Company Secretarial Retainership Service
Retainership Secretarial services are performed by an expert practicing company secretary
retained by the company for managing such services on the agreed terms of the pay and
charges. It is an important part of corporate and strict penalties are imposed under the
Companies and LLP Act.
Though appointment of a company secretary is not mandatory for all the companies, however if,
your company does not have a Company Secretary, the Directors become totally
responsible/liable for this work. If the company fail to comply with the rules and
regulations, it is prone to multiple fines, penalties and prosecution.
Secretary in any company accounts to an important link in management department. The progress
of the company assisted by continuous efforts of the secretary widens up the scope for the
practicing secretaries to lend secretarial services to other small-sized companies which run
without a full-time secretary.
For ensuring the regulatory compliance, the compliance mechanism under Company Act and LLP
Act mandates to file return/ forms to Ministry of Corporate Affairs (MCA).
The Compliance condition related to the forms/ returns with the registrar of the companies
can be classified into 2 categories:
1. Annual Statutory Compliances
- Annual Accounts Filing: The preparation of the Balance Sheets and Profit and Loss
accounts on yearly basis is the primary prerogative of the companies. This report is
presented before the Annual General Meeting of the company. Copy of the Annual Accounts
has to be filed with the Registrar of Companies duly audited by a Chartered Accountant.
- Annual Return Filing: The company shall file annual return with Registrar of
company within 60 days of AGM which contain the particulars like registered office
address, details of registered members, report of the debenture holders, debentures,
history of past and present managing directors.
2. Event Based Compliances
- Change of name
- Increased Authorized Shares/ Issuing Share
- Creation / Modification / Satisfaction of Charges on the Assets of Company
- Modification in registered office of the company
- Procuring Certification for commencement of business
- Statutory meeting of Public Limited Company
- Resolutions drafted by the board and Agreement entered by the company
- Appointment of higher authorities like directors and managers and changes in the duties
and responsibilities
What Rajput Jain & Associates Offers
We abiding by the industrial parameters aim at delivering exceptional services to our clients
by acquainting them with the recent inclusions or modifications in the laws of the company
regulations and provide the valid solutions to the problem. By outsourcing your work to a
responsible and reliable organization such as ours, you can freely concentrate on other
important business parameters. We ensure you will be acknowledged with the latest company
laws and all the necessary requirements devised by the Registrar of the company at
considerable time period.
We provide Company Secretarial Retainer-ship Services by analyzing the concerned industry’s
business specifications. Rajput Consultancy Services Private Limited enable smooth
administration of a company with regard to ensure compliance with statutory and regulatory
requirements along with monitoring and stringent implementation of Board of directors’
decisions.
1. Statutory Certification
- Declaration of Statutory in Form 1 for the incorporation of new company in India
- For the commencement of the business through compliance you require verification of
declaration in Form 19, 20 and 21
- Signing of Annual Return/ Public/ Private/ Listed Companies
- Certification of requirement compliance under Schedule 12
- Certify all documents to be filed with Registrar to take on records within 10 days
- Issue of Compliance certificate after being convinced of the company’s adherence to all
the provisions of the Company Act, 1956. This is mandatory for all types of companies
including u/s 383A
- Declaration for registration of the companies belonging to Memorandum and Articles of
Section 25
- Certify extinguishments and physical destruction of share certificates of the
certificates returned by the company
- Certification From 1 and 2 under Investor Education and Protection Fund Rules
- Certification of allotment after being approved by the Stock Exchange
- Certify issue of certificates within a month of lodgment
- Other related certificates
2. Procedural Compliance related to Securities laws i.e. Stock Exchange / SEBI
requirements
3. Liaison and co-ordinate with the Registrar and Share Transfer Agents, stock exchange,
Depositories and the Securities and Exchange Board of India including the following:
- Listing of Securities – Equity or Debt Instrument
- Monthly submission of details related to dematerialization of securities
- Co-ordination and submission of the quarterly certificate relating to Secretarial Audit
and dematerialization
- Submission of Certificate relating to transfer-cum-demat of shares as required under
NSDL / CDSL Bye laws
- Quarterly shareholder pattern submission
- Publication and presentation of quarterly results
- Distribution Schedule Submission
- Submitting the information under Regulation 8 of the SEBI (Substantial Acquisition of
Shares & Transfers) Regulations
- Submission and Coordination of half yearly certificates required under Clause 47 of the
Listing Agreement
- Management of formalities related to book Closure
- Annual Listing fees payment
- Annual Report Preparation underlining the required traits of Clause 49 of Corporate
Governance
- Certificate related to quarterly Secretarial Audit for reconciliation as needed under
notification issued by SEBI
- Certificate as required for transfer-cum-demat of Shares required under the NSDL / CDSL
Bye laws
- Certificate required for the completion of the transfers according to Clause 47 of the
Listing Agreement
- Other certificates related to the agreement
4. Preparation of the search results and the status from Registrar of companies for Banks/
Financial institution
5. Specific Assignment services like obtaining Government Approval, SEBI Approval, Witten
Opinion, ROC approval, and Certification
6. Advisory & co-ordination on Forms /Return and Registers:
- Annual Returns filing with Registrar of companies
- Filing of accounts and annual returns
- Advising and counselling on statutory methods
- Sorting out appointment and resignation of directors
- Processing of allotment of company shares
- Maintenance of statutory register using high end secretarial software
- Granting electronic filing access
- Share sub-division or consolidation
- Dissolution
- Share capital reduction
- Issue of shares to the employees/ Directors of the company
- Subdivision of face value of the company shares
- Investment in shares and other securities.
- Giving loans to other company
- Modification in the Board of Directors Composition
- Appointing whole time Director/ or Managing Director and remuneration payment
- Payment of remuneration to Director / firm of the Director/his relative etc. are
contracting with any of the above.
- Loans to Members or to firms / Directors / companies where they are partner / members
respectively. Giving loans to Companies under same management.
- Change in signatories of bank account
- Change in loan terms taken earlier
- Full payment of the loan repayment amount against the property of the Company
- Acceptance of Deposits from relatives/ Directors
- Execution of the documents under common seal of the company
- Sale and Purchase of Company’s fixed assets
- Entering into fresh partnership/ business
- Starting the business with non-resident or a foreign citizen
- Resolution submission to any other third party or authority and maintenance of board
meeting minutes book.
- Maintenance of general meeting minutes and attendance
- Mixing of a company with other company
- Shifting of Registrar Office of a company
- Appointment and change in Statutory Auditors of the company
- Agreement entered by the shareholders of the Company where Company is a member.
- Review, updating and modifying the Memorandum and Articles of Association
- Business restructuring and share transaction
- Changing company name
- Change of registrar office
- Conducting Meetings (4 board Meetings and 1 AGM as required by law. Drafting and
maintenance of Minutes thereof)
- Drafting of Board of Directors reports
- Support in Accounts and Audits
- Granting Compliance Certificate (from a Practicing Company Secretary on an annual basis)
- Return of Change of Directorship
- Return of Allotment (intimation of issue of Shares)
- Intimation to R.O.C. of Special Resolution passed by the company
- Return of surge in the Authorized Share Capital
- Return for registration of modification / satisfaction/creation / of Charges on the
Assets of the company
- Return of intimation of having interest in the shares not held in the company’s name
- Return of appointment of Managing Director/ Manager and Whole time Director
- Register of Members u/s 150
- Register of Managing Director, Directors and Secretary u/s 303
- Register of Directors’ Shareholdings u/s 307
- Register of Charges u/s 143
- Register of Investments not held in Company’s name u/s 49
- Register of Contracts and Arrangements in which interests the Director u/s 301
- Register of Allotments and Applications
- Transfers Registrations
- Registering Attendance of Board and General Meetings
- Minutes Books of Board and General Meetings
