Private limited company registration under the act 1956

A private limited company has been defined in Section 3 (1) of the act 1956. The minimum paid-up capital of a company which has a Rs. one lakh or such higher paid-up capital as may be specified.

(a) restrictions towards transfer of its shares.

(b) the company members limits is fifty not including any other than members:

(i) persons who are in the company employee .

(ii) persons who, having been previously in the employment of the company. The company members while in that employment. They have proceed to be members after the employment is concluded.

(c) proscribes any invitation to the public to allow for any shares in or debentures of the company.

(d) proscribes any acceptance or invitation of deposits from persons other than its members, directors, or their relations.

Private limited company registration

 

Where two or more persons have one or more shares in a company together. They shall for the resolutions of this explanation, be handles as a single member.

In the default of these conditions. It cannot retain its character of a private limited company. It will be treated as a public limited company.

The articles of association of a private limited company must expressly contain the same limitations,restrictions and prohibitions as declared in clause (iii) of sub-section (1) of section 3 of the companies act.

Private agreement between members as to right to transfer – Where under the articles of a private limited company no transfer was possible without previous authorize of the board of directors. The supreme court held that this would require written resolution of the board of directors sanctioning the proposed transfer.

The only proper conditions on the transferability of the shares of a private limited company are those included in the (AOA) articles of the Association of the company. Any extra regulation not included in the Articles.

In a private term between two shareholders which moves further obstacles in the way of transferability is not building either on the shareholders or the company. In this case the court upheld the view that shares in a company are freely transferable in the absence of express restriction in the Articles.

The restriction must be set out expressly or must arise by necessary implication. Any ambiguous provision is explain in approval of the share holders.

Company Registration

 

A private limited company registration with a minimum of 2 persons. It can have a maximum of 50 persons who have associated for a lawful purpose. In computing the ceiling of 50 persons, joint holders of shares are treated as a single person.

In the annual return to be filed with the Registrar of Companies in terms of section 159 of the act. Every private limited company is required to certify that the company has not provided any invitation to the public to holds for any debentures or  shares of the company.

It has to certify that the surplus of the number of company members over 50 consists entirely of the persons who are not extracted as members in terms of section 3 (1) (iii) of the companies act. The company registration has placed in Chennai and Bangalore.

It has also to be certified that the company did not invite or accept deposits from persons other that its directors, members or their relatives. These certificates are required to be signed by a director and a secretary and a manager or by two directors of the company. where there is one, whom shall be the managing director.

Members of a private limited company – As in the case of a public limited company, the members of a private limited company need not be individuals. They may consist wholly or in part of private and/or public companies or other bodies corporate. The Registrar of Companies (ROC) located in Chennai, Bangalore and Kochi.