Procedure for Increase in the Authorised Share Capital
Section 61 (1) (a) of the Company’s Act, 2013 stipulates that a limited company having share capital may, if so authorised by its Article of Association (AOA), alter its memorandum (MOA) in its general meeting to increase its authorised share capital by such amount as it thinks expedient.
Procedure for Appointment of Managing Director or Whole Time Director
As per Section 2(54) of the Companies Act 2013, “Managing Director” means a director who, by virtue of the articles of a company or an agreement with the company or a resolution passed in its general meeting, or by its Board of Directors, is entrusted with substantial powers of management of the affairs of the company and includes a director occupying the position of managing director, by whatever name called.
Procedure for Appointment of Chief Financial Officer
Every listed company and every other public company having a paid-up share capital of ten crore rupees or more shall have whole-time key managerial personnel:
o Managing Director, or Chief Executive Officer or Manager and in their absence, a Whole-time Director;
o Company Secretary; and
o Chief Financial Officer
[Section 203 of Companies Act 2013 read with Rule 8 of The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014]
Procedure for Alteration of Article of Association of a Company
Articles means the Articles of Association of a company as originally framed or as altered from time to time or applied in pursuance of any previous company law or of this Act [Section 2(5) of the Companies Act, 2013]
Procedure for Conducting Annual General Meeting (AGM)
Every company other than a One Person Company shall in each year hold in addition to any other meetings, a general meeting as its annual general meeting and shall specify the meeting as such in the notices calling it, and not more than fifteen months shall elapse between the date of one annual general meeting of a company and that of the next. [Section 96 of the Companies Ac t, 2013]
Procedure for Conducting Board Meeting Through Video Conferencing
Every company shall hold the first meeting of the Board of Directors within thirty days of the date of its incorporation and thereafter hold a minimum number of four meetings of its Board of Directors every year in such a manner that not more than one hundred and twenty days shall intervene between two consecutive meetings of the Board [Section 173(1) of the Companies Act, 2013]
Procedure for Passing a Board Resolution by Circulation
The Act requires certain business to be approved only at Meetings of the Board.
Procedure for Conducting a Board Meeting
• Every company shall hold the first meeting of the Board of Directors within thirty days of the date of its incorporation and thereafter hold a minimum number of four meetings of its Board of Directors every year in such a manner that not more than one hundred and twenty days shall intervene between two consecutive meetings of the Board.
Procedure for the Appointment of Company Secretary
Company secretary or secretary means a company secretary (CS) as defined in clause (c) of sub-section (1) of section 2 of the Company Secretaries Act, 1980 who is appointed by a company to perform the functions of a company secretary under this Act
Procedure for Resignation of Director
A director may resign from his office by giving a notice in writing to the company and the Board shall on receipt of such notice take note of the same and the company shall intimate the Registrar in Form DIR-12 and shall also place the fact of such resignation in the report of Directors laid in the immediately following general meeting by the company. [Section 168 (1) of the Companies Act, 2013]