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  • Is there a time period to issue share certificate to the shareholders?

    The company should issue and deliver the share certificates within a period of two months from the date of incorporation of the proposed company.

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  • What should be the first financial year of the newly incorporated company?

    The first financial year of a company means a period beginning from the date of incorporation and ending on 31 March of the following year.  However, if the company is incorporated on or after 1 January of the year, the financial year will be from the date of incorporation till 31 March of the following financial year.  For example, if a company is incorporate on 1 February 2019, the first financial year will be 1 February 2019 to 31 March 2020.

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  • Within what time should the first board meeting be held?

    The first board meeting should be held within 30 days from the date of incorporation.

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  • When should the first auditors be appointed for a newly incorporated entity?

    The first auditors should be appointed by the board within 30 days of incorporation of the company.  In case of failure by the board to appoint auditors, the auditors shall be appointed by the shareholders in general meeting within 90 days from the expiry of the 30 days period

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  • What should be the quorum for board meetings?

    Quorum for the board meeting for an Indian subsidiary is two directors. In case of physical board meeting, two directors should be present in person.

    Board meeting may also be held through an audio-visual means (for example, video conference) subject to compliance with conditions such as recording of the meeting, roll call, minutes of the meeting capturing the VC details, etc.  There are restrictions with respect to matters which can be approved in a meeting held through this mode.

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  • What is an Annual General Meeting (AGM)? When should a company convene its first AGM?

    Every company shall in each year hold in addition to any other meetings, a general meeting of its shareholders as its annual general meeting for adoption of audited financial statements, declaration of final dividend, etc

    The first AGM of a company should be held within a period nine-month from the date of close of first financial year.

    In any other case, within a period of six months from the date of closing of the financial year.

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  • Can AGM (Annual General Meeting) be held at a place situated outside the limit of city, town or village in which the registered office is situated?

    AGM of an unlisted company may be held at any place in India if consent is given in writing or by electronic mode by all the members in advance. However, AGM cannot be held outside India.

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  • What should be the quorum of an AGM (Annual General Meeting) of Indian subsidiary?

    Quorum for the AGM of an Indian subsidiary is two members personally present. In case of corporate shareholders, the respective shareholders would be required to authorize two different individuals to represent them in the AGM. Representation letters supported by the board resolutions would be required to be maintained in this regard

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  • Can a company maintain books of account in any place other than registered office?

    A company may maintain books of account and other relevant papers at any place in India as the board of directors may decide and the company should make a filing with the RoC (Registrar of Companies) in the prescribed form giving the full address of that other place. However, there are certain documents which are mandatorily required to be maintained at the registered office such as minutes of the meeting.

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  • Can one person simultaneously provide accounting and auditing services?

    The statutory auditor of a company cannot provide following services to the company or its holding company or subsidiary company:

    • Accounting or book keeping services
    • Internal audit
    • Design and implementation of any financial information system
    • Actuarial services
    • Investment advisory services
    • Investment banking services
    • Outsourced financial services
    • Management services
    • Other services prescribed under the rules

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