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C.V.O. Chartered & Cost Accountants' Association

Legal Updates
Corporate Laws update

Compiled by : Shri Rajesh P. Chheda (C.A.)

1. Fee for condonation in respect of filing of Form No. 25C belatedly with the Registrar of Companies - Charging of additional fees.

[Issued by the Department of Company Affairs vide General Circular No.15/2002 dated 17.06.2002]

1. Section 269 of the Companies Act, 1956 stipulates that no appointment of managing or whole - time director or a manager in a public company or a private company which a subsidiary of a public company shall be made except with approval of the Central Government, unless such appointment is made in accordance with the conditions specified in the Parts I and II of the Schedule XIII to the Companies Act. Every application seeking approval for the appointment of a managing or whole - time director or a manager is required to be made to the Central Government within a period of 90 days from the date of such appointment.

2. If an appointment of a managing or whole - time director or a manager is made in accordance with the conditions specified in Parts I and II of Schedule XIII to the Companies Act, a return in Form No. 25C is required to be filed with the concerned Registrar of Companies within 90 days from the date of such appointment. A doubt was raised as to whether filing of Form No. 25C belatedly would attract section 637B(b) of the Companies Act.

3. The Department after consideration has come to the conclusion that section 637B(b) of the Companies Act will not be attracted. Since Form No. 25C is a document, any delay in filing the same with the Registrar of Companies falls within the ambit of section 611 of the companies Act. Therefore, in such cases the Registrar of Companies will charge additional fee on the Form No. 25C filed belatedly at the rate standardized vide Press Note No. 2/95 [No. 14/3/87-CL V, Vol. III dated 21st March, 1995]

2. Report of Board of Directors - Statement showing particulars of employees drawing remuneration exceeding prescribed limits.

[Issued by the Department of Company Affairs vide General Circular No.15/2002 dated 17.06.02]

1. The Department of Company Affairs vide General Circular No.10/2002 dated 26.04.2002, inter - alia, the Notification No. GSR 288(E) dated 17.04.2002 had clarified that the revision will apply in respect of Directors' Report annexed to those Balance Sheets, the financial year in respect of which has closed on or after 17.04.2002

2. A decision has been taken by the department that Directors' Report annexed to the Balance Sheet, the financial year in respect of which has closed on 31.03.2002 may include details of employees on the basis of revised limits.