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ANNASAHEB GUNDEWAR COLLEGE KATOL ROAD, CHAONI, NAGPUR

ANNASAHEB GUNDEWAR COLLEGE KATOL ROAD, CHAONI, NAGPUR. CLASS : B.COM I SEMESTER 2 nd SECTION : B & D. SUBJECT : SECRETARIAL PRACTICE. ASHUTOSH S KAWDE ASST. PROFESSOR. SAMPADA TUMBADE ASST. PROFESSO R. Secretarial Practice unit 1. Why ? What position ? What he does ?.

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ANNASAHEB GUNDEWAR COLLEGE KATOL ROAD, CHAONI, NAGPUR

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  1. ANNASAHEB GUNDEWAR COLLEGEKATOL ROAD, CHAONI, NAGPUR CLASS : B.COM I SEMESTER 2nd SECTION : B & D SUBJECT : SECRETARIAL PRACTICE ASHUTOSH S KAWDE ASST. PROFESSOR SAMPADA TUMBADE ASST. PROFESSOR

  2. Secretarial Practiceunit 1 Why ? What position? What he does?

  3. the Meaning of Company Secretary with Definition : • ‘‘Company secretary means a person who is a member of the Institute of Company Secretaries of India. [ICSI] ’’

  4. Types of Company Secretary • Pro Term Secretary • The first secretary appointed by the promoters and he engaged preliminary work in relation to the formation of the company ‘‘Pro Term Secretary.’’ • Member Secretary • Non Member Secretary • Professional Secretary • Executive Secretary

  5. Essential Qualification of Company Secretary • He/ She should be member of Institute Company Secretaries of India. • Degree of law granted by any university. • Membership of the Institute of Chartered Accountants of India. • Membership of the Institute of Cost and Works Accountants of India. • Any person who has passed the intermediate examination conducted by the Institute of Company Secretaries of India. • Post graduate degree on Commerce or Corporate Secretary Ship Awarded by any University in India. • A person holding post-graduate degree or diploma in management science granted by any university or the Institute of Management Ahmadabad, Kolkata, Bangalore, Lakhnow.

  6. Appointment of the Company Secretary. Passing of resolution of the first board meeting Execution of service agreement Recording the appointment of secretary Filing the return of appointment with the registrar Filing the return of appointment with the registrar Passing of special resolution of the General Body Meeting Disclosure by a director Obtain permission of the central government

  7. Procedure of Conversion PRIVATE TO PUBLIC PUBLIC TO PRIVATE public company should not be listed on any stock exchange case of a listed company it should wait for at list one year after delisting. should not be more than 200 members compulsory Direction Identification Number. (DIN) at least one Director with Digital Signature Certificate. • authorized share capital of company should be at least 5 Lakh • at least 7 shareholder • at least 3 directors • One person can be both share holders and a director of company • should have Director Identification Number. (DIN) • At least one director DSC

  8. Steps in Conversion of Private Limited Company to Public Limited Company : • Board Meeting • According Section 14 of the companies act 2013 • Board of Directors • By passing a special resolution • Private to Public Ltd., Company • Call general meeting of the shareholder • Notice of Gen. Meeting • Fix the date, time & venue • Shareholder (Approval for conversion) • Notice before 21 days of the General Meeting

  9. continue • Filling of special resolution with ROC • Filling of special resolution with ROC • Change the name of the company • The company file required form within 30 days after general meeting • Prospectus • Files a prospectus • Prospectus • Letter of application to Registrar for fresh certificate for Incorporation • Certificate of commencement of Business form the Registrar of the company

  10. Steps in Conversion Public limited Company to Private company. • Board Meeting • Approving the proposal for conversion • To call general meeting • Alter the Article of Association • (include such restrictions & limitations) • Notice of General Meeting • Fix date, time & venue • Shareholder’s approval • Notice before 21 days

  11. CONTINUE • File Special Resolution • Required form along with application within 30 days of passing the all solution • Newspaper Notice • Publish notice at least two newspaper • Application to Central Govt • Within 3 months passing a special resolution & approval by ROC

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