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Filing of Resolutions and Agreement:

Under the Companies Act 2013, certain resolutions and agreements passed by a company are required to be filed with the Registrar of Companies (ROC) within specified timelines. The filing requirements ensure transparency and maintain an updated record of important decisions and transactions of the company. The filing process involves submitting the necessary documents and forms to the ROC electronically.

Here are some key resolutions and agreements that need to be filed with the ROC:

  1. Annual General Meeting (AGM) Resolutions: Resolutions passed at the AGM, such as the adoption of the annual financial statements, declaration of dividends, appointment/reappointment of directors, appointment/reappointment of auditors, etc., must be filed with the ROC within 30 days of the AGM.
  2. Extraordinary General Meeting (EGM) Resolutions: Resolutions passed at the EGM, which are beyond the scope of regular business, such as alteration of the company’s articles of association, approval of a scheme of arrangement or amalgamation, change of registered office address, etc., must be filed with the ROC within 30 days of the EGM.
  3. Board Resolutions: Certain board resolutions also need to be filed with the ROC within 30 days of their passing. These include resolutions related to the appointment of key managerial personnel, grant of loans or guarantees, related party transactions, investment of funds, etc.
  4. Special Resolutions: Special resolutions, which require a higher majority of votes and have a more significant impact on the company, must be filed with the ROC within 30 days of their passing. Examples of special resolutions include alteration of the company’s memorandum of association, change of company name, reduction of share capital, winding up of the company, etc.

The filing process generally involves preparing the required forms, such as Form MGT-14 for resolutions and Form AOC-4 for annual financial statements, and submitting them electronically through the Ministry of Corporate Affairs (MCA) portal. The forms should be duly signed by an authorized person and accompanied by the necessary supporting documents.

It’s important to note that the specific filing requirements, timelines, and forms may vary depending on the nature of the resolution/agreement and the type of company. It’s advisable to refer to the Companies Act 2013, along with the relevant rules and regulations, or consult a legal professional for accurate and up-to-date information pertaining to your specific situation.

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