Liabilities of Auditor under Common law and Statutory law

The importance of functions performed by an auditor has increased a lot during the past centuries. This has resulted in the auditor’s legal liability being established not only to the shareholders/clients but also to third parties. The liabilities of the auditor of a company in relation to his work have been expressly specified in several…

Appointment of Company Secretary: Procedure & Need

Law says that all companies (including private companies) with a paid-up share capital of ten crore rupees or more are required to appoint a Company Secretary in full-time employment. He is an officer who is responsible for ensuring that numerous legal obligations under various Acts, including the Companies Act 2013, are met as and when…

Section 205 of Companies Act 2013: Duties of CS

The role of company secretaries in any company is vital. From preparation of meetings, setting up the right papers, circulating papers of meetings in advance, to extending all kinds of support relating to meetings, a company secretary has many responsibilities. He or she also does company filings and takes care of related records. In fact,…

Difference between Memorandum of Association and Articles of Association

The Memorandum of Association and Articles of Association are the two most important documents that lay the foundation for the formation of a company and its functioning. Memorandum of Association includes the name, place of registered office, capital, objects, and liability clauses. The articles of a company are its bye-laws, i.e., rules and regulations which…

What is Private Placement of Shares: A complete outlook

There are several ways available to a company in which capital can be raised. It could be a public issue (IPO/FPO), rights issue, bonus issue, preferential allotment, or private placement of shares. While some of these mandate lengthy procedures to be followed like in the case of an IPO, others are less burdensome and involve…

Preferential Allotment of Shares – Meaning and its Procedure

Preferential allotment deals with the allotment of shares or securities by a corporate to any person including individuals, venture capitalists, or others at a pre-determined price. Rule 13(1) of the Companies (Share Capital and Debentures) Rules, 2014 defines preferential allotment as an issue of shares (or other securities) to a selected group of persons by…

What is Secretarial Audit – Applicability, Benefits, Report & more

Every company needs to abide by numerous rules, regulations, and laws. These laws, if not complied with, attract penalty and puts a company at risk. Therefore, it is necessary to periodically review whether a company is compliant with its applicable regulations or not. An audit that helps in such a review is called a secretarial…

Difference between ordinary resolution and special resolution

In layman’s terms, a resolution is a formal decision made by an organization while transacting a business at a meeting. Most issues are brought before a meeting via a motion recommending that the meeting should express approval or disapproval, take a specific action, or order something to be done. When such a motion (or proposal)…

One Person Company in India – Registration and more

Under the One Person Company (OPC) concept, a single national person can constitute a company. Such a concept was not prevalent in India previously and was mooted in the Companies Act 2013. The inclusion of OPC in the legal system is a step that aims to promote the corporatization of micro-enterprises and entrepreneurship with a…