Friday, March 20, 2009

Documents and signs required at the place of business

Every physical place of the business should display these documents prominently:

  1. A clear signboard with the name and address of the company in 2 languages: the local language and English.
  2. In Karnataka, a copy of the certificate from the the Department of Labour. This will state that the office is a legal place to do business and authorized to employ x number of people.
  3. In Karnataka, a copy of the certificate from the Commercial Taxes department stating that the company has registered under the Karnataka Tax on Professions, Traders, Calling and Employment Act, 1976. In plain english, this means that the business has paid professional tax.
  4. In addition to 3, another certificate stating that who the employer is and the employer is authorized to collect professional tax from the employees and remit it to the government on a montly basis.

Statutory Register

Running a company in India involves a lot of paper, I mean, mountains of paper. I think I may have submitted more than 200 pages of documents (many of them, the same over and over again to different agencies to get approvals) just to get through the basic incorporation and other licenses.

One of the important books that the company has to maintain is the "Statutory Register". It is a relic of 1950s that still lives on. It has the following registers:

  1. Applications for and Allotment of Shares
  2. Register of Members and Share Ledger (Rule 7)
  3. Register of Share Transfer
  4. Register of Debunture Holders
  5. Register of Directors, Managers, and Secretary and Companies/Firms in which Directors are interested (Rules 303, 301(3) of Companies Act, 1956)
  6. Register of Directors' share and debenture holding (Rule 307 of Companies Act, 1956)
  7. Register of Contracts (Section 297, 299, 301 of Companies Act, 1956)
  8. Register of Charges (Section 143(1) of the Companies Act, 1956)
  9. Register of Deposits (Under the Companies Acceptance of Deposits Rules, 1979)
  10. Register of Investments (including register of investments not kept in Company's name and of investment in shares and debentures of bodies corporate in the same group) (Section 372(5))
  11. Register of Loan and Guarantee
  12. Register of Common Seal (i.e, list of documents on which the common seal has been placed).
This Statutory Register can be bought from a bookstore that specializes in corporate stationery. One such store in Bangalore is:

Industrial and Commerical Prints
No.11, 2nd cross Gandhinagar, Bangalore - 560009
Ph: +91-80-22266513

Sunday, March 15, 2009

First Board Meeting

The first board meeting is necessary to pass certain minimum resolutions. It must occur within the first 30 days of incorporation.

Here's the list:

  1. Certificate of Incorporation must be presented to the board.
  2. Filing the consent of directors to act as Directors.
  3. Appointment of the Chairman of the Board.
  4. Appointment of the Secretary.
  5. Appointment of Auditors.
  6. Adoption of the Common Seal.
  7. Situation of Registered Office.
  8. Authorize opening the Bank account.
  9. Allotment of shares to the Subscribers of Memorandum.
  10. Approval of statement of preliminary expenses by promoters in connection with the incorporation of the company.
  11. Authorize purchase of Books and Registers.
The minutes of the meeting must be captured and filed in the folder.