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section 383A

namrata (company secretary ) (422 Points)

19 March 2010

If the paid up share capital of the company is 5crore & above there is a need to appoint a whole time co.sec but is there any other way out so that there is no need for such appointment?

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Ankur Garg (Company Secretary and Compliance Officer) (114773 Points)
Replied 19 March 2010

Find below section 383A and check the highlighted portion.

383A. Certain companies to have secretaries

(1) Every company [having such paid-up share capital as may be prescribed^*] shall have a whole-time secretary and where the Board of directors of any such company comprises only two directors, neither of them shall be the secretary of the company: ³[Provided that every company not required to employ a whole-time secretary under sub-section (1) and having a paid-up share capital of ten lakh rupees or more shall file with the Registrar a certificate from a secretary in whole-time practice in such form and within such time and subject to such conditions as may be prescribed, as to whether the comapny has complied with all provisions of this Act and a copy of such certificate shall be attached with Board's report referred to in section 217.]

(1A) If a company fail to comply with the provisions of sub-section (1), the company and every officer of the company who is in default, shall be punishable with fine which may extend to [five hundred rupees] for every day during which the default continues:

Provided that in any proceedings against a person in respect of an offence under this sub-section, it shall be a defence to prove that all reasonable efforts to comply with the provisions of sub-section (1) were taken or that the financial position of the company was such that it was beyond its capacity to engage a whole-time secretary.]