Chairman Signature

Originally posted by : ArchAngel
	Dear Everybody, I want an expert opinion for an issue in my company.  There are to directors in my company Mr. A and Mr. B where A is the managing director and also the chairman of the board. Our company has conducted many board meeting and in all the board meetings, in the last page of the meeting, Mr. A took the chair in all meetings and has signed the minutes. But the designation written below his sign is MANAGING DIRECTOR.  [As a good practice, Mr. B has also signed the last page of the meeting.] Now, as per my understanding, it has to be the chairman of the meeting who should be signing the meeting minutes. Though Mr. A and Mr. B signed the meeting, the designation written under Mr. A's signature is Managing Director (NOTE THAT IT IS NOT 'CHAIRMAN' OF THE MEETING).  Is it fine to keep the designation Managing Director below A's signature? He is the chairman of the meeting as well anyway and that is mentioned in the first page of all the meetings but not below his signature. [btw, under B's sign, Director is written.]   Could you please let me know your opinion/suggestion on this issue.   Thanks and Regards, ArchAngel

 Hi

In my view,  bcoz the minutes are already signed with Designation as MD,  you can add the word

" & CHAIRMAN" next to MD, so the purpose would be served.

The term " Chairman" in the meeting need not be actually the chairman of the company. He can be any other

director also, who has taken the chair in that BM and proceeded with the meeting.

In your case , as MD was the Chairman , so his signature is good to that extent.

Only addition of word " & CHAIRMAN" to MD ( in place of signature) should do.

Other views welcome.

regards

Santosh Shah

Originally posted by : ArchAngel
	Dear Santhosh, Thanks for your reply. Adding the word Chairman is not easy in our case, as we have it in printed format for about 20 meetings. Some of them are signed with some special invitees also like charted accountant and company secretary. But still if it is a must, then somehow I will try to do that. Thanks and Regards, ArchAngel

 Hi Arch

Please check in MCA, what is the designation of your MD while uploading Form -32.

If his designation shows Chairman Cum MD, then you may not need to add the word " & CHAIRMAN" in the

minutes.

But if it says only Chairman, then you have to add the word "& Chairman" in all minutes.

Please also take experts opinion.

regards

Santosh Shah

Dear Santhosh,

Form 32 Deals with the directors of company..right? Even if it is filed as Mr. A be the managing director and Chairman, then still how could it will enable him to sign all the meetings. Because the meeting need to be signed by the Chairman of the meeting..right? Not the chairman of the company.

Also The form 32, I think we have submitted even before the 1st meeting. It was only in the first meeting we decided Mr. A be the chairman and the MD.

In our case, only Mr. A and Mr. B are the members of the board, they both have signed the document in the last page. The designation written below A is MD and B is Director. 

It was Mr. A actually took the chair in all meetings. It is noted in the first page of the meeting, before any resolutions. Issue is that, Mr. A has signed above the designation MD.

Thanks and Regards,

ArchAngel

Originally posted by : ArchAngel
	Dear Santhosh,   Form 32 Deals with the directors of company..right? Even if it is filed as Mr. A be the managing director and Chairman, then still how could it will enable him to sign all the meetings. Because the meeting need to be signed by the Chairman of the meeting..right? Not the chairman of the company.   Also The form 32, I think we have submitted even before the 1st meeting. It was only in the first meeting we decided Mr. A be the chairman and the MD.   In our case, only Mr. A and Mr. B are the members of the board, they both have signed the document in the last page. The designation written below A is MD and B is Director.  It was Mr. A actually took the chair in all meetings. It is noted in the first page of the meeting, before any resolutions. Issue is that, Mr. A has signed above the designation MD.   Thanks and Regards, ArchAngel

 Hello Arch

Please try to understand my view.

Am fully aware of Form 32 Being filed is only in case of Directors of Company.

You had stated earlier that you had pre-printed format and adding word "chairman" was not easy.

So i was trying to figure out a way by which you may need not modify the minutes by adding word " & Chairman".

The Question  i asked on what was stated in Form 32 while appointing.?

Now, if ur Form 32 had MD & Chairman, the Word "MD" is important here, then there was an excuse for you

from adding the word " & CHAIRMAN" to the minutes.

Reason:- Even if there is any inspection on your minutes, the signing of minutes with designation "MD", and MCA

Recognition of such person as "Chairman & MD", would be enough from your end as minutes are signed

with designation "MD".

You can proceed to go with the existing minutes without any modification.

If above is not met, then you might have to add the word  " & Chairman" next to MD without any option.

This is just my view, please take experts view which can help you solve your problem.

regards

Santosh Shah.

Thank you Santosh,

I appreciate your response. It gives me some insights. 

Anyway let me also see, if any other experts has a different opinion or something to add to this. Then I will proceed with that. Thanks a lot for your kind help once again.

Regards,

ArchAngel

Angel-

Dont worry, Make it simply. As per the requirement of the Act, the minutes need to be signed by the Chairman and in yr case the Chairman has signed the minutes. U r 100% right and complying the law no matter the designation is mentioned as MD. Whatever done past is fully correct adn ther is no need to change. In futire, pl mention the desingation below the sign as Chairman.

There are some spelling mistake in the post which was done in hurry. pl execuse

Dear Santhosh,

That gives me some big relief :) In fact I was starting to get confused and worrying :)

Thanks a lot  for helping me. 

Thanks and Regards,

ArchAngel