COMPANY LAW Procedures & Compliances (with FREE Download)
Volume 1
# Referencer
List of Compoundable Offences
List of Non-Compoundable Offences
Offences Compoundable by Regional Director
Offences Compoundable by NCLT
List of E-Forms under the Companies Act, 2013
List of E-Forms under the Companies Act, 1956
List of Forms required to be Filed along with e-forms
Annual Filing and Event Based Filing of Forms
List of Compliances on the Basis of Paid-up Share Capital, Turnover, Loans, Borrowings from Banks and PFIS, Outstanding Deposits, Net Profit and Net Worth for public company
List of Compliances on the Basis of Paid-up Share Capital, Turnover, Loans, Borrowings from Banks and PFIS, Outstanding Deposits, Net Profit and Net Worth for Private Companies
# 1 Digital Signature Certificate
1 Procedure to Obtain Digital Signature Certificate (DSC)
# 2 Director Identification Number (DIN)
2 Procedure to Obtain Director Identification Number (DIN)
3 Procedure for Change in Particulars of Director Identification Numbers (DIN)
4 Procedure for KYC of Directors Annually
# 3 Incorporation
5 Procedure for Incorporation of Private Company or Public Company
6 Procedure for Incorporation of One Person Company
7 Procedure for Incorporation of Section 8 Company
8 Procedure for Registration of Non Banking Financial Company with the Reserve Bank of India
9 Procedure for Commencement of Business
10 Filing of Particulars of the Company and its Registered Office-Active Company Tagging Identities and Verification (Active)
# 4 Directors
11 Procedure for Appointment of First Director/Regularisation of Directors
12 Procedure for Re-Appointment of Directors in Case of Public Companies
13 Procedure for Appointment of a Person other than a Retiring Director as Director in General Meeting
14 Procedure for Appointment of Additional Director
15 Procedure for Appointment of Alternate Director
16 Procedure for Appointment of Nominee Director
17 Procedure for Appointment of Directors in Casual Vacancy
18 Procedure for Appointment of a Woman Director
19 Procedure for Appointment of Independent Director
20 Procedure for Change in Director Due to Resignation
21 Procedure for Removal of Director
# 5 Appointment and Remuneration of
Managing Director and Whole Time Director
22 Procedure for Appointment or Re-Appointment and Remuneration or Increase in Remuneration of Managing Director/Whole-Time Director in Case of Private Limited Company
23 Procedure for Appointment or Re-Appointment and Remuneration or Increase in Remuneration of Managing Director/Whole-Time Director in Case of Public Company
24 Procedure for Change in Designation Due to Discontinuation From the Managing/Whole Time Directorship but to Continue as Director of the Company
# 6 Appointment of Company Secretary,
Chief Financial Officer and Chief Executive Officer
25 Appointment of Company Secretary/Chief Financial Officer/ Chief Executive Officer
# 7 Disclosure of Interest by Directors
26 Procedure for Disclosure of Interest by Director
# 8 Alteration of Memorandum of Association
27 Procedure for Change of Name of an Existing Company
28 Procedure for Rectification of Name (Application to the Central Government)
29 Procedure for Rectification of Name (After Receiving Order from the Central Government)
30 Procedure for Shifting of Registered Office under same Registrar and Within Local Limits of the Same Town, Village or City
31 Procedure for Shifting of Registered Office within the same State But Outside the Local Limits of City, Town, Village and Within the Jurisdiction of the Same Registrar of Companies
32 Procedure for Shifting of Registered Office within Same State But From the Jurisdiction of One Registrar of Companies to Another Registrar of Companies
33 Procedure for Shifting of Registered Office from One State to Another State
34 Procedure for Change in Object Clause
35 Procedure for Alteration in Share Capital Clause
36 Procedure for Consolidation and Division of Share Capital of Company into Shares of a Larger Amount than its Existing Shares where Voting Percentage of Shareholders will Affect
37 Procedure for Consolidation and Division of Share Capital of Company into Shares of a Larger Amount than its Existing Shares where Voting Percentage of Shareholders will not affect
38 Procedure for Alteration of the Memorandum of Association as per the Companies Act, 2013
# 9 Alteration of Articles of Association
39 Procedure for Alteration of Articles of Association
# 10 Conversion of Companies
40 Procedure for Conversion of Private Limited Company into Public Limited Company
41 Procedure for Conversion of Public Limited Company into Private Limited Company
42 Procedure for Conversion of One Person Company into Public Limited/Private Limited Company
43 Procedure for Conversion of Private Limited Company into One Person Company
44 Procedure for Conversion of Private Company or Unlisted Public Company into Limited Liability Partnership
45 Procedure for Conversion of Private Company into section 8 Company
46 Procedure for Conversion of Section 8 Company into Private Limited Company
# 11 Conversion of Status of Active Company into
Dormant Company and Vice Versa
47 Procedure for Conversion of Active Company into Dormant Company
48 Procedure for Conversion of Status of Dormant Company as an Active Company
# 12 Increase of Paid up Share Capital
without Public Offer
49 Procedure for Issue of Shares through Private Placement [Section 42]
50 Procedure for Shares Issue on Preferential Basis [Section 62(1)(c)]
51 Procedure for Issue of Shares through Right Issue
52 Procedure for Issue of Shares through Bonus Issue [Section 63]
53 Procedure for Issue of Employee Stock Option Plan [Section 62(1)(b)]
54 Procedure for Issue of Sweat Equity Shares [Section 54]
55 Procedure for Issue of Preference Shares without Public Offer [Section 55]
# 13 Increase of Paid up Share Capital
with Public Offer
56 Procedure for Issue of Equity Shares
# 14 Declaration of Beneficial Interest
57 Procedure for Filing of Declaration of Beneficial Interest
58 Procedure for Filing of Declaration in Respect of Significant Beneficial Owners Holding Interest of Not Less than 10 Percent
# 15 Issuance of Duplicate Share Certificate
59 Procedure for Issuance of Duplicate Share Certificates
# 16 Debentures
60 Procedure to Issue Convertible Debentures by Private Company
61 Procedure to Issue Non-Convertible Debentures by Private Company
62 Procedure to Issue Non-Convertible Debentures by Public Limited Company within the Borrowing Limit of the Company
63 Procedure to Issue Non-Convertible Debentures by Public Limited Company Exceeding the Borrowing Limit of the Company
64 Procedure to Issue Convertible Debentures by Public Limited Company within the Borrowing Limit of the Company
65 Procedure to Issue Convertible Debentures by Public Limited Company Exceeding the Borrowing Limit of the Company
66 Procedure for Conversion of Debentures into Equity Shares
Volume 2
# 17 Transfer and Transmission of Securities
67 Procedure for Transfer/Transmission of Shares
# 18 Buy-Back of Securities
68 Procedure in Case of Private Limited or/and Unlisted Public Limited Company, if Buy-Back of Shares/Other Specified Securities are up to 10% or Less than 10% of Equity Paid-Up Share Capital and Free Reserves [Section 68]
69 Procedure in Case of Private Limited or/and Unlisted Public Limited Company, if Buy-Back of Shares/Other Specified Securities are More than 10% but up to 25% of Equity Paid-Up Share Capital and Free Reserves: [Section 68]
# 19 Appointment of Auditors
70 Procedure for Appointment of First Auditor
71 Procedure for Appointment of Subsequent Auditor/Re-Appointment of the Retiring Auditor
72 Procedure Regarding Acceptance of Resignation of Auditor
73 Procedure to Fill the Casual Vacancy Caused by Resignation of Auditor
74 Procedure for Appointment of Internal Auditor
75 Procedure for Appointment of Cost Auditor
76 Procedure for Appointment of Secretarial Auditor
77 Procedure for Appointment of Auditor other than Retiring Auditor
78 Procedure for Removal of Auditor before the Expiry of his term
# 20 Borrowings
79 Procedure for Borrowing Exceeding Paid Up Capital, Free Reserves and Securities Premium Account by Public Companies
# 21 Registration of Charges
80 Procedure for Creation/Modification of Charges
81 Procedure for Satisfaction of Charge
82 Procedure for Condonation of Delay for Registration of Satisfaction of Charges by Central Government (Regional Director)
# 22 Loan from Directors or Relatives of Directors
83 Procedure for Obtaining Unsecured Loan from Director or Director’s Relative in Private Limited Company
84 Procedure for Obtaining Unsecured Loan from Director in Public Limited Company if Loan from Director, Together with amount already borrowed as loan, is Equivalent to or Less than the Aggregate of Paid Up Share Capital, Free Reserves and Security Premium Account of the Company
85 Procedure for Obtaining Unsecured Loan from Director in Public Limited Company if Loan from Director Together with Amount Already Borrowed as Loan is Exceeding of Paid Up Share Capital, Free Reserves and Securities Premium Account of the Company
# 23 To Sell, Lease or Otherwise Dispose of the
Whole or Substantially the Whole of the
Undertaking by a Public Limited Company
86 Procedure for Selling, Leasing or Otherwise Disposing of the Whole or Substantially the Whole of the Undertaking by a Public Limited Company
# 24 Related Party Transactions
87 Procedure for Related Party Transaction Permissible through Board Resolution
88 Procedure for Related Party Transactions Permissible through Member’s Resolution
# 25 Acceptance of Deposits
Limits of Deposits
89 Situation I: Procedure for Acceptance of Unsecured Deposits by Private Limited Company from its Members Upto 100% of Aggregate of Paid-Up Share Capital, Free Reserves and Securities Premium Account
90 Situation II: Procedure for Acceptance of Secured Deposits by Private Limited Company from its Members Upto 100% of Aggregate of Paid-Up Share Capital, Free Reserves and Securities Premium Account
91 Situation III: Procedure for Acceptance of Unsecured Deposits by Private Limited Company from its Members in Excess of 100% of Aggregate of Paid Up Share Capital, Free Reserve and Securities Premium Account
92 Situation IV: Procedure for Acceptance of Secured Deposits by Private Limited Company from its Members in Excess of 100% of Aggregate of Paid Up Share Capital, Free Reserves and Securities Premium Account
93 Situation V: Procedure for Acceptance of Unsecured Deposits by Non-Eligible Public Company from its Members upto 35% of the Aggregate of Paid Up Share Capital and Free Reserves and Securities Premium Account
94 Situation VI: Procedure for Acceptance of Secured Deposits by Non Eligible Public Companies from its Members upto 35% of the Aggregate of Paid Up Capital and Free Reserves and Securities Premium Account
95 Situation VII: Procedure for Acceptance of Unsecured Deposits by Eligible Company from its Members upto 10% of Aggregate of Paid Up Share Capital, Free Reserves and Securities Premium Amount and From Public Upto 25% of the Paid Up Share Capital Free Reserves and Securities Premium Account
96 Situation VIII: Procedure for Acceptance of Secured Deposits by Eligible Company From its Members Upto 10% of Aggregate of Paid Up Share Capital, Free Reserves and Security Premium Amount and From Public Company Upto 25% of the Paid Up Share Capital and Free Reserves
97 Procedure for Repayment of Pre-Matured Deposits
98 Procedure for Filing Return in Respect of Transactions Not Considered as Deposit
# 26 Declaration and Payment of Dividend
99 Procedure for Payment of Interim Dividend
100 Procedure for Payment of Final Dividend
# 27 Loan to Managing Director or
Whole Time Director of a Public Company
101 Procedure to Give Loan to Managing Director/Whole Time Director
# 28 Corporate Social Responsibility [Section 135]
102 Corporate Social Responsibility
# 29 Inter Corporate Loan, Investment and Guarantee
103 Procedure for Loan, Investment, Guarantee or Investment in the Securities of Any Body Corporate, etc. if the Limit is Upto 60% of the Paid Up Share Capital, Free Reserves and Securities Premium Amount or 100% of the Free Reserves and Security Premium Amount, Whichever is More
104 Procedure for Loan, Investment, Guarantee or Investment in the Securities of any Body Corporate etc. if the Limit is Exceeding 60% of the Paidup Share Capital, Free Reserves and Securities Premium Amount or 100% of the Free Reserves and Security Premium Amount, Whichever is More
# 30 Board Meeting and Passing of the Resolutions by Physical Presence or by Circulation or by Postal Ballot, etc.
105 Conducting Board Meeting and Procedure for Passing of Board Resolution by Physical Presence and by Video-Conferencing or by Audio-Visual Means
106 Procedure for Passing Board Resolution by Circulation
# 31 Conducting of Annual General Meeting/General Meeting and Procedure for Passing of Member’s
Resolution in Annual General Meeting/General
Meeting and Annual Filing Documents
107 Procedure to Call Annual General Meeting and Filing of Documents and Returns Related to Annual General Meeting
108 Procedure for Passing of Resolution through Electronic Means I.E. E-Voting
109 Procedure for Passing of Resolution(S) through Postal Ballot
# 32 Different Committees and their
Workings under the Companies Act, 2013
110 Procedure to Constitute Corporate Social Responsibility Committee and Workings of Corporate Social Responsibility Committee
111 Procedure to Constitute Audit Committee/Nomination and Remuneration Committee and Stakeholders Relationship Committee and Their Workings
# 33 Maintenance of Books of Accounts and Keeping them either at the Registered Office or such other Place
112 Procedure for Keeping Books of Accounts at a Place other than the Registerd Office of the Company
# 34 Maintenance of Registers/Documents/Returns to be
Maintained by Every Company
113 Maintenance of Registers/Documents/Returns to Be Maintained by Every Company
# 35 Condonation of Delay in Filing of
Various Forms other than in Case of Charges
114 Procedure for Condonation of Delay in Filing of Various Forms
# 36 Contribution to Charitable Funds
115 Procedure for Contribution to Bona Fide Charitable Funds if the Aggregate Amount of Contribution is Upto 5% of its Average Profit for the Three Immediately Preceding Financial Years
116 Procedure for Contribution to Bona Fide Charitable Funds if the Aggregate Amount of Contribution is More than 5% of its Average Profit for the Three Immediately Preceding Financial Years
# 37 Contribution to Political Parties
117 Procedure to Make Contribution to Political Parties
# 38 Company Capable of Being Registered under the Companies Act, 2013
118 Procedure for Registration of Partnership Firm/Limited Liability Partnership as a Company Limited by Shares or as a Company Limited by Guarantee or as an Unlimited Company under the Companies Act, 2013
# 39 Striking Off of Name of a Company
119 Procedure for Striking Off of Name of an Eligible Company under Section 248(2) of the Act
# 40 Fraud and Offences Punishable under the
Companies Act, 2013
120 Concept of Fraud and Offences Punishable for Fraud under the Companies Act, 2013
# 41 Marking of e-Form as Defective
121 Marking of E-Form as Defective by the Registrar of Companies
# 42 Compounding of Offences
122 Procedure for Compounding of Offences by National Company Law Tribunal
123 Procedure for Compounding of Offences by Regional Director, Ministry of Corporate Affairs
# 43 Micro and Small Enterprises Suppliers
124 Furnishing of Information by Specified Companies About Outstanding Payment to Micro and Small Enterprise Suppliers
Appendix 1 Relevant Sections of Companies Act
Appendix 2 Schedules under Companies Act
Appendix 3 Secretarial Standards 1 & 2
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