In some sector 100% investment is allowed and in some sector 50% is allowed, so you have to check the RBI foreign investment list.
15 September 2011
Dear Sir,
thanks for ur reply, sir can u throw light on the procedure of POA its attestation for NRI Director & subcriber's page in the MOA.
thanks for ur reply, sir can u throw light on the procedure of POA its attestation for NRI Director & subcriber's page in the MOA.
31 July 2024
Certainly! Here is a detailed guide on the procedure for creating a Power of Attorney (POA) and its attestation for an NRI director, as well as the attestation of the subscriber's page in the Memorandum of Association (MoA):
### Procedure for Power of Attorney (POA) for NRI Director
1. **Drafting the POA**:
- Draft the POA document clearly stating the powers and authority being granted by the NRI director. This should include the details of the attorney (person being granted the powers) and the specific acts they are authorized to perform.
- The POA should be precise, covering all necessary details and avoiding ambiguities.
2. **Execution of POA**:
- The NRI director must sign the POA document. This can be done either in India or abroad.
3. **Attestation of POA**:
- If the POA is executed outside India, it needs to be attested by the Indian Embassy or Consulate in the country where the NRI director resides.
- The director must visit the Indian Embassy/Consulate with the POA document, their passport, and any other required identification documents. The embassy will attest the document, verifying the identity of the signatory and the authenticity of the signature.
- Alternatively, the POA can be notarized in the foreign country and then apostilled according to the Hague Convention if the country is a member.
4. **Stamping and Adjudication**:
- Once the attested POA is brought to India, it needs to be stamped as per the Indian Stamp Act. The stamp duty will vary depending on the state where it is being used.
- The POA must be presented for adjudication at the office of the Collector of Stamps within the state where the registered office of the company is located.
### Procedure for Attestation of Subscriber's Page in the MoA
1. **Signing the Subscriber's Page**:
- Each subscriber to the MoA must sign the subscriber's page. This includes both resident and non-resident subscribers.
- The subscriber must also write their name, address, occupation, and the number of shares they are subscribing to.
2. **Attestation for NRI Subscribers**:
- If the subscriber is an NRI, their signature on the subscriber's page must be attested.
- The attestation can be done by a notary public, a consulate official, or an authorized officer from the Indian Embassy or Consulate in the country where the NRI resides.
- The NRI must provide proof of identity (such as a passport) and proof of address when getting the attestation.
3. **Incorporation Documents**:
- Submit the MoA along with other incorporation documents to the Registrar of Companies (RoC).
- Ensure that the attested subscriber’s page is included in the MoA and that all signatures are appropriately witnessed and attested as required.
### Points to Remember
- **Accuracy**: Ensure all details in the POA and MoA are accurate and match the records provided to the authorities.
- **Legal Advice**: It is advisable to seek legal advice or consult with a company secretary to ensure compliance with all legal requirements.
- **Timelines**: Be aware of the timelines for attestation, stamping, and adjudication to avoid any delays in the incorporation process.
By following these procedures, you can ensure that the POA for an NRI director and the attestation of the subscriber's page in the MoA are correctly executed and compliant with legal requirements.
### Procedure for Power of Attorney (POA) for NRI Director
1. **Drafting the POA**:
- Draft the POA document clearly stating the powers and authority being granted by the NRI director. This should include the details of the attorney (person being granted the powers) and the specific acts they are authorized to perform.
- The POA should be precise, covering all necessary details and avoiding ambiguities.
2. **Execution of POA**:
- The NRI director must sign the POA document. This can be done either in India or abroad.
3. **Attestation of POA**:
- If the POA is executed outside India, it needs to be attested by the Indian Embassy or Consulate in the country where the NRI director resides.
- The director must visit the Indian Embassy/Consulate with the POA document, their passport, and any other required identification documents. The embassy will attest the document, verifying the identity of the signatory and the authenticity of the signature.
- Alternatively, the POA can be notarized in the foreign country and then apostilled according to the Hague Convention if the country is a member.
4. **Stamping and Adjudication**:
- Once the attested POA is brought to India, it needs to be stamped as per the Indian Stamp Act. The stamp duty will vary depending on the state where it is being used.
- The POA must be presented for adjudication at the office of the Collector of Stamps within the state where the registered office of the company is located.
### Procedure for Attestation of Subscriber's Page in the MoA
1. **Signing the Subscriber's Page**:
- Each subscriber to the MoA must sign the subscriber's page. This includes both resident and non-resident subscribers.
- The subscriber must also write their name, address, occupation, and the number of shares they are subscribing to.
2. **Attestation for NRI Subscribers**:
- If the subscriber is an NRI, their signature on the subscriber's page must be attested.
- The attestation can be done by a notary public, a consulate official, or an authorized officer from the Indian Embassy or Consulate in the country where the NRI resides.
- The NRI must provide proof of identity (such as a passport) and proof of address when getting the attestation.
3. **Incorporation Documents**:
- Submit the MoA along with other incorporation documents to the Registrar of Companies (RoC).
- Ensure that the attested subscriber’s page is included in the MoA and that all signatures are appropriately witnessed and attested as required.
### Points to Remember
- **Accuracy**: Ensure all details in the POA and MoA are accurate and match the records provided to the authorities.
- **Legal Advice**: It is advisable to seek legal advice or consult with a company secretary to ensure compliance with all legal requirements.
- **Timelines**: Be aware of the timelines for attestation, stamping, and adjudication to avoid any delays in the incorporation process.
By following these procedures, you can ensure that the POA for an NRI director and the attestation of the subscriber's page in the MoA are correctly executed and compliant with legal requirements.
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