Query regarding Form 32.

This query is : Resolved

Guest

Guest (Querist)

30 June 2010 Dear Experts,

ABC Ltd filed Form 32 for Change in Designation for its ‘Chairman and Director’ in the following manner :

Designation : Director
Category : Independent
Chairman, Non-Executive Director

Now, ABC Ltd filed Form 32 for Cessation of the same person.

In the form, Designation alone is possible to select.
(Category : Independent – Chairman, Non-Executive Director cannot be possible in the form).

On the examination of the Form 32, RoC has raised Remarks, which is as under :

In the resignation letter Sh. A has stated his position as Chairman and Director. But in F 32 filed his position has been shown as Director only. Needs clarification. Form should be resubmitted by 30/07/2010 failing which the eForm shall be treated as invalid and shall not be taken on record. (Please refer Regulation 17 of the Companies Regulation, 1956)

How do we address the issue ?

There is no mistake on the part of the company in filling the Form 32, as the said fields cannot be selected due to CESSATION.

Experts may share their experience and advise suitably to proceed on the matter.

Rasesh

Rasesh (Expert)
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30 June 2010 File a clarification stating that there is no error on part of the Company. The person was a Regular director who has resigned. As per the Form 32, the option available is Director and hence that was selected. I feel the ROC will accept the clarification and approve the Form.

Bhaskaran Chackrapani Warrier

Bhaskaran Chackrapani Warrier (Expert)
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01 July 2010 Sir

Let me put up my observation as under.

1) Pl convene a board meeting as early as possible but not later than 30/07/2010.
2) Pass a resolution, in view of MCA query, citing the earlier resolution and the
provisions in the AOA regarding Chairman. Emphasis that resignation of directorship will
automatically lead to resignation of Chairman ship also.
3) Pass a resolution, in the above referred BM, authorizing to resubmit the e-form-32
and to select the column's, as you rightly done, with particular reference to the inability
to select more than one column.
4) Attach original resolution and the resolutions referred above in the e-form-32 and
may be resubmitted before the cut off date.

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