In a Private Ltd. company a person has been appointed as a Regular Director in 2010 and while filing form 32 by mistake it has been ticked his category as Promoter director in Form-32 instead of Professional Director. In 2011 this mistake is identified and a new form-32(with No attachment) for change in designation has been filed, in which designation was kept as director only and in category it has been ticked as Professional Director. And Form got approved 2 months back by ROC without any query. Please advise whether there is any technical error or mistake in doing so?
18 Replies
Sonam Bidasaria
(CA)
(770 Points)
Replied 14 January 2012
I am not sure but I think Form 67 should have ben filed instead of Form 32 to correct the mistake u have made in first Form 32.
achyut
(fresher)
(73 Points)
Replied 16 January 2012
additional director was appointed in bord meeting and form 32 was filed. Thereafter he was regularised in AGM. Form 32 is required to be file again for his reguarisation?
Dipjyoti Majumdar
(CA in service & CS. dipmaj@ rediffmail.com )
(3468 Points)
Replied 16 January 2012
Yes. Form 32 is to be filed otherwise he will remain as Addl director in the books of ROC.
(Guest)
Dear Achyut,
Form 32 should be filed at the time of regularisation of director in AGM since there is change in designation of director from 'additional director' to 'director'.
Also in form 32 enter date of AGM as date of change in designation and attach notice and expl statement of AGM in optional attachment in Form 32.
Thanks
Law Aspire
(CS)
(755 Points)
Replied 16 January 2012
One thing i want to clarify here is that one more mistake was being done in 2010 , as we have not appointed director as additional in Board Meeting and appointed him directly as Director(Regular) by filing Form-32 and that form is also being approved by ROC .
Charu Srivastava
(Company Secretary)
(4210 Points)
Replied 16 January 2012
Due to inclusion of STP concept every form get approved auomatically.
So the system doesnt look things logically sometime.
Agree with Neha..show EOGM and accordingly update ypur minutes
achyut
(fresher)
(73 Points)
Replied 17 January 2012
Instead of appointing additional director it was appointed as director in bord meeting and change in designation was also not done. Is this correct if not what to do now??
Charu Srivastava
(Company Secretary)
(4210 Points)
Replied 17 January 2012
The person can be appointed as Additional Director in Board Meeting or as Director IN EOGM.
According to me the right course will be to resign the director by filling form 32 and thereafter appoint him as a Director in EOGM.
others views are solicited.
(Guest)
Hi,
I disagree with views of charu.
There is no need to resign the director by filling form 32 and thereafter appoint him as a Director in EOGM.
Original appt can be shown in EOGM Provided -
1. Compliance certificate is not applicable on company (since details of EOGM are entered / mentioned in it)
2. Board reso was not attached in form 32 at the time of appt of director.
Only there is a need to amend minutes, if both above conditions are satisfied.
Thanks and Best Regards,
Neha
CS MOHIT SALUJA
(PRACTICING CS Jalandhar 9914558709)
(5155 Points)
Replied 17 January 2012
Neha Jain is right. As in case of Private Limited Company, there is no necessaity to attach the documents in respect of appointment, so by just noting down the same in minutes that the Director had been appointed as the Regular Director in Extra Ordinary General Meeting will be sufficient.
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