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Important changes Important changes

Important changes - PowerPoint Presentation

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Important changes - PPT Presentation

Companies Act 2013 CA Bharat Sonkhiya R Sogani amp Associates R Sogani amp Associates By CA BHARAT SONKHIYA 1 Companies Act 2013 CA Bharat Sonkhiya R Sogani amp Associates companies act 1956 ID: 321586

sonkhiya amp sogani bharat amp sonkhiya bharat sogani associates companies filing private act directors company penalties director provisions particularsprivate

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Slide1

Important changes

Companies Act 2013

CA Bharat Sonkhiya| R Sogani & Associates

R Sogani & AssociatesBy: CA BHARAT SONKHIYA

1Slide2

Companies Act, 2013CA Bharat Sonkhiya| R Sogani & Associates

companies act, 1956

2Slide3

Now it has become a proactive law with inclusion and emphasis on more and more stringent clauses.

CA Bharat Sonkhiya| R Sogani & Associates

3Slide4

CA Bharat Sonkhiya| R Sogani & Associates

4Slide5

MAJOR CHANGES

P&L STATEMENT OPEN FOR INSPECTION BY GENERAL PUBLIC

FILING OF SOME MORE BOARD RESOLUTIONS

STIFF PENALTIES

RESTRICTION ON INTER CORPORATE LOAN AND GUARANTEE

CIN ON OFFICIAL DOCUMENTS

RESTRICTIONS ON ACCEPTANCE OF DEPOSITS

E-VOTING AND VIDEO CONFERENCING

CA Bharat Sonkhiya| R Sogani & Associates

5Slide6

Limit on number of members in private companiesCA Bharat Sonkhiya| R Sogani & Associates

50

200

6Slide7

CA Bharat Sonkhiya| R Sogani & Associates

TAKING OF LOANS

BY PRIVATE COMPANIES

7Slide8

taking of loans by private CompanyCA Bharat Sonkhiya| R Sogani & Associates

Loan taken from

Upto

31st March, 2014After 31st March, 2014

Director

Director’s

relatives

Shareholders

(Strict procedure)

8Slide9

deposits from

members/ Shareholders

CA Bharat

Sonkhiya| R Sogani & Associates

Stringent Provisions

9Slide10

Loan from directorsCA Bharat Sonkhiya| R Sogani & Associates

Out of Borrowed Funds

Out of

Own FundsNot Allowed

Allowed

Wrong Declaration by Directors- Huge Penalties.

10Slide11

Section - 74

Repayment of deposits CA Bharat

Sonkhiya| R Sogani & Associates

Filing of documents with ROC

By-

31

st

March, 2015

By :-

30

th

June, 2014

11Slide12

CA Bharat Sonkhiya| R Sogani & Associates

Loan from Other Companies

ALLOWED

12Slide13

CA Bharat Sonkhiya| R Sogani & Associates

13Slide14

CA Bharat Sonkhiya| R Sogani & Associates

If not

alloted

-

Treated as Deposits.

14Slide15

Any queries …..CA Bharat Sonkhiya| R Sogani & Associates

15Slide16

Mandatory filing of Board Resolution

CA Bharat Sonkhiya| R Sogani & Associates

16Slide17

Borrowing needs Shareholder’s ApprovalSection 180(1)(c)

CA Bharat Sonkhiya| R Sogani & Associates

Borrowings > Paid up share capital +

Free Reserves

Special Resolution needs to be passed in the General Meeting

Borrowings does not includes CC Limit.

Now on Private Companies

17Slide18

Mentioning CIN

and other details!Section 12(3)(c)

CA Bharat

Sonkhiya| R Sogani & AssociatesWhat to mention?NameAddress of its registered office

Corporate Identity Number

(CIN)

Telephone

number

Fax number

E-mail and

Website

addresses

Where to mention?

business

letters

,

billheads,

letter

papers all its notices (including E-Mail) and other official publications** Paint or affix its name, and the address of its registered office outside every office or place of its business.

18Slide19

Consent to act as director

Consent within 30 days of appointment

Director shall file form DIR-12 with ROC

CA Bharat

Sonkhiya

| R Sogani & Associates

Now on Private Companies

19Slide20

Appointment of director Rs.1,00,000/- security

Section 160

Requirement of 14 days prior notice and Rs.1,00,000/- as security for appointment of Directors in General Meeting.

CA Bharat

Sonkhiya

| R Sogani & Associates

Now on Private Companies

20Slide21

RESIGNATION OF DIRECTORS- Section 168

CA Bharat Sonkhiya| R Sogani & Associates

Intimation by Company to Registrar –within 30 days – Form DIR – 12.Intimation by

Director to Registrar –within 30 days – Form DIR – 11.Directors who have resigned shall be liable even after his resignation for the offences occurred during his tenure.Stringent provisions. Detailed reasons required to be given by the Directors

21Slide22

Appointment of WTD/ MDSection- 196

CA Bharat Sonkhiya| R Sogani & Associates

Now on Private Companies

22Slide23

Original documents to be kept till dissolutionCA Bharat

Sonkhiya| R Sogani & Associates

23Slide24

INSPECTION OF STATEMENT OF PROFIT AND LOSS

CA Bharat

Sonkhiya| R Sogani & Associates

Now on Private Companies

24Slide25

Corporate Social ResponsibilitySection 135

CA Bharat Sonkhiya| R Sogani & Associates

25Slide26

Registration of Charges CA Bharat Sonkhiya| R Sogani & Associates

All Charges

To be registered with ROC

26Slide27

CA Bharat Sonkhiya| R Sogani & Associates

CFO & CEO also liable for default.

27Slide28

STRINGENT AND HEFTY PENALTIES

Under the Companies Act, 2013 strict penalties have been imposed on the

Company

and Officer who is in Default, in case of non-compliance of provisions as mentioned in the Act.

The amounts of penalties have been increased as compared to the previous provisions.

CA Bharat

Sonkhiya

| R Sogani & Associates

28Slide29

Private company equivalent to public companyCA Bharat Sonkhiya

| R Sogani & AssociatesCompany

L. L. P.

only way forward LLP

29Slide30

CA Bharat Sonkhiya| R Sogani & Associates

ParticularsPrivate Company

LLP

Structure

Law regulated under

Companies Act, 2013

LLP Act, 2008

Minimum Capital requirement

1

Lakh

No such requirement

Requirement of filing of documents at the time of Incorporation

Need of filing detailed document

No Such Requirements

Number of shareholders / directors / partners

Minimum 2& maximum 200 Shareholders

Minimum 2 Directors

Minimum 2 partners.

30Slide31

CA Bharat Sonkhiya| R Sogani & AssociatesParticulars

Private Company

LLP

Restrictions

Taking Loans

More stringent provisions

No such restrictions

Advances to others

Related party restrictions

Number of restrictions

No such restrictions

31Slide32

CA Bharat Sonkhiya| R Sogani & AssociatesParticulars

Private Company

LLP

Additional Cost

Dividend Distribution Tax

(on withdrawal of money)

Tax @ 16.99%

Not applicable

Deemed Dividend

(advance to shareholders)

Taxable in the hands of shareholders

Not applicable

Corporate Social Responsibility

Expenses to be incurred

Not applicable

Form filing fees

Higher filing fees

Lower filing fees

32Slide33

CA Bharat Sonkhiya| R Sogani & AssociatesParticulars

Private Company

LLP

Compliances

Compliances

Substantial level of Compliance

Lower Level of Compliance

Filing of Resolutions with ROC

Most of business decisions required filing with ROC

No such mandatory requirement.

Meetings to be held

Periodic meetings required

No such requirements

Minutes and statutory records

Detailed records

No such detail records

33Slide34

CA Bharat Sonkhiya| R Sogani & AssociatesParticulars

Private Company

LLP

Penalties

Penalties

Heavy penalties

Not stiff penalties

34Slide35

ANY QUESTIONS …..CA Bharat Sonkhiya| R Sogani & Associates

32Slide36

CA Bharat Sonkhiya| R Sogani & Associates

33