Advocate Sanjay Lalit

Questions Answered by Advocate Sanjay Lalit

Q: Received show cause notice for not submitting report on time

We have received a Show Cause Notice from ROC under Section 233B(7) of the Companies Act, 1956 regarding filing of Cost Audit Report with Central Government for the financial year ended on 31.03.2012, 31.03.2013, 31.03.2014 and 31.03.2015. How should I proceed for compounding the offence or if I get the Report from Cost Auditor in back date then is it possible to pray the ROC for allowing us to file this Report as it was inadvertently left out at cost. Kindly guide with procedure and legality. Thanks

Advocate Sanjay Lalit answered
Question: We have received a Show Cause Notice from ROC under Section 233B(7) of the Companies Act, 1956 regarding filing of Cost Audit Report with Central Government for the financial year ended on 31.03.2012, 31.03.2013, 31.03.2014 and 31.03.2015. How should I proceed for compounding the offence or if I get the Report from Cost Auditor in back date then is it possible to pray the ROC for allowing us to file this Report as it was inadvertently left out at cost. Kindly guide with procedure and legality. Thanks You need to go for compounding

Q: Hypothecation & mortgage of charge bank asking to create new charge

On 20.04.2016 we had a Hypothecation Deed for Consortium for Rs. 353.00 cr & created a Charge with ROC on 24.05.2016. As per Sanction terms, we entered into Mortgage by way of Memorandum of Deposit of Titles for that same Consortium Lending. Bank says that this is fresh documents and we need to create a new charge but if we create a new charge then 2 charges of Rs. 353 crores will be reflecting in ROC while the actual scenario is that the lending amount is only Rs. 353.00 crores. Kindly guide as per law what will be the case. Whether we need to create separate charge or modify the charge

Advocate Sanjay Lalit answered
As per your abovesaid query:On 20.04.2016 we had a Hypothecation Deed for Consortium for Rs. 353.00 cr & created a Charge with ROC on 24.05.2016. As per Sanction terms, we entered into Mortgage by way of Memorandum of Deposit of Titles for that same Consortium Lending. Bank says that this is fresh documents and we need to create a new charge but if we create a new charge then 2 charges of Rs. 353 crores will be reflecting in ROC while the actual scenario is that the lending amount is only Rs. 353.00 crores. Kindly guide as per law what will be the case. Whether we need to create separate charge or modify the chargeI opine that 2nd time charge should be a modification only as you have taken money at one time only from bank

Q: Received legal notice for not serving the notice Period in IT company

Actually after giving notice period in my company I requested my organization to relieve me in 15 days but they asked me to serve 2 months notice which is official too in the offer letter. But due to some emergency I left in 15 days after submitting the company laptop to Network person and thereafter they have sent few mails and called me for my whereabouts and now got legal notice to pay 1,75,000 Rs in a week. I have already replied in emails and asked them give me 2-3 months to arrange the money.. Thnx

Advocate Sanjay Lalit answered
Yes you can get time for your below query. You can consult me for more detailsActually after giving notice period in my company I requested my organization to relieve me in 15 days but they asked me to serve 2 months notice which is official too in the offer letter. But due to some emergency I left in 15 days after submitting the company laptop to Network person and thereafter they have sent few mails and called me for my whereabouts and now got legal notice to pay 1,75,000 Rs in a week. I have already replied in emails and asked them give me 2-3 months to arrange the money.. Thnx

Q: What is the process for winding up of a company

we have a PVT ltd comp,2 directors, me & my friend, we started a educational business in 2011, have taken a franchise.We are in total loss, we never were in profit, how we can close the business, as we are due to pay service tax, Tds, but have no money, if we close we have to pay the penalty to the franchiser and not sure if my partner is too keen - this is the main reason we are not able to close. we are in total mess - currently the business is run by the land lord of the place.- what are are the options, can I opt out, sell my shares(I am 60% & Partner is 40%)what else we can do should do?

Advocate Sanjay Lalit answered
In order to close the business, you need to first settle for clearing the liabilities of like service tax, Tds, and dues to the franchiser for voluntary winding up. FOr creditor winding you can take the help of some of your creditors. One option may name struck off from ROC records and making your company a dormant company.. You can consult me for more legal feasible route and other details

Q: Is it necessary for executive directors to be on board of directors

Hi! Can a private limited company in India have a executive director working for it who is NOT a member of the Board of Directors? i.e. To be working as a director in a company, do you necessarily need to be on the board of directors? Whatever answers are provided, kindly provide the relevant authority (Section,provision, Case etc)

Advocate Sanjay Lalit answered
Your query is being answered in brief as under:Can a private limited company in India have a executive director working for it who is NOT a member of the Board of Directors? Normally executive director are part of and member of the Board of Directors , if there appointment is made in accordance with the Companies Act, 2013.In some companies Direction is a Designation and appointment of is not made in accordance with the Companies Act, 2013, then in that case there can be a director who is NOT a member of the Board of Directors. To be working as a director in a company, do you necessarily need to be on the board of directors? Whatever answers are provided, kindly provide the relevant authority (Section,provision, Case etc)Director are normally member of the Board of Directors , if there appointment is made in accordance with the Companies Act, 2013.In some companies Direction is a Designation and appointment of is not made in accordance with the Companies Act, 2013, then in that case there can be a director who is NOT a member of the Board of Directors.