Event Based Compliances

Event Based Compliances

Add a Director

To add a Director or Designated Partner, Digital Signature must first be obtained for the proposed Director. Once, Digital Signature is obtained, the proposed Director can be added into the Company with the consent of the shareholders. To remove a Director from a Company or LLP, it is important to ensure the Company or a LLP would have the minimum required number of Director or Designated Partner after removal of the Director. If so, then the resignation letter along with the required form must be filed to effect the resignation of the Director.

Remove a Director

Power to remove directors has always been there for the shareholders. At the end of the day the Directors are responsible for the day to day activities and are always answerable to the shareholders.
Shareholders can remove any Director ahead of his tenure except any director appointed by Tribunal for prevention of oppression and mismanagement u/s 242
And a director appointed under the principle of proportional representation u/s163. Right of shareholders to remove a Director in th general meeting through a ordinary resolution is a legal right. This legal right cannot be damaged or taken away by any MOA,AOA or agreement.

Add a Partner

A person to be admitted as partner to the LLP with the consent of other partners of the LLP with its mutual rights and obligations to be determined vide agreement entered into the LLP and with its other partners. LLP shall file eForm 4 for change in partner and eform 3 for amendment in LLP Agreement with Registrar within 30 days of admission of new partner pursuant to provisions of Section 25 of the LLP Act 2009.

Remove a Partner

In case the LLP agreement does not have a restriction clause, then a partner of LLP can resign from the LLP by providing notice of resignationin writtingnot less than 30 days to the other partners in the LLP.
In the below cases a LLP partners would automatically cease to be a partner in LLP.

  • If the partners is declared Insolvent
  • If the partner is declared of unsound mind
  • Death of Partner
  • Dissolution of LLP

Change Company Address

Every business organization has a principal place of business activities, which in case of a company called its registered office. The address of the situation of the registered office is very important from general public, shareholders, customers and various other points of view. Every company is governed in accordance with the provisions of the Companies Act, 2013, therefore, it is mandatory for all companies to keep the Registrar of Companies informed about the location of the registered office and changes thereto from time to time. Promoters of the Company decide the State in which the registered office shall be situated.

Change in Address can be as below :

  • Change in registered office from one place to another place within the limits of the same city, town or village
  • Change in registered office to a place outside the local limits of the existing place but within the same State under the jurisdiction of the same Registrar of Companies.
  • Change in registered office to a place from the jurisdiction of one Registrar to that of another Registrar within the same State.
  • Change in registered office from one State to another State.

Change in LLP address

The registered office of a Company or LLP can be changed within the local limits of any city, town or village where such office is situated by just giving a notice to the concerned Registrar within 30 days after the date of the change. But a special resolution will be required if the change of the registered office is from one village, town, etc., in the same state. Where the place of registered offices is to be altered from one State to another State, the Company or LLP may do so by passing special resolution and getting confirmation of the Company Law Board. The Company or LLP is also required to give an advertisement in the newspapers indicating the change proposed to be made and also a notice is to be given to the State Government when it is proposed to transfer the registered office from one State to another. A change to the registered business office address can be required due to various reasons. Further, the formalities and process for changing the Registered Office of the Company or LLP will depend on if the Company or LLP is changing address within the same city/town/village or if the Company is changing address between city/town/village of if the Company is changing the Registered Office between States.

Change Company/LLP name

The name of a company or LLP can be changed by the promoters at anytime after incorporation. Some of the major reasons for change of company name are business model change, change of promoters, rebranding, etc., To change the name of a company, shareholders approval is required along with approval from the Ministry of Corporate Affairs. The change of name of a company or LLP however has no impact on the legal entity or its existence. Hence, all assets and liabilities of the entity would continue, while only the name of the company would have been changed. Change of company name requires passing of a board resolution, obtaining name approval from MCA, passing of a special resolution and applying for approval of new company name to the MCA. If the MCA accepts the application, a new certificate of incorporation is issued. After obtaining the new certificate of incorporation, changes must be made to incorporate and change the MOA and AOA of the company as well.

Change in Authorised Capital

The authorised share capital of a company is the maximum amount of share capital that the company is authorized to allocate to its shareholders. No company has a right to issue shares exceeding the authorised capital. But when the business is on the rise, and there is need for more investment then the law has given the right to increase the authorized capital and ask for more investment.

Change in LLP Agreement

The Limited Liability Partnership (LLP) Agreement is the charter of the LLP, similar to the Memorandum of Association and Articles of Association for a private limited company. It defines the scope and extent of the LLP's operations as well as the rights, duties, obligations of the partners. Altering the agreement is straightforward. All you need to do is pass a resolution approving the revision in the LLP Agreement. The second step is to file Form 3 with the Registrar within 30 days of the amendment in the agreement.

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