You are appointed as the Secretarial Auditor of Varuna Food Supplier Ltd., a BSE listed company, for conducting Secretarial Audit for the financial year 2018-19. During the audit, you find the following information : (a)
CS Professional · Secretarial Audit, Compliance Management and Due Diligence · PYQS · December 2019
You are appointed as the Secretarial Auditor of Varuna Food Supplier Ltd., a BSE listed company, for conducting Secretarial Audit for the financial year 2018-19. During the audit, you find the following information : (a) This year company got covered under Sec. 135 of Companies Act, 2013 and so constituted a Corporate Social Responsibility (CSR) committee. (b) Mr. A, Director (Finance), resigned from the company. (c) Notice of closure of the register of members, debenture holders and other security holders. (d) The company applied for License under Sec. 8 of the Companies Act, 2013. State website disclosures requirements to be checked for above under the Companies Act, 2013.
Answer & Explanation:
(a) Section 135 of the Companies Act, 2013 read with Rule 9 of the Companies (Corporate Social Responsibility Policy) Rules, 2014, the Board of Directors of the company shall, after taking into account the recommendations of CSR Committee, approve the CSR Policy for the company and disclose contents of such policy in its report and the same shall be displayed on the company's website, if any. (b) As per Section 168 of the Companies Act, 2013 read with Rule 15 of the Companies (Appointment and Qualification of Directors) Rules, 2014, information about the resignation of the Director shall be posted on the website of the company, if any. Further, within 30 days from the date of receipt of notice of resignation from a director, intimate the Registrar in Form DIR-12. Since, the company is a listed company, it shall comply with the regulations 30 of the SEBI (LODR) Regulations, 2015. (c) As per Section 91 of the Companies Act, 2013 read with Rule 10(1) of the Companies (Management and administration) Rules, 2014, notice of closure of the register of members, debenture holder or other security holders shall be uploaded on the website of the company at least seven days before the closing the register of the members, if any, and on the website as notified by the Central Government. (d) As per Rule 20(3)(b) of the Companies (Incorporation) Rules, 2014, the existing company shall, for the purpose of license under section 8 of the Companies Act, 2013 to publish a notice in the newspaper, and shall also be uploaded on the website as may be notified by the Central Government, within a week from the date of making the application to the Registrar. However, Varuna Food Suppliers Ltd. is a listed company and the Companies Act, 2013 does not provide specifically for conversion of a listed company in to Section 8 Company.
Topics: Secretarial Audit
Related Questions in this Topic
- Under what circumstances, the Secretarial Auditor will report that there is diversion of the Fund.
- You are appointed as Secretarial Auditor by ESB Ltd, a Listed Company to conduct the secretarial audit for financial yea...
- You are appointed as Secretarial Auditor by ESB Ltd, a Listed Company to conduct the secretarial audit for financial yea...
- You are appointed as Secretarial Auditor by ESB Ltd, a Listed Company to conduct the secretarial audit for financial yea...
- You are appointed as Secretarial Auditor by ESB Ltd, a Listed Company to conduct the secretarial audit for financial yea...