Hello, is it necessary to amend the PPM (Private Placement Memorandum) due to the dematerialization of AIF (Alternative Investment Fund) units? Given that redemptions/issues would now be processed in dematerialized form, what would be your suggestion regarding this?
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Dear All,
What is the validity period for Private Placement Offer Letter, i.e. what should be the time period to apply for the shares under Private Placement?
Hi Everyone!
What is the offer period of private placement offer cum application letter in case shares are issued on private placement basis ?
Hello professionals!
Why was FERA replaced by the FEMA? The reason behind the major change?
Hello Professionals !
Is separate audited financial statements of subsidiaries, associates, and joint ventures of the Company required to be placed on the website?
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1. What is private placement under Section 42 of the Companies Act?
2. What are the key provisions and requirements of Section 42 regarding private placement?
3. Can private placement be undertaken by all types of companies, or are there any restrictions?
4. What is the maximum number of persons to whom securities can be offered through private placement?
5. Are there any eligibility criteria or qualifications for investors participating in a private placement?
6. What is the process for conducting a private placement and issuing securities under Section 42?
7. Are there any prescribed timelines or statutory compliances that need to be followed during a private placement?
8. Is it mandatory to appoint a separate compliance officer for overseeing private placement activities?
9. What are the disclosure and reporting requirements for companies undertaking private placement?
10. Are there any restrictions or conditions on the use of funds raised through private placement?
11. Can private placement be made to existing shareholders or only to new investors?
12. Are there any specific penalties or consequences for non-compliance with the provisions of Section 42?
13. Can the company engage intermediaries such as brokers or merchant bankers for facilitating private placement?
14. Are there any exemptions or relaxations available under Section 42 for certain types of transactions or companies?
15. How does private placement differ from public offerings or rights issues?
Please share the criteria to check or determine the place of change for the purpose of section 12 of the Companies act 2013 that is within local limit or outside local limit, where BM Approval is required or Shareholders Approval under section 13 for the change of Address ?
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Hello Professionals
As per Section 96 (2), every annual general meeting shall be called during
business hours, that is, between 9 a.m. and 6 p.m. on any day that is not a
National Holiday and shall be held either at the registered office of the
company or at some other place within the city, town or village in which the registered office of the company is situate.
However, in case of the EGM, there is no clarity under Section 100 /101 and
rule 17 with regard to the time, day, place of holding the EGM?
Hello all,
Can an alternate Director be appointed in place of the Managing Director if he has gone outside India for more than 3 months?
Hello Professionals
A Company can give loans and guarantees, acquire securities or make investments in another company or body corporate with the consent of the board or shareholders. Such loans given by a company to other companies or body corporates are known as inter-corporate loans. When a company invests in another company, it is known as inter-corporat.
Hi All,
Our company intends to make a preferential offer to its existing
members only.
Is the company required to maintain a complete record of Private Placement Offer in Form PAS-5, in such case?
As per the Secretarial Standard 2, serial no. shall be given to each extra-ordinary general meeting held by the company after the secretarial standards came into force from 1st July, 2015. Annual General Meetings shall be held either at the registered office of the company or at some other place within the city, town or village in which the registered office of the company is situated, whereas other General Meetings may be held at any place within India.
Explanation to Rule 18 of the Companies (Management and Administration) Rules, 2014, prescribes that the Extra-Ordinary General Meeting should be held at a place within India. Thus, an Extra-Ordinary General Meeting should be held only in India though not necessarily within the city, town or village in which the Registered Office of the company is situated.
However, Clause 27 of the Companies (Amendment) Bill, 2016 seeks to amend sub-section (1) of section 100 of the Companies Act, 2013 to allow the wholly owned subsidiary of company incorporated outside India to hold its extra ordinary general meeting outside India. As per Clause 27, in section 100 of the principal Act, in sub-section (1), the following proviso shall be inserted, namely:—
"Provided that an extraordinary general meeting of the company, other than of the wholly owned subsidiary of a company incorporated outside India, shall be held at a place within India."
