CS Divesh Goyal
The Companies needs to ensure Compliance of following provisions during financial year, 2014-15 under New Companies Act, 2013.
The below list is not exhausted list and every Company needs to check the applicability of other provisions of the Companies Act, 2013 to the extent applicable to them also.
| S. No. | Section | Subject Matter | Remarks |
| 1. | 168 | Vacation of Office |
Check Whether every Director attended in physical at least one Board Meeting with in period of 12 Month. If any director fails to attend A Board Meeting within period of 12 Month then he will be considered as vacant. |
| Check Whether the director himself has attended at least one Board Meeting on his own, even though Alternate Director is appointed in his place. | |||
| 2. | 173 | No. of Meetings |
Check Whether every Non- Small Company held 4 Board Meeting every year. No need to hold Board Meeting in every Quarter. |
| 3. | 173 | Gap Between Two BM | Check Whether the gap Between Two Board meeting should not be more than 120 days. |
| 4. | 74 | Repayment of Deposit |
Check Whether Company have filed DPT-4 and refunded amount of Deposits. If Company have accepted deposit before commencement of this act then required to be repay within one year from such commencement or from the date on which such payments are due. |
| 5. | 12(3)(c) | CIN No. | Check Whether Company has mentioned CIN no. along with Telephone No. on all Letters, billheads, and letter papers and in all notices and other publications. |
| 6. | Rule- 7 Chapter XXIV | DIN & Address of Director | Every document shall contain name, designation, address and Director Identification Number of person signing such document. |
| 7. | 2(16) | Creation of Charge on Vehicle Loan | Check Whether, if Company has taken Loan on vehicle then charge has been created on same by filing of e-form- CHG-1.Creation of Charge on Vehicle Loan is required under Companies Act, 2013. |
| 8. | 179(3) | Loan from Director | Check Whether company has taken loan from director any time after 01.04.2014.If yes then check Board Resolution or Special Resolution filed of not. Check form MGT-14 has been filed within 30 days of allotment or not. |
| 9. | 92 | Record of Minutes | Check Whether proper record of Meetings maintained or not.Because Dates of Board Meetings and other information relating to Meeting required to mention into Annual Return. |
| 10. | 185 | Loan to Director | Loan to Director and any person interested in Director is not allowed under companies Act 2013. |
| 11. | 186 | Loan to Person or Company | Check Whether interest charge on loans given at the minimum prescribed rate as given u/s 186(7)(Except loan given to Staff) |
| 12. | 188 | Related Party Transaction | Check Whether all the Related Party transaction made in the Ordinary course of business are made on ‘Arm Length Price’ and transactions not in the ordinary course of Business has been approved by the Board.Further proper documents (e.g. quotation) are maintained to support that transactions are made at Arm Length Price. |
| 13. | 139 | Appointment of Auditor | Check whether auditor has been appointed for 5 years or not.As per 2013 act auditor should be appoint for 5 year otherwise consequences will be on Company. |
| 14. | 12 * 13 | Adoption of AOA & MOA | Check whether AOA & MOA has been adopted as per Companies Act, 2013.It is advisable to adopt AOA & MOA as per Companies Act, 2013 before 31st March, 2015. |
| 15. | 203 | Company Secretary | Check Whether there was Company Secretary in Company before June, 2014. Then designate such Company Secretary as Key Managerial Personnel and file respective forms for the same. |
| 16. | Statutory Register | Check Whether Statutory register has been update as per Companies Act, 2013. | |
| 17. | 128 | Address at which Books of Account are to be maintained | Check Whether if Books of Accounts are not maintained as Registered office then e-form AOC-5 should be filed within 7 days of decision taken by Board of Director. |
| 18. | 12 | Adopt object mention in other Objects | Check whether Main objects is amended to cover other objects,If any carried on by the Company. |
| 19. | 184 | Director Designated for MPB-1 Safe Custody | Check Whether Company have designated any director of to keep safe custody of MBP-1 |
| 20. | 101 | Notice of General Meeting | Notice of Every General Meeting is required to give Auditors and Directors of Company. |
| 21. | 146 | Exemption to Auditor from attendance of General Meeting |
Check Whether auditor has attended the General Meeting. If not then exemption to the auditor is required to give in General Meeting by passing of Ordinary Resolution. |
| 22. | 160 | Cheque of Rs. 100,000/- | Check Where any director appointed or Designation is Changed in General Meeting. If yes then Company should received cheque of Rs. 100,000 from the person or Member of Company. |
| 23. | Change in Status of Small Company to Non Small Co. |
Check Whether Status of your company changed from Small Company to Non- Small company in the light of MCA- circular dated _________ Relief available to a Small Company is discontinued. |
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| 24. | 179(3) | Board Resolution Passed | Check Whether Board Resolutions passed for all the matters covered u/s 179(3). |
| 25. | 180,186 | Special Resolution | Check Whether Approval of Shareholders for exceeding the limits of Borrowing, Investments, Loan Granted and form MGT-14 filed before 300 days. |
| 26. | Financial year | Check Whether Financial year is from April to March. | |
| 27. | 92 | Signing of Annual Return by PCS | Ensuring filling of relevant e-forms with ROC and Compliances of provisions of Companies Act 2013 as Annual return needs to be signed and certified by Practicing Company Secretary. |
| 28. | Rule-7 Chapter XXIV | Membership No. and Address of Professional | Every document which required to be sign by Professional shall contain name, designation, address and Membership No of person signing such document. |
| 29. | 184 | MBP-1 & MGT-14 in Every Board Meeting |
If director of a company deals in shares and there is frequent change in Shareholding of Companies then there will be change in disclosure of interest of director in every Meeting. Director will give MBP-1 before every meeting. |
| 30. | 101 | General Meeting – Checks | General Meeting should be held:→Time: AGM shall be called during ‘Business Hour’.
→Day: AGM should not be held on ‘National Holiday’. → Place: AGM shall be held at either – Registered office of company or At some other place within the city, town or village in which registered office of the Company is situates |
(Author – CS Divesh Goyal, ACS is a Company Secretary in Practice from Delhi and can be contacted at csdiveshgoyal@gmail.com)
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