- Changes have been made to ensure more clarity, uniformity, and transparency in approving the names for companies at the time of incorporation
- The ministry has brought in amendments to the Companies (incorporation) Rules, 2014
The corporate affairs ministry has amended the rules pertaining to incorporation of companies to provide more clarity and uniformity in choosing names for the companies, according to an official.
The ministry has brought in amendments to the Companies (lncorporation) Rules, 2014.
The move also comes against the backdrop of instances where applications by companies for registering their names have been rejected due to various reasons, including trademark issues and proposed names being too general.
The official said the changes have been made to ensure more clarity, uniformity, and transparency in approving the names for companies at the time of incorporation. He also noted that the rules have been updated so that there is clarity for people to apply as well as for officers to process the requests properly.
Among others, the ministry has now provided illustrations regarding the applicability of various names.
Entrepreneurship is an act of starting with new assignment and the associated risks along with the inbuilt responsibilities. It goes beyond just the creation of a new venture to ensure its continuous survival. An entrepreneur is the one who has the will and ability to transform a mere idea or invention into a successful innovation. The ability to create something new and initiate change in the society is what makes all the difference and signifies the act of entrepreneurship. In the recent times it has become an ultimate tool to tackle almost all the economic problems. India is a developing economy and there is a dire need to come up with an alternative that would not only help fight the problems of unemployment and sagging growth rates but would also help economy in strengthening its footing against the developed economies.
“Entrepreneur = Innovation + Risk + Responsibilities + Accountability”
Key Issues in India
- Advancing Towards a Digital Economy
- India’s Infrastructure Gap
- India’s Manufacturing Growth
- Quality of Institutions
- Employment and Employability
- Global Interests and Positioning
- Agricultural Reforms
India & its Youth
Youth are the backbone of any nation. Youth being energetic, artistic, innovative, enthusiastic and dynamic in nature constitute the most crucial part of the population. They have all the qualities that are necessary to make a nation strong and capable of standing its rivals. India seems to stand at an advantage because of its huge youth population which is higher than any other nation. The higher number of young individuals means more educated job aspirants looking for suitable job opportunities. Youth are the active participants and creative digital innovators whose contribution to sustainable development has always remained visible. However, to utilize their talent to the best, proper policy measures and motivation mechanisms are needed to channelize their energy in the right direction towards the right goal. Motivation mechanisms are needed to channelize their energy in the right direction towards the right goal.
The process of entrepreneurship from the day of inception of idea is a long one. Entrepreneurs go from the various paths to tackle the challenges. They become a new way to achieve what one is capable of. Moreover the zeal to do something new and be one’s own boss makes it a perfect option for young individuals. The lack of resources, knowledge, accurate information, legal complications and negative societal environment makes the process more tedious and painful. These problems discourage many young individuals from taking up the opportunity due to fear of losing and falling in financial crunch.
Key Issues for Entrepreneurship in India
- Human Capital and Mindsets
- Emerging Market Entrepreneurship
- Ecosystem for Innovation-Driven Entrepreneurship
- Corporate Intrapreneurship
- Social Impact-Driven Entrepreneurship
Youth Entrepreneurs and their role in Indian economy
Youth has a potential to contribute to personal development of young people, and improve their living and to address injustice in society.
“An economy is the effect for which entrepreneurship is the cause”.
Entrepreneurship has become an important subject of investment and thus governments are taking all the possible steps to solidify its footing in economy. Thus, entrepreneurship serves to play many roles in a nation and therefore needs to be addressed from different views considering the level of development of respective nations. A young person through his act of starting a new enterprise sets an example to other young people and thereby presents entrepreneurship as a mechanism for garnering employment and better financial outcomes for aspiring young folks. There have been tremendous efforts undertaken by the Indian government to boost entrepreneurship and encourage young entrepreneurs. Various initiatives in the form of introduction of Make in India (2014), Startup India (2015) and Digital India (2015) campaigns have been launched to strengthen manufacturing sector, make funding easier and connect rural areas by developing their digital infrastructure. These initiatives are expected to boost the confidence of entrepreneurs and make government services available in all areas.
Entrepreneurship is being recognized as the driving force of the market. Innovation is crucial for a driving economy and it is in great demand for the increasingly competitive world. India has witnessed several innovative ideas and business driven by start-ups thus leading to entrepreneurship emerging as a valuable input to the economic growth of the country. In the context of Indian market, both the central and state level, have been taking initiatives to boost the entrepreneurial ecosystem as they realize the benefits entrepreneurship brings to the economic growth of the country.
Firstly, an entrepreneur is not just creating self employment but also building a structure for small to large scale enterprises. This in turn stimulates the economy. Secondly, an entrepreneurship also helps in modernization in the regional areas. So, they are setting up the base in their home town and driving investor attention and incubation centers to these cities too. Thirdly, an entrepreneurial driven economy drives innovation in manufacturing of goods and services at an affordable price. These are for the consumption within the country and hence, will lead to growth in the national income and reduce import dependency making economy stronger.
Youth entrepreneurship has the ability to save the nation from high unemployment, poverty and stagnation. The list of benefits that young entrepreneurs provide to a nation is never ending. There is a strong need to initiate an “entrepreneurial revolution” that would help generate the entrepreneurial spirit among the youth of the society. It is important to create an environment that is suitable to youth entrepreneurship.
“Every single person I know who is successful at what they do is successful because they love doing it.”
Written by Barkha singh
As per rule 12A of the Companies (Appointment and Qualification of Directors) Rules 2014, “every individual who has been allotted a Director Identification Number (DIN) as on 31st March of financial year as per these rules shall, submit e-form DIR-3-KYC to the Central Government on or before 30th April of immediate next financial year.
Provided that every individual who has already been allotted a Director Identification Number(DIN) as at 31st March 2018, shall submit e-form DIR-3 KYC on or before 5th October 2018.”However, the DIR-3 KYC e-form presently available on the portal does not cater for the following:
- Filing on DIR 3 KYC on an annual basis, and
- Filing in respect of DINs allotted post 31 March 2018. It presently caters only to those individuals who were allotted DINs as on 31st March 2018 and whose DINs have been marked as ‘Deactivated due to non-filing of DIR-3 KYC’.
Stakeholders may please note that DIN holders are required to file the DIR-3 KYC for every year so that they are aware of and confirm the data & information as available in theMCA21 system.
With the objective of making the form more user-friendly, the form is presently being modified to enable pre-filling of data & information so that annual filings can be done by DIN holders in a simple and user-friendly manner.
The revised form, which will be shortly deployed, can be filed without any fee within a period of 30 days from the date of deployment. Accordingly, DIN holders who had filedDIR-3 KYC form earlier and complied with the said provisions may kindly await the deployment of the modified form for fulfilling their compliance requirements.
You can also Read Mandatory Compliance – INC 22A (ACTIVE) & Director KYC in April 19
Who is required to file DIR-3 KYC form?
For Financial year 2018-19 – Any person who has been allotted “Director Identification Number (DIN/DPIN)” on or before 31st March 2018 and the status of such DIN is ‘Approved’, needs to file form DIR-3 KYC to update KYC details in the system on or before 15th September 2018.
For Financial year 2019-20 onwards – Every Director who has been allotted DIN on or before the end of the financial year, and whose DIN status is ‘Approved’, would be mandatorily required to file form DIR-3 KYC before 30th April of the immediately next financial year.
After expiry of the respective due dates, system will mark all non-compliant DINs against which DIR-3 KYC form has not been filed as ‘Deactivated due to non-filing of DIR-3 KYC’.
Is it mandatory to enter a unique mobile number and email ID in form DIR-3 KYC?
Yes. It is mandatory to enter your personal mobile number and personal email ID in the form DIR-3 KYC and the same has to be verified by an OTP process. Further, the mobile number and email ID must be unique such that it is not already linked with some other person in the DIN holders’ database.
- Published in Manage Business
When we start a startup journey then its important to learn about Financial Statements, Management Information Systems, and Financial Key Performance Indicators. These three measures indicator for a startup to analysis busineses ups and downs.
Financial Statements are reports that every business organization must prepare to be able to indicate to its stakeholders and operators, the complete picture of the organization’s health.
Management Information System (MIS) is a means to generate regular and timely reports that help management take critical decisions that shape the business and help it improvise on several aspects.
Financial Key Performance Indicators (KPIs) are clearly defined as financial metrics that measure various aspects of a company’s performance.
What is Financial Statements?
Financial statements give you a review of your monitory performance over a period of time. From the financial statements, an entrepreneur can understand,
? What is the income he generated over a period of time,
? What were the related costs to generate that Income
? What were his liabilities
? What were the assets
? What were the cash inflows and outflows
Any business usually creates three statements at the end of a financial year, which are:
- Profit and Loss Account (Income Statement): This is a statement that provides information on the revenue of the business, as well as its direct and indirect costs. In this statement, direct and indirect costs are subtracted from revenues, to arrive at the net profit or loss of the organization, thus indicating its profitability or the lack of it. An entrepreneur needs to be cautious about the profitability of his/her start-up and take actions to be able to move in the right direction.
- Balance Sheet: This is a statement of what a business owns and owes. Whatever a business owns is usually classified as assets while any short or long term obligations is its liabilities. The balance sheet has four major components. These are:
a. Fixed Assets
b. Shareholders’ Funds c. Borrowings
d. Net Working Capital
- Cash Flow Statement: This statement provides complete information on the cash inflows and outflows of the company over a period of time. This includes all incomings and all outgoings, irrespective of their purpose and the heading under which they fall. This statement is also crucial for planning purposes, as it helps the company plan its cash-needs, thus allowing it to remain in business. The statement is broadly divided into the three broad components. They are:
a. Cash from Operating Activities b. Cash from Investing Activities c. Cash from Financing Activities
What is Management Information System ?
Management Information System (MIS) is a system that helps the management and founders of an organization take key decisions. These reports are designed to provide crucial information about the revenues, costs, and operations of the business, and also allow comparison against budgeted or projected numbers and figures. This information, if used well, can tangibly help increase the profitability of the business. The key component of MIS, discussed in the session are as follows:
- Budget v/s Actual
- Unit Metrics
- Key Performance Indicators
- Summary of Financial Statements
Typically an MIS format will include the budget versus the actual expenditure with a line-by-line comparison of the items you had budgeted for against their actual performances. For example:
- What was your revenue target?
- What did you achieve?
- What would it cost for those revenue target unit assumed and
- What will the final actual direct costs which you got?
- What with the overheads and
- What did you spend for and finally
- What was your net income or loss?
What is Key Performance Indicators?
Key Performance Indicators (KPIs) are indicators used to judge the performance of any venture. Most ventures track them to stay in line with business objectives and take corrective action whenever there is a difference in expectations. This session covered the most commonly tracked KPIs, which are:
- Booking v/s Revenue
- GMV v/s Revenue
- Revenue Run Rate
- Gross Profit
- Life Time Value
- Customer Acquisition Cost
- Monthly Burn
- Average Revenue Per User
- Conversion Rate
- Cohort Analysis
Content from Startup India and ICSI, ICAI
- Published in Startup Master Class
Thinking about contracts any consensus between two parties can be termed a contract but from experience, we know that it is always better to have things in black and white on paper, so it’s going to be very important for us to understand how contracts work.
Key Aspects of Contracts:
Any type of contract contains a certain set of covenants, rights, and considerations. For any party, various aspects demand a closer observation before signing the contract. A few of them are listed below:
- Term of Contract – It could either be a long term/short term. For judging the period of the contract, you need to consider factors like the level of dependency on the product, getting a price bargain, etc.
- Termination – This aspect helps you understand the various circumstances under which you may end the contract before the term ends. For example – breach of terms and conditions/mutual consent etc.
- Exclusivity – An inclusion of exclusivity clause would bind you to service only that party, barring you to transact with the rest of the world for similar services.
- Payment – Under this, you decide on the timing of payment; is it in advance or after services are rendered, are there any credit periods involved or is a payment to be made in tranches, etc.
- Service Levels – It is important to elaborate on the nature of services and the expected standards they are to conform to so that there is no ambiguity on deliverables.
- Indemnity – Under this clause, you have the right to claim money for the losses suffered due to a breach by the other party of its commitments.
Type of Contract:
Founder and Employee Agreements
Founder Agreement – that you will enter into with your other key founders, now this often varies upon you’re the co-founder or is this a venture stepping up with family members or with friends and family, so depending upon the background through which you are setting up your company and who are the key shareholders of your company . i.e. it’s just family, its friends, and family, you are the only founder or if there are other founders those are the key aspects which will govern the terms of your founder’s agreement.
- Decision-making authorities
- Right to vote
- Shareholding pattern
- Onus of funding
- IP ownership
- Expertise remuneration
Employee Agreement –
- IP Assignment
- Employee Termination
So what are the key terms of an employment agreement from founders perspective or what you need to do to protect the company and also what is something employees want so you have a good halfway point and are presenting a fair contract? So one of the key aspects here which are there even in business contracts is exclusivity. If your signing on an employee who is not a consultant but an employee you will want him in and whole time services for your business it could be some standard carve-outs of investments there are certainly other activities so long it does not harm or affect the obligations of the company, of the basic terms of an employment contract is to make sure your employee is rendering services Exclusively to you and is not an employee in multiple organizations The 2nd most important aspect is IP assignments, we have discussed earlier the importance of IP where the IP and where the IP should rest but the end of the day if you have employees is generating certain work especially.
Vendor & Customer Contracts
- Vendor Contracts
- Service Contracts and
- Customer Contracts
Anyone on fundamental decisions depending on what he is bringing to the table so that there is no deadlock among founders. The other things which you need to put our IP rights and ownership of IP (which should solely vest in the name of the company); remuneration structure for the co-founders.
The next contract is the employee agreement, where you try to create a win-win situation for both the employer and the employee.
- Exclusivity – By making the employee agree on exclusivity clause, you ensure that his or her service and time is not being shared by any other employer simultaneously.
- Non-Compete – This is to make sure your employee does not join a competitor and divulge critical information regarding your business. However, there are legal issues on the validity of non- compete obligations post the termination of employment.
- IP Ownership – You need to protect and ensure that all the intellectual property rights of the work created by any employee is owned by the company.
- Confidentiality – Finally, you need to have confidentiality clauses in place, to prevent employees from sharing sensitive data with the any third party.
Content from Startup India and IP India
- Published in Startup Master Class
1. What is GSTR-9 annual return?
GSTR 9 form is an annual return to be filed once in a year by the registered taxpayers under GST. It consists of details regarding the supplies made and received during the year under different tax heads i.e. CGST, SGST, and IGST. It consolidates the information furnished in the monthly or quarterly returns during the year.
2. Who should file GSTR 9 annual return?
All the registered taxable persons under GST must file GSTR 9 form. However, the following persons are not required to file GSTR 9. Taxpayers opting Composition scheme as they must file GSTR-9ACasual Taxable PersonInput service distributorsNon-resident taxable persons paying TDS under section 51 of GST Act.
3. What are the different types of annual returns?
There are 4 types of annual returns: GSTR 9: GSTR 9 should be filed by the regular taxpayers filing GSTR 1, and GSTR 3B.
- GSTR 9A: GSTR 9A should be filed by the persons registered under the composition scheme under GST.
- GSTR 9B: GSTR 9B should be filed by the e-commerce operators who have filed GSTR 8 during the financial year.
- GSTR 9C: GSTR 9C should be filed by the taxpayers whose annual turnover exceeds Rs 2 crores during the financial year. All such taxpayers are also required to get their accounts audited and file a copy of audited annual accounts and reconciliation statement of tax already paid and tax payable as per audited accounts along with GSTR 9C.
4. What is the Penalty for the late filing of GSTR-9 form?
Late fees for not filing the GSTR 9 within the due date is Rs. 100 per day per act up to a maximum of an amount calculated at a quarter percent of the taxpayer turnover in the state or union territory. Thus it is Rs 100 under CGST & 100 under SGST, the total penalty is Rs 200 per day of default. There is no late fee on IGST.
5. What are the details required in the GSTR-9 form?
Sl no Parts of the GSTR-9 Information required
1 Part-I Basic details of the taxpayer. This detail will be auto-populated.
2 Part-II Details of Outward and Inward supplies declared during the financial year (FY). This detail must be picked up by consolidating summary from all GST returns filed in the previous FY.
3 Part-III Details of ITC declared in returns filed during the FY. This will be summarised values picked up from all the GST returns filed in the previous FY.
4 Part-IV Details of tax paid as declared in returns filed during the FY.5 Part-V Particulars of the transactions for the previous FY declared in returns of April to September of current FY or up to the date of filing of annual returns of previous FY whichever is earlier. Usually, the summary of amendment or omission entries belonging to previous FY but reported in Current FY would be segregated and declared here.
6 Part-VI Other Information comprising details of:-GST Demands and refunds,-HSN wise summary information of the quantity of goods supplied and received with its corresponding Tax details against each HSN code,-Late fees payable and paid details and-Segregation of inward supplies received from different categories of taxpayers like Composition dealers, deemed supply and goods supplied on approval basis
Written by Priyanka Malohtra
- Published in Starting a business
The conversion of a Private limited company into One Person Company is authorized under the Companies Act, 2013. A Private limited company can be converted into an LLP only if the company has a paid-up capital less than Rs.50 lakh and an annual turnover below Rs. 2 crores for the past three consecutive years.
Advantages of One Person Company
Limits Director’s Liability:
Every business needs some form of investment to keep the business alive, and mostly they go for procuring loans. Unlike other forms of company structure, the liability of OPC is limited to the extent of his shares in the company. Hence, only the amount invested in the business would be lost; all personal assets would be safe.
A sole proprietorship company cease to exist after the death of the business owner. But, in case of an OPC which operates as a separate legal entity would pass on the nominee director and continue to exist.
OPC is completely controlled and managed by a single owner with few compliances to be followed. So, annual filings are much reduced, as is work relating to share certificates and the statutory registers.
DOCUMENTS AND INFORMATION REQUIRED
1. Copy of the duly attested latest financial statement;
2. Affidavit confirming that all the members of the company have given their consent for conversion, the paid up capital of the company is Rupees 50 lakhs or less and turnover is less than Rupees 2 crores in the immediately preceding year( I WILL PROVIDE THIS DRAFTS)
3. List of Member and Creditors;
4. NOC from every creditors;
5. Details of person who will be sole member of the OPC subsequent upon conversion;( with id , residence proof, PAN, mobile no., email id, education qualification)
6. Details of nominee (with id ,residence proof, PAN, mobile no. email id, education qualification)
7. Consent of Nominee in FORM INC-3( I WILL PROVIDE THIS)
8. Copy of Board resolution and minutes of members meeting( I WILL PROVIDE THIS)
9. Altered MOA and AOA( I WILL PROVIDE THIS)
- Published in Starting a business
WORLD MANUFACTURER IDENTIFIER (WMI)
Globally, automotive manufacturers utilize a numbering system called the Vehicle Identification Number (VIN) to uniquely identify a vehicle. The VIN comprises of 17 characters that uniquely identifies the vehicle as provided in ISO 3779 and ISO 4030. The first 3 characters of VIN that uniquely identifies the manufacturer of the vehicle is called the World Manufacturer Identifier (WMI). The next 6 characters of VIN is known as the Vehicle Descriptor section and the last 8 characters is known as the Vehicle Indicator Sector.
BIS being the National Standards Body of India and the member of the International Organization for Standardization, acts as the WMI coordinator in India and issues the WMI code to vehicle manufactures in India after these are assigned by Society of Automotive Engineers Inc., USA, the international agency responsible for the maintenance of the WMI codes. BIS charges a nominal fee of Rs 5000/- + applicable Taxes for this service.
Procedure for WMI Registration Procedure for WMI Registration
• Receipt of the application & Verification of supporting documents
• Proposal of WMI code as per the series and entry of the same in the BIS database
• Registration with SAE International, USA
• Confirmation letter from SAE International
• Communication of WMI to the applicant firm
CHECKLIST FOR WORLD MANUFACTURER IDENTIFIER (WMI & VIN)
1. Name, address of the firm and location of the manufacturing unit;
2. Photocopy of Certificate of incorporation, Memorandum and Article of
Association (MOA & AOA);
3. Photocopy of MSME UDHYOG AADHAR;
4. Installed capacity and number of vehicles manufactured per year( or proposed
capacity if manufacturing not yet started), along with the technical details of the
vehicles, brand name etc (model-wise);
5. Whether you are using any Coding system at present, if yes, its details;
6. Number of vehicles to be produced in the current year (proposed).
7. Details of top management along with designation;
8. Details of vehicle type- Trailer/ Truck/ Bus/ Passenger car/ Motorbike/ etc
9. Detail of VDS and Section of VIN along-with drawings ( we will design this with
10. Draft application, resolution and supporting documentation ( we will provide
To apply for a WMI code download: APPLICATION FOR WORLD MANUFACTURER IDENTIFIER (WMI) CODE
Components of VIN Components of VIN
VIN contains 17 digits
1-3 digits = World Manufacturer Identifier Number (WMI)
4-9 digits = Vehicle Descriptor Section (VDS)
10-17 digits = Vehicle Indicator Section (VIS)
Where Section 169 of the Companies Act, 2013 section 284 of the Companies Act, 1956 deals with the removal of Directors. As per Section 169 of the Companies Act, 2013, the right of the shareholder to remove a director in the general meeting through an Ordinary Resolution is a legal right. This right cannot be curtailed by any of the provision of the MOA/AOA or any other document or agreement.
Private Limited company is empowered to remove its directors before the expiry of their term, the powers of which is vested with the shareholders. This article deals with the process of removal of directors in a company. Non-compliance with any of the stipulated processes can make the decision void if appealed in a court.
There are three possible cases during the removal of a director:
Where the Director himself gives his resignation
The concerned director submits his resignation to the Board. In this case, the following steps will be taken to remove his name from the register of directors:
- The company will hold a Board Meeting by giving 7 days of clear notice (Clear notice means 21 days notice excluding the day on which the notice was sent and received.)
- When the Board meets, will discuss amongst themselves and decide whether to accept the resignation or not.
- Once the Board accepts the resignation of the director they will pass a Board resolution accepting the resignation in the following way:
- “RESOLVED THAT the resignation of <Director name> be and is hereby accepted with immediate effect <Date>. <Download Format>
- “FURTHER RESOLVED THAT the Board places on record its appreciation for the assistance and guidance provided by MR. XYZ during his tenure as Director of the Company”
- “RESOLVED FURTHER THAT directors of the company be and are hereby jointly authorized to do all the acts, deeds and things which are necessary to the resignation of an aforesaid person from the directorship of the Company
- After the passing of the resolution, form DIR – 11 has to be filed by the outgoing director along with the Board Resolution, Proof of delivery of the resignation letter and copy of the resignation letter.
- While the filing of DIR – 11 is the responsibility of the director, form DIR – 12 is the responsibility of the company which has to be filed with the Registrar of Companies along with the Resignation letter and the Board Resolution.
- After filing all the forms, the name of the director will be removed from the master data of the Company on the Ministry of Corporate Affairs website.
To remove a Director suo-moto by the Board
A Company has the authority to remove a Director by passing an Ordinary Resolution, given the Director was not appointed by the Central Government or the Tribunal.
- A Board Meeting will be called by giving seven days’ notice to all the directors. A special notice will go to the directors informing them about the removal of the director.
- On the day of the Board Meeting, a resolution for the holding of an extraordinary general meeting will be passed along with the resolution for the removal of the director subject to the approval of the shareholders.
- A general meeting will be held by giving 21 days clear notice. In the meeting, the members will be asked to vote on the matter. If the majority is in favor of the decision, the resolution will be passed.
- Before the passing of the resolution, an opportunity of being heard will be given to the director.
- After the passing of the resolution, the same procedure will be followed, and the forms DIR – 11 and DIR – 12 will be filed along with the same attachments of the Board Resolution, Ordinary Resolution.
- After the filing of the forms, the name of the director will be struck off from the Ministry of Corporate Affairs website.
In case the Director does not attend three Board Meetings in a row
As per section 167 of the Companies Act, 2013 if a Director does not attend a Board Meeting for 12 months, starting from the day on which he was absent at the first board meeting even after giving due notice for all the meetings, it will be deemed that he has vacated the office and a Form DIR – 12 will b filed on his name and his name will b removed from the Ministry of Corporate Affairs.
Consequences of not or late filing of FORM DIR-12:
If the company not filed the e-form DIR-12 within 30 days of appointment/Resignation, then penalty will be applicable as follows;
- Up to 15 Days then One time of actual Govt Fees
- More then 15 Days – 30 Days then 2 times of Actual Govt Fees
- More then 30 Days – 60 Days then 4 times of Actual Govt Fees
- More than 180 Days then 10 times of Actual Govt Fees
If company fail to file DIR 12 within 300 Days from date of passing a resolution then company need to pay 12 times of Actual Govt Fees plus Compounding offense.
- Notice Calling Board Meeting:
Date of issue of Notice
Name of Director
Address of Director
NOTICE FOR THE MEETING OF THE BOARD OF DIRECTORS OF Name of Company———————- LIMITED
Dear Mr. Name of Director,
Notice is hereby given that a meeting of the Board of Directors of the Company shall be held as per the following schedule:
Date: of Meeting
Time: of Meeting
Venue: of Meeting
The agenda for the meeting is enclosed.
You are requested to make it convenient to attend the above meeting.
For Name of company LIMITED
Name of Director
Add: of Director
- AGENDA OF BOARD MEETING:
AGENDA FOR THE MEETING OF BOARD OF DIRECTORS TO BE HELD ON
————DAY OF———-MONTH, 2014 AT ————-TIME OF MEETING
AT ADDRESS OF PLACE OF MEETING
- To Appoint Chairman of the meeting.
- To Grant leave of absence.
- To Confirm minutes of the previous Board Meeting.
- To ADD MORE AGENDA’S ACCORDING TO REQURIEMENT
- To give Vote of Thanks.
Name of Director
Add: of Director
- ATTENDENCE SHEET OF BOARD MEETING:
ATTENDANCE SHEET OF THE MEETING OF BOARD OF DIRECTORS OF M/S NAME OF COMPANY LIMITED HELD ON ———DAY OF————MONTH OF, 2014 AT REGISTERED OFFICE OF COMPANY.
- Name of Director
- Name of Director
- Name of Director
- If any;
- LEAVE OF ABSENSE:
Mr. Name of director who is on leave
Address of Director.
Date of Leave of Absence before Meeting
The Board of Directors
M/s NAME OF COMPANY LIMITED
ADDRESS OF REGISTERED OFFICE
Subject: Leave of Absence
With reference to the board meeting of the company to be held on date of mewing, it is hereby submitted that due to preoccupations, I am not in a position to attend the same. You are requested to grant the leave of absence.
Name of Director who is on leave
Address of Director
- RIGHT ISSUE RESOLUTION OF BOARD MEETING:
CERTIFIED COPY OF RESOLUTION PASSED IN THE BOARD MEETING OF DIRECTORS OF NAME OF COMPANY LIMITED HELD ON ———-DAY OF—————MONTH, 2014 AT PLACE OF MEETING.
“RESOLVED THAT in pursuance of Section 62 of the Companies Act, 2013 read with The Companies (Share Capital and Debenture) Rules, 2014 the approval of the Board be and is hereby accorded to the Company to issue ————-No. of equity shares of Rs. ———— each (hereinafter referred to as new shares) of an aggregate nominal value of Rs. ———————————(Rupees in Word), for cash to the shareholders at a premium of Rs. —————(if any) per share determined by the Chartered Accountants firm, which was accepted by the Board of Directors as reasonable and in the interest of all concerned, such issue to be made on the following terms and conditions:-
- The issue of shares will be made in the proportion of one new share for every one equity share held on DATE OF MEETING.
- The said offer to the members shall be made by an offer letter which shall indicate the number of shares held by each member and the number of shares to which each is entitled as rights shares, the value per share and the total amount due in case the offer of shares is accepted in full.
- The aforesaid offer shall be valid upto the MAXIMUM 30 DAYS , and includes a right exercisable by the person to whom the aforesaid offer being made to renounce the new shares offered to him in favour of any other person.
- The offer after the expiry of the MAXIMUM 30 DAYS FROM MEETING or on receipt of earlier intimation from the person(s) to whom such notice was given that he declines to accept the new shares offered, the Board of Directors of the company be authorized to dispose of unsubscribed part of the new shares in such manner as they think most beneficial to the company.
- The Equity Shares so issued shall upon allotment have the same rights of voting as the existing equity shares and be treated for all other purposes pari-passu with the existing equity shares of the Company and that the equity shares so allotted during the financial year shall be entitled to dividend, if any, proportionately in the year of the allotment of these shares.
- The allotment of further shares to Non-Residents members shall be in accordance with the Regulations issued by the Reserve Bank of India under the Foreign Exchange Management Act, 1999.
- Share Certificates shall be issued to those to whom the further new shares are allotted within the time prescribed in the Companies Act, 2013.
RESOLVED FURTHER that the Board of Directors be and is hereby authorize to take all steps to implement the above resolutions, finalize and issue the letter of offer of rights and take all actions in connections with the further issue and allotment of shares to the members and others where applicable”.
Certified true copy
For NAME OF COMPANY Limited
NAME OF DIRECTOR
ADDRESS OF DIRECTOR
- SHARE APPLICATION FORM:
|From:||NAME OF SHARE HOLDER
ADDRESS OF SHARE HOLDER:
|To:||The Board of Directors,
NAME OF COMPANY,
|ADDRESS OF REGISTERED OFFICE|
We hereby apply for the _________Shares of the Company, having a face value of Rs __/- per __, as stated below in BLOCK 3. We have remitted the amount specified in Block 5 being the amount payable on application @ Rs ——-/- per equity share (inclusive of share premium of Rs—————-/- per share).
We agree to accept the equity shares applied for or such lesser number as may be allotted to us by the Company subject to the terms and conditions set forth in letter of offer and mutually agreed between us and the and the Company subject to the provisions of Foreign Exchange Management Act, 1999 and the Rules /Regulations/Notifications/Guidelines issued by the Govt of India/Reserve Bank of India in this behalf and the provisions of the Companies Act, 2013 and the rules and regulations made thereunder and the provisions of the Memorandum and Articles of Association of the Company, this Application Form, Share Certificates and any other Law, Rules and Regulations and other documents as may be relevant/applicable, if any,
We undertake that we will comply with the aforesaid as may be applicable to us from time to time and will sign all such other documents and do all such other acts, deeds and things, if any, that may be necessary on our part in this regard and to enable us to be registered as the holder(s) of the equity shares which may be allotted to us by the Company. We authorize you to place our name(s) on the Register of Members of the Company as the holder(s) of Equity Share(s) that may be so allotted to us.
We hereby enclose Board Resolution authorizing the investment as give below:-
|REGD. FOLIO NO.
|NO. OF EQUITY SHARES HELD
|NO. OF EQUITY
SHARE (S) APPLIED
@ Rs 275/- PER EQUITY SHARE
|AMOUNT PAID ON APPLICATION
@ Re. 275/- PER EQUITY SHARE
|Amount paid (Currency and also equivalent Rs. in Words)|
(Name of Bank and Branch)
|By Cheque / Draft / T.T.
Wire transfer /
|Payable at/transferred to
(Name of Bank and Branch)
SIGNATURE (with Company stamp/seal)
Specimen signature of applicant
- REJECTON FROM EXISTING SHARE HOLDER:
Date: (______) (14th May onwards)
The Board of Directors,
Name of Company,
Register office address of company
Subject: Non-acceptance of offer of Right Issue made to the Company
I received a letter of offer regarding issue of equity shares on right issue basis in proportion to one equity share for each equity share held by the me. I does not intend to accept this offer.
This is for your record and reference.
Name of Shareholder
Address of Shareholder
- ACCEPTANCE FOR SHARHOLDER:
Name of Shareholder
Address of Share holder
Acceptance of offer letter
- I am holder of ———–equity shares of Rs———–/- each in
Name of Company.
- I received a letter of offer from Name of Company regarding issue of equity shares on right issue basis in proportion to one equity share for each equity share held by the Company
- I intends to subscribe to —————- No. of Equity Shares new equity shares of of Rs.=———- each at a premium of Rs. —————— per share in the share capital of Name of Company by the me amounting to INR —————–.
- I intended to provide a capital injection of INR —————– in Name of Company after receiving the capital injection of ——————— from its other share holders.
Dated this day of
Name of Shareholder
Address of Shareholder
- RESOLUTION FOR ALLOTMENT OF SHARES:
CERTIFIED COPY OF THE RESOLUTION PASSED IN THE BOARD MEETING OF NAME OF COMPANY HELD ON ————–DAY OF ———–MONTH ————YEAR, AT REGISTERED OFFICE AT ADDRESS OF REGISTERED OFFICE.
“RESOLVED THAT in terms of authority given to the Board by the Articles of Association of the Company, NAME OF SHARHOLDER be and is hereby allotted and issued ——————— (No. of Equity Shares) equity shares each having a nominal value of Rs——-/-(———- Only) at a price of Rs. ——————/- (Rupees ————————- Only) per share, -in lieu of subscription monies of Rs. ——————/- ———- received from it as per the details given below:
|Name of Subscriber||No. of shares||Dist. Nos.||Nominal Value||Certificate No.||Folio No|
RESOLVED FURTHER THAT the above equity shares so issued and allotted Name of shareholder shall be subject to the provisions of the Memorandum and Articles of Association of the Company.
RESOLVED FURTHER THAT, a letter of allotment in relation to the above equity shares issued and allotted as aforesaid be issued to name of shareholder by the Company.
RESOLVED FURTHER THAT name of directors of company or any other Director of the Company be and is hereby authorized to do all such acts, deeds and things as may be required to be done to give effect to the above resolution, including issuance of duly stamped share certificates in relation to the above equity shares issued and allotted as aforesaid to name of shareholder in accordance with the provisions of the Companies Act, 2013 and rules made there under and the Articles of Association of the Company and do all other acts consequent to the issuance and allotment, including, in particular the payment of the requisite stamp duty, for issuing duly stamped share certificates evidencing the allotment of equity shares and give such directions as may be required, necessary, expedient or desirable for giving effect to the aforesaid resolutions.”
CERTIFIED TRUE COPY
For NAME OF COMPANY
NAME OF DIRECTOR
ADDRESS OF DIRECTOR
- RESOLUTION FOR SIGNATURE OF SHARE CERTIFICATE
RESOLVED FURTHER THAT the share certificates be issued under the Common Seal of the Company, under the signature of name of directors of company, Directors of the Company, and ———————————— as authorized signatory.
Author of all avobe format – CS Divesh Goyal
FSSAI full form is basically the Food Safety and Standards Authority of India. It is the governing and regulatory body for ensuring the safety of food products delivered to the consumers. Sometimes it is also referred to as the Food Authority of India. The Food Safety and Standards Act empowers FSSAI to exercise the powers in addition to carrying out the functions specified to them by the Government of India as well as the Ministry of Health and Family Affair. The Ministry of Health and Family also acts as a consultant for the FSSAI Food License.
FSSAI, empowered by the Food Safety and Security Act of 2006, sets the standards for healthy and consumable food products based on facts backed by science. The Food Authority of India also helps regulate the storage, production, distribution as well as the sales of the food products deemed safe to consume for the buyers of these food items. In addition to this, the food regulatory body also ensures that the food products are free from impurities and adulteration.
What is FSSAI license number?
FSSAI license is basically a 14- Digit registration number which is printed on food packages.Every food item in India has to be marked with the FSSAI logo and has to display the 14 digit-license number after they have under gone the food safety checks under the Food Safety and Standards Act. In addition to this, the food regulatory body has also instructed all restaurants and food eateries enlisted on the food aggregator apps like Zomato and Swiggy to display their fssai license number on the application and also give a hygiene rating for the food prepared by the restaurant. Failure to provide the aggregation apps with the required information will lead to your restaurant business being De-listed from the apps.
How to Apply
The process of application starts with the identification of eligibility of your premise. Depending upon the installed capacity (in case of manufacturers) and/or turnover (for other Kind of businesses) and/or location, your premise may be eligible for any of the following categories:
TYPES OF FSSAI LICENSE
|Central License||State License||Registration|
|Please Note: License/Certificate can be applied for a maximum period of 5 Years.|
|Central (1 Year)||State (1 Year)||Registration (1 Year)|
|New Application||Rs. 7500||View||Rs. 100|
|Renewal Application||Rs. 7500||View||Rs. 100|
|License/Certificate Modification||Rs. 7500||View||Rs. 100|
|Duplicate License/Certificate||10% of the Applicable License Fee||View||10% of the Applicable Certificate Fee|
FSSAI ELIGIBILITY RULES
Many times as a Food Business Owner it is difficult to determine what license to go for State or Central. Here, we list down the eligibility criteria so you can look up your type of business and swiftly proceed to acquire your food license.
Basic FSSAI Registration
Basic FSSAI registration is applicable for all food businesses and related activities like storage, sales, distribution, repacking and labeling for which the annual turnover does not cross Rs. 12 lakh or for food businesses which have a maximum turn over of Rs. 12 lakh Annually.
State FSSAI License Eligibility
The following FBOs can apply for a state FSSAI license
- Restaurants and Hotels
- Meat processing Units and Slaughtering Units
- Proprietary Foods
- Food Processing Units inclusive of corresponding retailers and repackers
- Vegetable Oil Processing Units as well as Production Units
- Dairy Units inclusive of Milk Chilling units
Central FSSAI License Eligibility
The following Food Business Owners have been deemed eligible to obtain the FSSAI central license by the regulatory authority
- 5 Star Hotels and above
- All Food Businesses inclusive of retailers, distributors, suppliers, and caterers mentioned for state license could apply for the central license if their operations are at larger scale.(~20 crore or more)
- Restaurants/ Food processing and handling chains with multiple branches across various states have to obtain the Central FSSAI license for the main branch/head office
- 100 % export oriented food processing/production units
- Food processing units, relabellers, and repackers who are processing more than 2 Metric Tonnes per day excluding grains, cereals, and pulse milling units
- Refrigerated storages holding a capacity of 10,000 Metric Tonnes or more
- Wholesalers with their annual turnovers amounting to Rs. 30 Crores or more
- Food Catering services located at airports as well as seaports
Based on Annual Turnover has to either apply for simple FSSAI Online Registration in FORM A with FSSAI or apply for Licensing in FORM B.
Documents to be enclosed for New Application for License to Central Licensing Authority
- Form-B Duly completed and signed (In Duplicate) by the Proprietor/Partner or the Authorized Signatory
- Blueprint/layout plan of the processing unit showing the dimensions in meters/square meters and operation-wise area allocation (mandatory for manufacturing and processing units only)
- List of Directors/Partners/Proprietor/Executive Members of Society/Trust with full address and contact details (mandatory for companies only)
- Name and List of Equipment and Machinery along with the number, installed capacity and horsepower used (mandatory for manufacturing and processing units only)
- Photo I.D and address proof issued by Government authority of Proprietor/Partner/Director(s)/Authorised Signatory. (optional)
- List of food category desired to be manufactured. (In case of manufacturers)
- Authority letter with name and address of responsible person nominated by the manufacturer along with alternative responsible person indicating the powers vested with them viz assisting the officers in inspections, collection of samples, packing & dispatch. (for manufacturers / processors)
- Analysis report (Chemical & Bacteriological) of water to be used as ingredient in food from a recognized/ public health laboratory to confirm the portability (mandatory only for manufacturing and processing units only)
- Proof of possession of premises. (Sale deed/ Rent agreement/ Electricity bill, etc.) (optional)
- Partnership Deed/Affidavit of Proprietorship/Memorandum & Articles of Association towards the constitution of the firm. (optional) – For MoA – Three pages need to be uploaded (First page – Certification of incorporation, Second page – Authorization of food business activity and Third page – list of directors with addresses)
- Copy of certificate obtained under Coop Act – 1861/Multi State Coop Act – 2002 in case of Cooperatives. (wherever applicable)
- NOC from manufacturer (mandatory for relabellers and repackers only)
- Food Safety Management System plan or certificate (if any)
- Source of milk or procurement plan for milk including location of milk collection centres etc. in case of Milk and Milk Products processing units.(wherever applicable)
- Source of raw material for meat and meat processing plants. (wherever applicable)
- Pesticide residues report of water in case of units manufacturing packaged drinking water, packaged Mineral water and/or carbonated water from a recognised/ public health laboratory
- Recall plan wherever applicable, with details on whom the product is distributed. (optional)
- NOCs from Municipality or local body. (optional)
- Ministry of Commerce Certificate for 100% EOU
- Supporting documentary proof for Turnover
- NOC/PA document issued by FSSAI (In case of multiple documents, merge them into one document and then upload)
DAIRY UNITS INCLUDING MILK CHILLING UNITS EQUIPPED TO HANDLE OR PROCESS
1. Upload Production unit photograph 2. Blueprint/layout plan of the processing unit showing the dimensions in metres/square metres and operation-wise area allocation (mandatory for manufacturing and processing units only) 3. List of Directors with full address and contact details (mandatory for companies only) 4. Name and List of Equipments and Machinery along with the number, installed capacity and horse power used (mandatory for manufacturing and processing units only) 5. Analysis report (Chemical & Bacteriological) of water to be used as ingredient in food from a recognized/ public health laboratory to confirm the potable (mandatory only for manufacturing and processing units only) 6. Food Safety Management System plan or certificate (if any) 7. Declaration Form 8. Photo I.D and address proof issued by Government authority of Proprietor/Partner/Director(s)/Authorised Signatory. 9. Proof of possession of premises. (Sale deed/ Rent agreement/ Electricity bill, etc.) 10. Copy of certificate obtained under Coop Act-1861/ Multi State Coop Act-2002 in case of Cooperative (wherever applicable) 11. Partnership Deed/Self Declaration for Proprietorship/Memorandum & Articles of Association towards the constitution of the firm 12. Source of milk or procurement plan for milk including location of milk collection centre etc. in case of Milk and Products processing units (wherever applicable) 13. Form IX: Nomination of Persons by a Company alongwith the Board Resolution.
1. Upload Production unit photograph 2. Blueprint/layout plan of the processing unit showing the dimensions in metres/square metres and operation-wise area allocation (mandatory for manufacturing and processing units only) 3. List of Directors with full address and contact details (mandatory for companies only) 4. Name and List of Equipments and Machinery along with the number, installed capacity and horsepower used (mandatory for manufacturing and processing units only) 5. Analysis report (Chemical & Bacteriological) of water to be used as an ingredient in food from a recognized/ public health laboratory to confirm the potable (mandatory only for manufacturing and processing units only) 6. Food Safety Management System plan or certificate (if any) 7. Photo I.D and address proof issued by Government authority of Proprietor/Partner/Director(s)/Authorised Signatory. 8. Proof of possession of premises. (Sale deed/ Rent agreement/ Electricity bill, etc.) 9. Partnership Deed/Self Declaration for Proprietorship/Memorandum & Articles of Association towards the constitution of the firm 10. Form IX: Nomination of Persons by a Company along with the Board Resolution. 11. Declaration Form 12. NOCs from Municipality or local body.
- Published in Starting a business