The base record for providing corporate benefits to the shareholders of a company is its Register of Members, a Statutory Register. Provide a check list for the verification of the same during the course of Secretarial A

CS Professional · Secretarial Audit, Compliance Management and Due Diligence · PYQS · June 2019
The base record for providing corporate benefits to the shareholders of a company is its Register of Members, a Statutory Register. Provide a check list for the verification of the same during the course of Secretarial Audit.

Answer & Explanation:

The following points need to be verified in the course of Secretarial Audit: The company having share capital has maintained Register of Members (ROM) as per Form MGT -1 prescribed under the Companies the (Management and Administration) Rules, 2014. The Register contains particulars as mentioned in the aforesaid Rule 3(2). The company maintains register of debenture holders or any other security holders as per Form MGT-2 prescribed under Companies (Management and Administration) Rules, 2014. Aforesaid Registers are maintained at the registered office of the Company. If the aforesaid registers are maintained at some other place in which more than one-tenth of the total members entered in the register of members reside or some other place within the city where registered office is situated, whether a special resolution has been passed. An index of members is maintained by the company, when the number of members is equal to or more than fifty. Necessary entries shall be made in the index simultaneously with the entry for allotment or transfer of security in the Register. Every change is incorporated within seven days of such change approved at a board or its duly constituted committee meeting. The entries in the aforesaid registers index included therein are authenticated by the company secretary of the company or by any other person authorised by the Board for the purpose, and the date of the board resolution authorising the same is mentioned therein. The company has made a note of the declaration received in Form MGT-4 in duplicate, w.r.t. beneficial interest in any shares, in the register of members. The company has filed Form MGT-6 with the Registrar within a period of thirty days from the date of receipt of aforesaid declaration. In case of Foreign Registers, the following needs to be checked: The Articles of the company authorises maintenance of the foreign register. The company has within thirty days from the date of the opening of any foreign register, filed with the Registrar notice of the situation of the office where such register is kept in Form MGT-3 in accordance with the Companies (Management and Administration) Rules, 2014. Notice of every change is incorporated in the aforesaid register or its discontinuance is filed with registrar within thirty days in Form MGT-3. The company maintains a duplicate register at its registered office and changes are duly incorporated from time to time. The entries are authenticated by the company secretary of the company or person authorised by the Board by appending his signature to each entry.

Topics: Secretarial Audit

Open in Interactive Practice Hub · Full Practice Hub · Chapter Weightage · More in this subject

Related Questions in this Topic