Actions immediately to be taken on notification of the new sections of the Act
1) Identify related parties – To be notified to a/cs and SAP team
2) Print new Business letters, bills etc with CIN no. – s/12(3) (c)
3) Devise CSR policy & spending – s/135
4) Adopt new Whistle Blower Policy – Vigil mechanism – 177(10)
5) File Return on Public Deposits within 3 months – 74(1)
6) Return on change in Top 10 shareholders – within 15 days – S/93
7) To obtain positive consent for receiving documents by email (S/101)
8) Obtain certificate of Independence from Directors S/149 (7)
9) Enhanced Role for Secretarial Standards
10) Terms of reference of Audit committee –Additional items to be placed before audit committee at each meeting – S/177 (4)
11) Nomination & Remuneration policy to be approved by Board – S/178 (3) & (2)
12) Terms of reference of Stakeholder committee – Additional items to be placed before the Committee – S/178 (6)
13) Devise Code for independent Directors – Schedule IV
14) Observe Secretarial standards for Board & General meetings S/118 (10)
15) Reconstitute Board (within 1year)– for (i) appl. of ID’s for 5yrs (ii) not liable to retire by rotation –S/149 (10) to (13)
16) Maintain Register of KMPs – S/170
17) Can pay sitting fees upto Rs. 1lakh S/197 (5)
18) Check the compliance required by unlisted Public companies (if paid-up/networth exceed prescribed limits)- refer Annexure (will be circulated separately)
Additional compliances
1) To attend at least 1 Board Meeting in 12 months or vacate office S/167 (1) (b)
2) Change in top 10 shareholders S/93
3) File Board Resolutions passed U/S 179
4) File Report on AGM – S/121
5) Postal Ballot Applicable to Pvt. Cos – S/110
6) Directors Responsibility Statement – Clause (e) & (f) of S/134 (5) have laid down adequate “internal financial controls” (defined in the Act) – To devise policy on internal financial controls.
7) Auditors – Appoint for 5yrs – Existing limit to be considered S/139 (2) – Ratification every year
8) To inform auditor & ROC about appointment within 15 days – S/139
9) Relative of auditor not to hold shares in excess of Rs. 1lakh S/141