Section 297 of companies act
CA Dhiraj Ramchandani (CA, M. com) (10823 Points)
19 November 2010CA Dhiraj Ramchandani (CA, M. com) (10823 Points)
19 November 2010
Ankur Garg
(Company Secretary and Compliance Officer)
(114773 Points)
Replied 19 November 2010
Really really appreciate the thinking...
I'll check the file and share my comments accordingly...
Keep sharing...Thanx
Ajay Mishra
(Company Secretary)
(74337 Points)
Replied 20 November 2010
Very Good.........
Thanks for sharing these file.......
CA Dhiraj Ramchandani
(CA, M. com)
(10823 Points)
Replied 20 November 2010
CA Dhiraj Ramchandani
(CA, M. com)
(10823 Points)
Replied 20 November 2010
S.Jegadeesan
(CA Student)
(637 Points)
Replied 29 December 2010
Dear Sir,
Pl clarify whether Section 293 (1) d & 297 applicable to Pvt Ltd also?
Regards,
S.jegadeesan.
Jayashree S Iyer
(Company Secretary)
(3224 Points)
Replied 30 December 2010
Section 293 applies to public company or a private company which is a subsidiary of a public company. Section 293 does not apply to a private company.
Section 297 applies to both. However transactions between two public companies are outside the scope of this section.
S.Jegadeesan
(CA Student)
(637 Points)
Replied 30 December 2010
Dear Sir,
Pl clarify
Suppose Mr.raja is acting as director of M/s ABC Pvt Ltd & also M/s. Jai PVt Ltd.Both the companies are made the sales & purchase from each other.Is it require any Board approval?
Jayashree S Iyer
(Company Secretary)
(3224 Points)
Replied 31 December 2010
Yes. The transaction must be approved by the boards of both the companies.
If the paid up capital is >1 crore then CG approval is also required.
Ajay Mishra
(Company Secretary)
(74337 Points)
Replied 31 December 2010
APPLICABILITY OF SECTION 293
Though the Board of Directors has vast powers in the management of the company, however, there are certain powers which can not be exercised by the Board but are exercised only by a resolution at general meeting.
Section 293 lays down the powers mentioned in clause (a) to (e) of sub-section (1) which can not be exercised by the Board except with the prior consent of the company in general meeting by passing an ordinary resolution.
These restrictions are applicable only to public company or private company which is subsidiary of a public company. These restrictions do not apply to a private company.
SECTION 297 APPLIES TO:
Regards
CS Ajay Mishra
S.Jegadeesan
(CA Student)
(637 Points)
Replied 02 January 2011
Dear Sir,
Thanks for your reply.
Even Pvt Ltd also should get the approval if the Paid up capital exceed Rs.1 Crore?
Regards,
S.jegadeesan.
Jayashree S Iyer
(Company Secretary)
(3224 Points)
Replied 03 January 2011
Yes. When a private company or public company enters into a contract with another private company for sale or supply of goods or services, then CG approval is required. However when a private company enters into a contract with a public company, then the private company is not required to obtain the approval only the public company is required to obtain. Transactions between two public companies are outside the scope of Section 297.
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