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corporate lawStart a Discussion on Corporate Law of India (any of one can also ask question in this page and any one can answer it)


107 Responses to “Discussion Forum on Corporate Law”

  1. Arvind

    In a Private Limited Company, where there are only two owners, one with 51% shares and other with 49% shares. Can CEO/MD be decided without consent of 49% share holder?

    Reply
  2. Karthik Shenoy

    Can a Section 8 Company and a Private Ltd., Company have same directors on Board?

    Some points to consider

    Both the companies run parallel to each other supporting a development cause. While the private company takes care through commercial / sponsoring funds or may be sales also in few processes.

    As this developmental project needs to utilise both CSR as well as Commercial funds for its overall sustainability.

    I would appreciate if someone gives me an answer to this so that i can plan thing accordingly

    Thank You.

    KS

    Reply
  3. AMBAREESH

    In Bank there are 2 types of Mortgages. Simple Mortgage & Registered Mortgage. If Borrower takes loan using Simple Mortgage loan by Depositing Original Title deed of his Property with Creditor Bank & Defaults it, Any rule under indian Law Mandates the Bank to register the Mortgage in Registrar office?. Encumbrance Certificate doesn’t show any Encumbrances unless it is registered. There are chances that Borrower could sell the same property using Certified copy to 3rd Party. I came across the same kind of situation and I am in Legal dispute with the Bank. Can someone please guide me.

    Reply
    • K. PHANI KUMAR

      if it is equitable mortgage by depositing the original title deeds, it is not compulsorily to be registered. However, most of the banks are practicing the register of memorandum of Deposit of title deeds.If it is a registered mortgage( with out depositing the title deeds) , then it has to be registered .

      And, with regard to the equitable mortgage , even it is not registered, the said equitable mortgage will carry eve after the said equitable mortgage any transactions are taken place. That means any further transactions are subject to the prior equitable mortgage. No need to worry. Selling the properties showing certified copies of the documents is not legitimate , and before registering a sale deed the Sellors original documents are compulsory. Other than these legal procedures , it is illegal, and the Hon’Ble Courts only decide thematters.

      K. PHANI KUMAR
      ADVOCATE

      Reply
      • AMBAREESHA

        In case of the Default by Borrower, A suit instituted by a creditor (which term includes a decree-holder whether he has or has not applied for execution of his decree) needs compulsory Registration?? Please reply.

        Reply
  4. Gaurav Sood

    Does the law of the land anywhere grant unbridled rights/ powers to Independent Director to seek any information / documents from the Company or its Officers?

    Can an Independent Director compel a company to divulge its Trade Secrets, confidential commercial Information and documents in his rights as a Director of the Company?
    Example: Can an Independent Director of Coca Cola Company (in the context of Indian Law), demand that the secret recipe / formula of Coke be disclosed to him/ her?

    May kindly elaborate the statutory rights and limitations on the Powers of Independent Director in this regard.

    Reply
  5. s m

    Hi,

    Need help. I have accepted the offer to join a company in a month’s time. As a commitment document, the company has taken my marksheet. Also, I have signed a legal document that said that incase I don’t join the company, I will have to pay Rs.30,000. Now, the issue is I am unable to join. What should I do?

    Reply
  6. needhelp

    Hi,

    Need your expert advice on the following – My company has been on a retrenchment spree and downsizing itself. The issue is in the appointment letter it states 3 months notice or 3 months salary on either sides during separation. But currently it has been offering only 2 month’s salary as settlement. How should one proceed and settle this amicably?

    Thanks.

    Reply
  7. Kunjumon

    Rights issue – As per the new corporate law rights issue can be approved by 51% of shareholders, my AoA was written before the new corporate laws came into place, the AoA required 75% equity approval for raising capital and rights issue therein. Please advise, if the new Corporate law can be taken into account and 51% of the shareholders can approve the raining of capital and rights issue.

    Reply
    • Mandar

      Broad Process to be followed in case of Right Issue : –
      Issue notice in writing to every Director at least seven days’ before convening the Board meeting. [Sec 173 (3)]
      Convene a Board Meeting
      Pass a Board resolution for approving “Letter of offer”.
      The offer letter shall include right of renunciation also.Dispatch Letter of offer to all existing shareholders through registered post or speed post or through electronic mode at least three days before the opening of the issue.
      Receive acceptance, renunciations, rejection of rights from shareholders.Issue notice in writing to every Director at least seven days’ before convening the Board meeting. [Sec 173 (3)]
      Convene a Board MeetingPass Board resolution for approving allotment and issue of shares.
      File with Registrar a return of allotment in E-Form PAS-3 within 30 days of allotment of shares
      File E-form MGT 14 within 30 days of Issue of securities.

      Reply
    • muthu

      The company shall comply with the AOA and need to pass the Special Resolution. The stringent provisions will prevail. In the same meeting the company may alter the AOA for removing the 75% equity approval.

      Reply
  8. Kunjumon

    Two partners took 30% and 13% of equity from my startup and they never paid for the equity transfer, I believe that equity taken without payment of consideration is illegal/null-void. Please let me know the process of reclaiming the equity

    Reply
  9. Nilesh

    I was working for a App development company I worked there for around 3 years then later before 10 months I resigned from there with a reliving letter. Then I started my own App development company and all the customers of previous company are on my social media (Facebook/ LinkedIn) so they came to know about my startup and it become viral among all. Then later I received a legal notice from my previous company that this is a crime you can not start your company you have stolen our IP (its a service business not a product that we have stolen IP many more companies are doing same) and you have taken our database and all the points in notice are mentioning the claws written in appointment letter (which I have never received and signed). Later they started writing wrong mails to our client Can I do counter case on them?
    What will be the things I need to know before and what points I can mention in Counter case?

    Reply
    • RAJESH KUMAR VERMA, ADVOCATE

      your previous employer perhaps alleged that you violated its intellectual property rights … which it has to prima facie establish in court to restrain your operations … the act of send wrong emails to your client by your previous employer is an act of defamation and it can be restrained order from indulging in such activities and you can also seek compensation ..

      Reply
  10. mamata mayee sahu

    i am working as a teacher since 1991.my documents was verified by the dpi & govt 3 times or more.then my post was approved in 1994 for govt salary.since then i had got my salary .but the govt held up my salary since oct 2014 & complined that those documents verified by him was fradulent.i have filed a case in high court in orissa.but the judge defy the case & adjourned the case 3 times.what should i do!

    Reply
  11. jeni

    my husband and his uncles run a public ltd company. the balance sheet shows profit. my husband transfered his shares to them without getting any money. now they refuse to give money for past 1 1/4 years. how to get money from them

    Reply
    • Mandar

      Transfer of shares without consideration is void.

      Kindly refer to the said case :- Shri Praveen Bhargava And Ms. … vs Calcutta Phototype Co. Ltd., Mrs. … on 21 May, 2007

      Equivalent citations: (2008) 1 CompLJ 345 CLB

      Bench: V Yadav

      Reply
  12. Global Corp.

    I had an webdesign firm in Gujarat,one of my client from Surat asked me to refund my money as they think that amount for Hosting & renewal charges are higher as comparable to other firms.Since we dont have any agreement with him but an consultant of our competitor company want my client to use their service so he was forcing hime to ask for refund,so can he take any legal action against me .Total cost was 7500 which inclues Hosting & Domain renewal,SEO ,Premium Listing & Redesigning cost after excluding all premium service we had planned to refund 5000 to him but consultant said me that he will take this issue to court.
    Thank You

    Reply
  13. Ranjan

    Sir,
    I have worked in a company “A” from 2009 to till date. They are paying irregular salary from march 2013. Till date i have pending salary of 11 months. Now I want to leave the company , Now company is telling (verbally) that till march 2013 i will get relieving letter and from March 2013 to till date from a another company “B”. Company is ready to provide the appointment letter from company “B” as well as reliving letter also. Now company does not provide any written to pay pending salary while relieving and not willing pay PDC .

    Will it possible suit a legal case for the same.

    Reply
  14. misha bhalla

    i came across a similar query on helpmepapa.com so i will suggest you to try it out once dere . the best of professionals solve the problem within 2-3 hours and that too for free.

    Reply
  15. Vijeta Nathani

    Please Let me know, if you know anything about my following query..
    If a Director resigns on 31/03/2014; Can he Sign the financial Statements of FY 2013-2014. And if New Director gets appointed on 31/3/2014 or 01/04/2014, Can he sign the financial statements of FY 2013-2014? Kindly Reply along with the provisions or Sections related to it.
    Regards,
    Vijeta

    Reply
    • Neelima

      Hi Vijeta

      Only those directors who held directorship in the company on the day when its balance sheet is approved can sign it. Balance Sheet date and date of approval of Balance Sheet both are different things. So in your case, the new director can sign the Balance Sheet.

      Reply
  16. Aman

    First of all, thanks for creating this discussion forum.

    my question is i want to start one classified online business which will help people to post their requirements and products for sell online free of cost, i do not hire any employee as system is automated. people can directly contact to sellers and sellers can directly contacts to buyers. but somewhere for premium ads i will charge bit amount to sellers. not to buyers.

    pls tell me what are the documents would be required for business registration under indian company law and whats ID’s would be required like tax, sales or service id.. if is there any other law applicable on this type of business?

    pls let me know so i will follow the process.

    thanks
    aman

    Reply
  17. sanjay pal

    i am running my own trading co. and now i want to apply for vat no. and there is need of two surity for applying vat no., i don’t have any known person in new city, what to do kindly help me.

    Reply
  18. jay

    Can anyone provide me format of attachment of indebtness of section 25 company which is to be attached with form 21A annual return

    Reply
  19. Ranjeet Passi

    Thomson Reuters offers an advanced program in Contract Drafting, Negotiation & Dispute Resolution is designed for Entrepreneurs, consultants, academicians & senior professionals from functional areas of Legal, Operations, Finance, HR etc. To attend free information click now!

    Reply
  20. gourav

    R/sir
    i want to know that my father was running a private ltd company as md and his two brothers are directors and other family members are shareholders in this private ltd comany my father was died on 2/2/2010 and the two directors have not change any record , i want to transfer the property of this private ltd company on my name as a legal heir sshold it is possible to do so .

    Reply
  21. m sunil

    we have got a work order for construction of warehouse for one mumbai based company. the work has over run the cost as per the work order given by company for which they have issued the extension of work but no time extension was granted but confirmed verbally . Now they are not making the payment and giving the reason for delay in work and want to deduct the LD.

    in general now a days companies have adopted this practice of not paying after the work is over. how to tackle such issue since big company fail to pay small contractor and company after taking work from them by raising false issue.

    Reply
  22. rajesh khanna

    our club was incorporated in 1913 and as section 25 company private limited with 50 shareholders but no share certificate was issued to any shareholder till date. in the year 1967 in EGM it was resolved that the club will make co-opted members without voting right on payment of entrance fee and after the death of an shareholder, a senior from co-opted list will be eleveted to shareholders and will be alloted shares with out any payment of share money . It means that no shareholder ever paid any money for shares but shares are property of club from its reserves. now roc has lodged case again company under section 108 & 113. How we can solve this problem and what will be the best way to handle this. Can we make shareholders’s agreement with all shareholders stating that after their death/resignation etc., the club will cancel the sharges in his/her name and re-allot to other senior co-opted member on the list. Also that he/she pledges the sharges to club with understanding that his/her legal heir will not claim any right over these shares because he/she did not make any payment for these shares.

    Reply
  23. jeyakumar

    Hi sir,
    I worked in a private company (05.01.2012 – 28.02.2013) after that i got a good opportunity in another company now my previous company not giving me the experience letter (re leaving letter) still now they are lie me come on tomorrow like that, i have spend my 1 month on this problem lost one month with this problem is there got any possibility to make action against them

    Reply
    • kesavarao

      Hi Jayakumar,
      I too got the similar querry. Left a company after 3 yrs working, with a one month notice payment paying. Can the company have rights to stop/not issue my service certificates though i worked 3 years in the company.

      Reply
  24. Harshit

    I want to know that in dispute of collision by the foreignship which is not registered in india and not any branch office in india, where what would be the appropriate remedy apart from action in rem. whether action in personam may be initiated in the arbitration tribunal. further there is one more question that, is there any calcutta high court judgment on letters patent where the above issues discussed. kindly do the favor.

    Reply
  25. Atul Kadam

    I Atul Kadam worked with trimurthy industries co-operative society pvt. ltd. for 5 years & 11 months from 1/10/2004 to 12/9/2010. I need to know that how is gratuity calculated month wise is it from date of joining of an employee or from jan to dec, also would like to know whether it is compulsory to complete 240 days of work in every year in the entire duration of work with the organisation, as per my information which i got from google is that an employee has to complete 4 years & 240 days to be eligible for the gratuity amount.

    Reply
  26. Rahul Shivshankar

    Dear Sir,

    I had invested in a Mutual Finance (MF) company somewhere in 1992 , and due to the change in the Scheme’s Name and due to my frequent transfers, I had lost communication and track on my Investments with the said Mutual Fund Company, after more than one and a half decade I could eastablish commincation with the said MF, and tried to dig my investment details with my change of address and KYC details, I was informed that the scheme in which i had invested was mereged to a new scheme,and the said MF in tern sent me the new Folio no with the latest a/c statement.
    As I was in need of funds I applied for the redemption of the units as per the statement provided by the MF.
    After Two years the said MF filles a case of recovery that they had provided a Wrong Statement of Account of my Investment , and they have incurred Losses due to the Wrongful Redemtion ; However I have checked their 2 years Balance Sheet, Auditor’s Report also the various Statutory Reports – Board of Director’s Report (With Director’s Responsibility Statement), Trustee’s Report etc , Where the so claimed of Wrongful Redemption and the Losses there after as claimed by the said MF does not reflect in their Profit & Loss and Balance Sheet nor is being stated in any of the Public Document & Statutory reports.

    Sir, Can you kindly help me in you able advise and inputs as to how do i tackle this case by citing a few past cases – where the Court has relied on the Company’s Statutory Documents or the SEBI’s or ICRAI norms.

    Regards

    Rahul Shivshankar
    rahulshivshankar1962@gmail.com

    Reply
  27. ooshmi

    can anyone suggest me what legal actions i need to take in case the company has triggered my exit illegally i.e from backend.
    many thanks
    MS

    Reply
    • Akhilesh

      What were the reasons behind this? if you can explaine it the member may help you.
      ——————
      Akhilesh Kumar Dahiya,
      Advocate.
      New Delhi

      Reply
  28. Anant Garg

    Sir,
    I’d gotten into Tata Consultancy Services in May 30, 2010. Prior to that I’d given the CAT for the year 2009. Post my joining TCS, I converted my call for MDI and left the company for higher studies on 25th June 2010. During the joining process I’d agreed to pay a bond of Rs. 50,000 if I left the organization before 2 years of my joining.
    My question here is that as I had gone for higher studies and not joined a rival firm, am I still eligible to pay the bond money to TCS?

    Reply
  29. Pavan Kumar

    Esteemed Members,
    Can creditors of the company file a petition for winding up of the company under the grounds that the company is ‘unable to pay the debts’ when the case is pending before the Hon’ble Debt Recovery Tribunal?

    Reply
  30. pooja

    sir my query is that if one of our director or Managing director wants to withdraw his povident fund after the contractual service can he do so if yes then are there any presribes rules or guidelines

    Reply
  31. Kausik Bakshi

    With due respect , I want to inform you that I , Kausik Bakshi , s/o Narayan Bakshi of 141-Sukantapally, Dist-24 Parganas(north), Kolkata 700111, had worked from 23-11-2010 to 08-11-2011 as an Employee at Circar Consulting BG-13 ,Salt lake(old office address) and GD-27 ,Salt lake ,sector 3 ,Kolkata-700106.
    I spent a hellish life at that time. They tortured me mentally every now and then . Their behavior was very rude to me. I arrived at the office on time but I had to leave the office much much after the schedule time. So during that time, I had a very harrowing time and no job satisfaction. They behaved rudely and hurled abusive language to me. Due to this type of mental harassment I was ill and therefore sent my resignation letter by email and also submitted my written resignation letter to Arun Sengupta but he did not give me any received copy. Also I had sent my illness certificate to office by email (by attached all the medical certificate as picture format). After that I did not join the company due to their mental torture .After the November month the company did not provide any salary to me and I tried to contact Arun Sengupta numerous times but he never replied to me. After curing my health problem I was joined a new company when all the bond period was completed.
    Also the said company didn’t provide me and other employee any PF and ESI facility where the employee strength was 20 plus at that time (at the time of tender my resignation, 7th Nov 2011 & before). All the salary details about this company you have got from Axis Bank (BD-20, Sector I, Salt lake City Kolkata).
    Another incident happened when I was working at Circar Consulting at Baishakhi, someone during the office hours stole my purse within the office but to my utter surprise when I wanted to intimate the matter to the administrative officer Arun Sengupta weather to make police dairy I was told not to go to the police as it will tarnish the image of the office.
    When I joined the office I was paid Rs 5000/month but they told me verbally to hike in salary upto Rs10000/month after 6 month but after 7 months the salary increased to Rs 2000/month so they did not keep their words also they deduct the salary if I was absent.
    After two months of my joining the said company compel me to sign into a service bond of 1 year (Rs 60000) also the company compel me to sign in back date, i.e. on 23rd Nov 2010 and not gave me any copy of this service bond. In FIR they specify about this bond.

    Currently the company made an FIR at South Bidhan Nagar police station (Case no 24/12 dated 31/01/2012) that I have stole and used their source code through my email but it was totally a false and motivated allegation. Because someone might have done this through my email’s name so this mail id has not gone onto my email id(kausikgm@gmail.com). The allegations of deletement of important record from the system (database) and the current client’s contact from the skype (on line chat system ) are all false and baseless.
    From lunching FIR to me till now me and my family facing many difficulties and harassment from IO of South Bidhan Nagar Police Station. My father is a high blood pressure patient and my mother has high blood sugar. After lunching FIR to me IO came to my house and harass my parents many times, even once they came at midnight (2:00 AM) and wake up my parents and told to my father that “I will arrest you if you not tell where your son” and “I will destroy your job” .After that he took my father with him and went to my uncle’s house (where my uncle is a paralysis patient) at that mid night and wake up them.
    After granting my Anticipatory Bell from Honorable High Court dated 17/5/2012 I went to South Bidhan Nagar Police Station at that time they procrastination to sign for attendance which is an order of Honorable High Court (petitioner shall mark attendance before the concerned police station once every fortnight) and harass me mentally .I went there 5 days within 9 days (20/5/2012 – 28/5/2012). On 28/5/2012 I had submit an written complain to Commissioner ate of Bidhan nagar Police (which I have attached here with this application) how IO of South Bidhan Nagar Police harass me. After that he took a needful action and at 6:00 PM South Bidhan Nagar Police Station took my attendance. Till 28/5/2012 Police not give any charge sheets.

    According to RTI dated 23-04-2012 addressed to my mother Aruna Bakshi and my cousin Naren Bakshi, Deputy Registrar of Companies replying to their query that M/s Circar Consulting was not registered with their Registrar of companies but after lunching the FIR to me (dated 31-01-2012 at South Bidhan Nagar Police station) I think that Circar Consulting try to create new registration also from STPI web site I know that till 1st April 2012 there is no records for Circar Consulting. So a Company which has a $500 million product has no registration?
    On 31/3/2012 I had sent a letter to Income tax department & Central Excise department about this company by a hidden name (Pratap Dutta) and hidden address from Madhyamgram post office.
    Also one of the employee of Circar Consulting named Rohit Kumar Shaw gave me and my friend a partial threat by google chat which I attached with this application. On 25th may 2012 I inform to Commissioner ate of Bidhan nagar Police that the company has no registration and company gave me a partial threat while investigation is running.
    Under this critical juncture I am in dire straights and mentally disrupted so I was compelled to quit my current office also at that time I had got an another job in another company (Sal 25000) but I am unable to join this company due to this harassment. Now I am jobless and my carrier future is going for hell due to this non register company. I am only child of my parents and due to this harassment they suffer and they loose their health condition. Under this situation I appeal to you that the allegation against me are all false and they wanted to frame me so make a fervent appeal to you to look into the matter sympathetically and make proper step so I can get up from my wretched condition and get back my social recognition.

    I am a software developer and don’t know what to do with law and not enough money to fight with a NRI who doing an illegal business in India. If some body contact me to help , I am very thankful to him.
    Also I know that this is not a right place to post my problem but I am helpless and really frustrated
    I Need help

    With thanks
    KAUSIK BAKSHI
    141-Sukantapally; P.O-Ghola Bazar
    Dist: North 24 Parganas
    Kolkata – 700111
    MOB: 9804426785
    Land Ph no: 033 2595 6092

    Reply
  32. Rishi Kumar

    Dear Sir/Madam,

    I am Rishi, presently working in a company in Jaipur since last six
    months. I had submitted resignation to the company on 29th May,
    serving a notice of 1 month.

    Now my company has given me a notice today to take a legal action on
    the following matter:

    1. I have company’s outstanding advance of INR 4050 & they say I have
    not submitted them any bill for that till date. (I take the advance
    for company’s work).
    2. I have company’s mobile & sim (which needs to be submitted after
    resignation. (But the company has not yet given me any written
    confirmation of resignation).
    3. The company has invested INR 80,000 on you by sending you china for
    training & development & paid you wages of INR 3Lac & other
    departmental expenses. (I have no any bond with the company & neither
    the company has signed any bond during my tour to china. I had
    developed several product for the company also which will earn a lot
    of business.)

    Please suggest what should be my answer to the company. The company
    has given this notice to me on the company’s letter head, should I
    answer them on any legal adviser’s letter pad or should I write my
    answer and submit them.

    Also should I take any legal action against them? They have not yet
    paid me the salary of May. Please suggest. I will need your help on
    this.

    Also will my next company be having any objection on this if this
    company files any case against me. Please help me.

    Yours sincerely,

    Rishi Kumar
    08947967741

    Reply
    • Akhilesh

      Hello,
      engage a lawyer and send the legal notice that your company is harassing you unnecessarily, and if it continues, you will take the legal action against them. Talk to the lawyer, and notice of such kind can prepared at very less cost. don’t fear.
      The above advise is given to you on the facts which you have disclosed.

      Thanks and happy future a head!!!
      Akhilesh Dahiya,
      Advocate
      New Delhi.

      Reply
  33. raghu

    i have applied to change my Kathe and i got acknowledgement, but still it is not happen.Plz tell me how to take legal action to him

    Reply
  34. amir haider

    good day,
    i am an officer in an autonomous body(govt organization). when i joined this organization i could not get proper relieving from my previous employer which was also a govt organization (as they were not ready to relieve me ).that is why i concealed about my previous service.

    i joined my current employer without proper reliving and after one month i sent my resignation to my previous employer during the meantime, salary of one month from my previous employer was transferred to my band account. which means i took pay from two govt deppts (PSUs) for one month simultaneously . Later on i was removed by my previous employer on the ground of unauthorized absence.
    now i am very worried that if my current organization get to know somehow about getting salary from another govt depptt simoltaneously i may land into some trouble . it is noteworthy that i tried to return that salary to my previous employer but they did not respond.
    I want to know is it a serious misconduct and what would be the level of penalty? would i lose my job for such tiny mistake? God forbid.
    For God sake give me a satisfactory answer i will be grateful to u

    Reply
  35. Pratima

    Can a private limited company in India, borrow money from a charitable trust. The paid up share capital of the company is Rs.45 lacs and Reserves Rs.40 lacs. The loan amount expected is Rs.22 lacs.

    Reply
  36. RUPAM JYOTI BORA

    Dear Sir/ Madam

    Please make me aware on the following: –

    1. In India, whether “Multi Level Marketing (MLM)/ NetWork Marketing/ Chain Marketing” or any other such Pyramidal Schemes/ Ponzi Schemes, etc are categorized or defined under “MONEY CIRCULATION SCHEMES” (which are clearly defined & banned Worldwide and regulated by Federal Trade Commission-US, Serious Fraud Office-UK, etc) ? And if defined then by which particular existing Indian Act or Law ?

    2. Does the Prize Chits & Money Circulation (Banning) Act of 1978, Chits Fund Act 1982, Anti Corruption Acts or such other Acts define MLM and ably protect customer interests ?

    3. Under what provisions of the Companies Act 1956 – a new company mentioning such marketing policies/ or business activities in its MOA – can be granted with a License or incorporated by the Corporate Affairs Ministry ? or honored with a PAN/ TAN too by our Finance Ministry?

    Awaiting a response…

    Regards
    Rupam J Bora
    Guwahati – Assam.

    Reply
  37. Rishi

    I have a query regarding company’s shutdown. The employer has told the employees that the company will get shutdown in 2014. So what options do employees have. They would be given a particular amount on shutdown and because of that they cant leave it before shutdown. Is there any law regarding all this. As if an employee wants to be on the safer side and leaves the company before that to try somewhere else, are there any laws which enables him to get his share of money. Are there any laws regarding company’s shutdown?

    Reply
  38. Rishi

    I have a query regarding company’s shutdown. The employer has told the employees that the company will get shutdown in 2014. So what options do employees have. They would be given a particular amount on shutdown and because of that they cant leave it before shutdown. Is there any law regarding all this. As if an employee wants to be on the safer side and leaves the company before that to try somewhere else, are there any laws which enables him to get his share of money.
    Are there any laws regarding company’s shutdown?

    Reply
  39. PRABHAT RANJAN PANDEY

    Sir/Mam,i am working in a private bank from last 3 years and 6 months and submitted resignation on dated 13 Oct 2011 and need relieving on dated 30th Nov 2011, as per this i am serving notice of 47 days but my current bank is not ready to relieve me unless i serve notice of 90 days,while in offer letter it is clearly mentioned that either you have to serve 90 days or pay equivalent salary for which i m ready to pay my shortage of notice period.
    i need guidance that what should i do to get relieving from current bank.i m joining other private bank.
    kindly help me.

    Reply
  40. Vibhor

    Hi there, I came to know about LexisIndia new online legal research system of LexisNexis, has any one used used it?
    what’s your feedback?

    Reply
  41. Ponraj Krishnapandi

    I joined a small company and the position was onsite to qatar for client location , after joining the company they did not pay me single penny for 2 moths and the i submitted my resignation so the client took me in direct pay roll .. and now its nearly 7 months and after lot of follow ups now he has accepted for paying 70% and he says other 30% is for indian tax ,but my offer says its TAX free and also he already sent me a signed outstanding letter which mentions my original Amount .. But now he has did correction and after 5 monts sent me this new letter which stats only 70% of my original amount … in this case i have signed offer , and the full and final settlement signed paper in company later head .. can i go legal for this issue ? ( in mail he is mentioned 30% is for tax but when i discussed with him he says its for fees for sending me onsite )

    Reply
    • Varad

      Unless I see your letter of appointment and terms of service, it is difficult to comment on your problem. Still however, irrespective of what has been agreed between you, your tax liability will be as per the income tax act and you cannot change it by agreement.

      Reply
  42. gopal

    my name is gopal i live in bangalore age 22
    i had a grand mother ,my mother’s mother
    she had made a will stating that her property directed completely to me after her death belongs to me
    without any conditions or exceptions
    i have a sister who is married ,now she is claiming that she has a share in that property my grandmother’s and she is demanding share.will her damand or case hold in court as valid claim please help me out quick urgent thank you

    Reply
    • Varad

      At the outset, I am presuming you are a Hindu and governed by the Mitakshara school of Hindu law which is prevalent in most parts of India.

      According to the above law, your paternal grandmother’s property is not ancestral property and your sister cannot have a share in it.

      The success of a litigation depends on several external factors other than just law. You certainly have a good case but no one can assure success.

      Varad Deore
      Advocate

      Reply
  43. Gauri

    Hi,

    We are a HR consultancy firm. One of our clients Steel Strips India Ltd based in chandigarh took our services for recruiting a senior employee. However, after joining of the candidate, this firm is now refusing to pay our service charges, saying that the candidate’s profile is also listed on a job portal called Naukri.

    Prior to this, they never said anything about this to us, and made us do all the work . We shared all contact details, CTC details, arranged for the interviews of the candidate. we have all the email interaction proofs with us.

    1. Has any other consultant also been cheated by the company Steel Strips India Ltd ?
    2. What are our legal rights to get this issue resolved ?

    Gauri

    Reply
    • Varad

      Presuming that your emails are a sufficient proof of the fact they engaged and utilised your services (and i will not able to say whether they are till I see them) I have the following to state:

      A firm gets paid for the services it provides. If you have provided services, you are entitled for your dues irrespective of where else the profile of the candidate was listed. I must however also peruse the terms of contract between you and your client before making any assertive statements.

      Varad Deore
      Advocate

      Reply
  44. sharma deepak

    hi . i have resigned my job due to some problem now its has been one year i left my job and planing to do business but i am confusing by some bugs thus don’t want to mention their name because they advise nothing nor spreading business law knowledge. i really want to start self publishing can you help?

    Reply
  45. RAJ

    HI,
    I seek a necessary legal help at the earliest. This is a Post-Matrimonial issue clubbed with my proffesional life.

    I am employee in an Indian based firm. i got married last year but the martial days were not favorable because of spouse not loyal to her husband and being un-faithful too. once i came to know about her un-faithfulness partner left me and now after a gap of 11 months she and her parents are ill-legally pressuring me to re-conciliate with her. even these people have also disturbed my professional life by lodging complaints for reconciliation and making police to visit my office. This nuisance is being observed by the management and now they are ready to fire me from company.

    Partner has willingly said to me that she don’t to lead binded and restricted life with her husband rather she loves to have restrictionless freedom life.

    Pl suggest me how to proceed further as this is civil matter & what makes my company to get involved in this matter and moreover i have not done any offense resulting to termination. my professional track records are clean and perfect.

    Is MARRIAGE an offense???????

    Reply
    • Varad

      As I understand this problem, your only satisfactory remedy lies in divorce if you are sure you do not want to stay with your wife. One of the interim reliefs you could ask is judicial separation and restraining order against your wife.

      As far as your job is concerned, we will have to wait till they actually fire you and see what grounds they fire you on. If these are not the official grounds then we will have to prove, with the help of your clean records, that it was this and no other reason.

      Varad Deore
      Advocate

      Reply
  46. Amit Srivastava

    I have a sole proprietor business which involves selling products through my website, outside India. I collect payments through my PayPal account and transfer it to my personal account in India to run my business. Now a year back I established a pvt. ltd. company to support my business and then I started transferring money to my new company current account to run my business. I wished earlier while forming the pvt. ltd. company that this would bring credibility to my business but it did not add much, as most of Internet Users see the credibility of website rather then company who is operating it. So now I find this company as a overhead as it involves annual audit, higher tax, increased financial accountancy, tds return etc. Only thing useful about this company is that it had contract with a courier company where courier company provides a good discount to companies doing good business.

    So what I plan is that I should run my business as a sole proprietor
    as it used to be BUT only use the pvt. ltd. company I formed to support the shipping operations as it earns discount from the courier company. So the company would act as a service provider to my sole proprietary business, the advantage I get is their would be less accountancy as courier company raise the consolidated bill monthly so it means only 12 transactions a year, and I would only transfer the sum of money to companies account which is required to pay the shipping company bill and rest I would manage from my personal sole proprietor business account.

    Do you think it will be alright and there is not any legal issue in above? where I am a sole proprietor of one business but also director in another company which provides services to my sole proprietor business.

    Reply
    • Manish Singh

      This is completely fine. No need to worry. but keep in mind to charge the services reasonably by the pvt. co to your proprietorship concern for the purposes of Sec 40 A of the Income Tax Act.
      Manish Singh

      Reply
    • Rohit

      Hi Everyone
      We are a small IT Service Provider company based out in New Delhi and have 25 employees. We had an agreement with one of our clients who is based out in USA and they have outsourced their project to us. We had an agreement on Indian stamp paper where it was written :
      a) If client wants to end the project , they have to give 1 month notice to the service provider .Client did gave us 1 month notice but didn’t pay our last month invoice which they were supposed to do at the beginning of the month.
      b) Payment terms in the agreement were : client will pay the contractor at the most 10 days after the invoice has been raised otherwise they will pay 18% interest/annum . But they never paid on time for the time they paid and infact in the last they cleanly sweeped the last invoice. And we are a fair company , we paid all our employees on time. We have requested several times to the client that we don’t want to have any legal complications so please pay our invoice and lets stop working if you do not want to move ahead with the project.

      Now we have all the proof that we did the project exceptionally well and never breached the agreement whereas the client have been breaching agreement since the agreement has been made.
      Even , there was a clause that client will never interact with our employees outside our company’s email account and I have seen that one of our employees and the client are friends at facebook.

      So I would really like to know whether we can sue this client legally and get our invoices paid up as well as claim for damages as they have directly interacted with our team.

      I really want genuine advise. Jurisdiction which we have kept in the agreement is dual jurisdiction (can take place in courts of New Delhi and courts of United states as well).

      Please suggest as we are seriously losing time and money and they have not paid for the efforts which we put in.

      How much can be expenses for such a lawsuit and how much time involvement it will take as we are a startup company but the amount which is not paid is also quite big.

      I am looking forward to your suggestions.

      Thanks
      Rohit.

      Reply
      • Varad

        Dear Rohit

        You have not mentioned the amount due. Under such circumstances it is not possible to comment on the feasiblity of litigation. The most important aspect of this problem that I see however is the service of the notices and enforcement of the decree, even if we are able to get one.

        You will need to find out if your client company has any offices or agents in india. We may be able to serve notices on them.

        Sincerely
        Varad Deore
        Advocate

        Reply
    • Varad

      There is no legal issue involved. You may continue with your operations.

      Varad Deore
      Advocate

      Reply
  47. David Karlsson

    Dear All,

    As you all know, the Companies Bill from 1956 is now under revision. One widely debated dimension of this revision is the proposal put forward by the Parliamentary Standing Committee on Finance, saying that all Indian companies will have to earmark 2% of their annual net profit on CSR activities.

    I would be very grateful if someone could help me understand this proposal a bit better. First of all, does this affect also foreign companies operating in India. Secondly, what are the reactions of Indian trade unions? I really hope that someone can gove a comment about this, it would be highly appreciated.

    David Karlssom

    Reply
    • Varad

      According to my understanding, the term “Indian Companies” would mean companies formed and registered in India under the Indian Companies Act of 1956 and as such if these regulations apply to “Indian Companies” they will not apply to foreign companies unless foreign company has registered itself in India as a separate company with the same name.

      I do not see why trade unions would react to this legislation.

      Reply
  48. avinish

    Hi,

    I am working with a small start-up. I am working in this company for last 10 years and during which company has offered me some private equity (not ESOP and not SWEAT). These shares are allotted though share transfer. I paid for it as per the face value and got share certificate.

    Now I resigned the company. After resignation, the company is asking to return back the equity. The reason they gave is “articles of association” has a clause as follows

    “Any person who has been allotted shares in the company by virtue of his being an employee of the Company shall, on ceasing to be so employed, for any reason whatsoever, at the discretion of the Board, transfer his shares in the company to such a person as the board may decide, at a value mutually agreed upon by person and the board”

    It would be great if you could help me on following….

    1. Does law says that I should return equity even though it is not SWEAT or ESOP?

    2. What legal action will be taken if I do not return the equity?

    3. If I want to return equity and the value is not accepted by board, do i need to give the shares as the board decides?

    Thanks in advance

    Reply
  49. P. Haramohan

    As gathered from your query reg. right of legal heirs to Directorship of a Company as per Indian Companies Act, I fully agree with the expert opinion given above that Directorship of a Company is not inheritable as per law.
    Since , you have indicated that some litigation ( civil suit) was sub-judice at the time of death of the claimant’s father, in my opinion with the death of the party initiating the civil suit of which claim for continuing in Directorship was the subject matter , the suit becomes infructuous and liable to be dropped.
    The Articles of a Company provides for rules reg. appointment of Directors, Rights & Duties of Directors And Resignation etc., hence You have refer to the same for finding a solution to your query.

    Reply
  50. MaryAnn

    Good Evening All –

    I am researching the legal and ethical differences between America and India for a business abroad project. I came across your website and was hoping to find such a topic. Does anyone know where I can find this information in student form? Any assistance would be greatly appreciated!

    Thank You in advance!

    Reply
  51. K PHANI KUMAR

    Sir

    First the name of the company has to be changed in the Books of the Registrar of Companies concerned, and then Registrar of Companies will issue a fresh incorporation certificate mentioning the new name of the company.

    Then you have to intimate to the hon’Ble Court of Law, about the change of the name of the company or eventhough you do not intimate, the orders passed against the Company’ s old name, are equally executable against the company in new name. The same processes for others also. Whereever it requires, you have to produce a copy of the Certificate of Incorporation showing the new name of the company.

    K. PHANI KUMAR, ADVOCATE, cORPORATE LAWS, HYDERABAD, A.P. PHONE: 9441407470, WEBSITE: KPKUMARLEGALAWARENESS.BLOGSPOT.COM

    Reply
  52. Sidhartha

    A company proposes to change its name. It needs to know the post change name compliances in respect of the following:
    1. Pending litigations filed by and against the company (whether the court needs to be intimated?).
    2. Existing arbitration proceedings.
    3. PAN Card Number
    4. TIN Number
    5. Bank accounts (whether another account needs to be opened or it can be continued in the same name).
    6. Income Tax Authorities
    7. Sales Tax Authorities
    8. Labour related registrations.

    Reply
    • Manish Singh

      Yes, you will have to intimate the court by application that the name of the company has been changed.
      Similarly, all other documents need to be reissued on the new name.
      Manish singh

      Reply
  53. K PHANI KUMAR

    If a company wants to merger with another company, a company application hs to be filed before the High Court concerned for despesing the meeting of the share holders. And after that a company petition has to be filed f9or approving the scheme of merger. For this purpose the consent of the share holders, creditors and Board resolution are mandatory. And the regional director, Company Afffairs, and the Official Liquidator have to file their reports. read section 391 & 394 of the Companies Act, 1956. K. Phani Kumar, Advocate, Corporate Laws, Hyderabad: Ph: 9441407470

    Reply
  54. Rahul

    Hi,

    I need some help on the Non-competition clause while traveling on an overseas assignment. I work for an IT firm in India and I traveled overseas to our client’s office. I had signed a non-competition agreement before I traveled which mentions that I cannot work for any of the company’s client for 6 months after I leave my company. Now my client has expressed interest in hiring me as their employee. The client does not have any non-competition clause with my company. I want to know if I can join my client after I resign from my company? Please advice as it is a very good opportunity but I am worried of what the legal action might entail.

    Reply
    • Deepak Nigam

      If you join the client’s company it shall be treated as a breach to the non-competition clause and your existing company can call you upon to pay for the breaches, as per the non-competition damages/claims clauses.

      However, there is another option which is considered as a standard exception to such non-competition agreement and that is to join the client’s company through a general advertisement which is open for all.

      You may also check for the exception clauses of non-competition agreement, if it allows for joining with certain permission etc.

      Reply
  55. Thomas Mathew

    Hello,
    I have few doubts regarding corporate laws or policies in IT field.I would be very grateful if some can clarify these doubts.

    I am working in an IT company as a software developer trainee. Its been two months since i joined,but they haven’t provided the stipend yet(5000Rs).
    They have also collected a security deposit of Rs20000(refundable after 6 months).
    They are threatening us by saying that according to corporate policies, a person can be fired without giving any reason and also the security money wont be refunded.
    Yesterday I argued with them regarding the stipend and they said that a minimum of Rs7000 can only be transferred in your account(HDFC-zero balance account),so they are delaying the stipend.
    Help needed urgently.

    Regards
    Thomas Mathew

    Reply
    • K PHANI KUMAR

      1. NO CORPORATE JPRACTICE IS EXCLUDED FROM THE LAW OF THE LAND.

      2. IF IT IS IN THE CONTRACT EMPLOYMENT, THE SECURITY DEPOSIT SHOULD BE REFUNDED OR OTHERWISE IT IS NOTHING BUT CHEATING.

      3. NON-PAYMENT OF THE STIPEND/SALARY IS AGAINST THE LAW.

      4. WITHOUT GIVING NOTICE IN WRITTEN, THE REMOVAL OF THE EMPLOYEE IS AGAINST THE PRINCIPLES OF NATURAL JUSTICE AND HON’BLE HIGH COURTS WILL NOT ACCEPT SUCH KIND OF UNJUSTIFIED CORPORATE PRACTICE.

      K. PHANI KUMAR, ADVOCATE, HYDERABAD, A.P., PHONES:9441407470 & 7702531120

      Reply
  56. Vijay Kumar

    Dear Anshul

    Where post dated cheques are signed by you and they at a later date get dishonoured, you would not be liable as per the recent decision of the Supreme Court. ut you can definitely be harassed by making you a party to complaint filed under Section 138 of Negotiable instruments Act, 1881

    Reply
  57. Sharique Maqbool

    Hi,

    I own a online business. Its a VoIP website. I would like to know if its part of the IT enabled services? If so, What service tax i am liable to.

    Reply
  58. virendra gupta

    i want the help in matrimonial case please contact me as soon as possible

    Reply
  59. anshul

    hi

    i have resigned from directorship post(whole time director),will i be still responsible for the chqs signd by me as authorized sign. and loan taken by the company when i was a director , i was working as

    emplyee in the company and i was not a share holder at any point of time. i remained director for an year

    Reply
    • shilpa bhadoria

      Dear Anshul,

      Your actions in the capacity of director donot become void merely because you have resigned form the post of a Director. However, you are not personally

      Liable for ant action taken on behalf of the company unless the action is proved to be taken with a malafide intention to defraud.

      Reply
    • Dayal

      If it is the cheque book of the comppany you are authorised to sign then the first thing is to inform the bank and the date since when you resigned and your authority and responsibility on behalf of the company ceases.

      The private/personal account has nothing to do with your post/company.

      Reply
    • Sanjay S

      What it appears is that your Directorship itself was a sham arrangement by the company(I believe it must be a private limited company).

      Dont worry, your actions as a Director will be the responsibility of the company unless you have not over-exercised your powers

      In order to clear everything ,you may send a letter to all your clients etc, with whom you were dealing that you have resigned from that compnay and you have no liability whatsoever left with that company.

      Reply
  60. MURTAZA

    Hi,

    I had purchased a flat from uncle 3 yrs back. For some reason i was not able to register the same, now the registration chrages are high. My uncle lawyer suggested that we can register in the old amount with the change of price being declared in form 47. Can anyone guide me how it works out.

    Reply
  61. Sanjay S

    There are two issues.

    1. Mr.SNR resigned from the company from the post of Director but still claimed the post of Directorship.
    2. Since Mr.SNR has died, his son claims the post of Directorship.

    Now…

    It is not clear on what basis Mr.SNR was claming the post of Directorship after his resignation? Was he a major shareholder in the company?

    Mr.SNR’s son cannot claim the post of Director which was held by his father,Mr.SNR.

    But, he can claim the post of Directorship, if his father Mr.SNR was indeed a major shareholder of the company and if the shares are transferred in the name of Mr.SNR’s son.

    Reply
    • MOHAMMAD MUNEER

      Once resigned as a Director from the Company, until accepted by the Board of directors and Registered in the
      R.O.C, it is not valid resignation. If it was valid as per norms of the Company Law. The same person cannot claim
      as a Director. His Heirs also cannot claim directorship under heirarchy. There is a procedure to elect as an Director
      to a Company.

      Reply
      • MOHAMMAD MUNEER

        You will try to read the Companies Act or Consult with Practitioner of Company law

        Reply
    • Dayal

      Mergers in India is assumed to be of companies of India or is it of companies in India.Will be advised accoringly as several tax another corporate laws would apply.d

      Reply
  62. basant padhiary

    the directorship is not a heritable post,so far the appointment,removal of the directors are concerned,share holders have to decide,the sons claim is not tainable

    Reply
  63. v. chakrapani

    NEK is public limited company . snr was a director. on a fine day he died.a suit in civil court was pending before his death regarding his continuing directorship as he has resigned.
    his son claams right to represent the case as of a director.whether directorship in a company is heritable . wheter it is personal right or property right.

    appreciate

    chakrapani

    Reply
    • MOHAMMAD MUNEER

      If suppose a suit in civil court was pending before his death regarding his continuing directorship as he has
      resigned.
      His Son have no right to implead in the above said suit, Director is not family asset. therefore his son have no
      right to claim as a directorship.

      Reply
    • shilpa bhadoria

      A person cannot become a director of the company merely by the fact that he is a legal hier of the deceased director. Such a person may as per the Memorandum and Articles of
      Association have a right to be approinted as a director.

      But unless appointed as a director and all formalities for such appointement are completed the person does not become a director of the company. In order to represent the case in
      the capacity of a Director one must first be appointed as one.

      Reply

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