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Companies Cost records Audit Rule_08122017

Companies Cost Records Audit Rule, 07.12.2017

Adjournment of Meeting

A meeting is adjourned until a later date if none of the business items in the agenda can be
discussed for want of quorum22 or other exigencies. If the quorum is not present within half an
hour of the appointed time for the meeting, the meeting will automatically be adjourned. The
quorum should be present throughout the meeting. Proxies are to be excluded for determining
the quorum. The meeting may also be adjourned because of such exigencies as power outages,
natural calamities, and external disruptions.
The power of adjournment vests in the majority of those present at the meeting. The chairperson
cannot arbitrarily adjourn the meeting.
In case of an adjourned meeting, the company shall inform its shareholders about reconvening
the adjourned meeting at least three days in advance, either individually or by publishing an
advertisement in the newspapers (one in English and one in the vernacular language) that are
in circulation at the place where the registered office of the company is located.
In the adjourned meeting, if the quorum is not present within half an hour from the time
appointed for the meeting, the shareholders present will constitute the quorum

INCOME TAX BENEFIT FOR HOUSING LOAN

INCOME TAX BENEFIT FOR HOUSING LOAN

ELIGIBILITY

You will be eligible to claim both the interest and principal components of your repayment during the year.

·         Interest can be claimed as a deduction under Section 24. You can claim up to Rs. 200,000 (Rs. 150000/- up to A.Y. 2014-15) or the actual interest repaid whichever is lower. (You can claim this interest only when you are in possession of the house)

·         Principal can be claimed up to the maximum of Rs. 150,000  (Rs. 100000/- up to A.Y. 2014-15) under Section 80C. This is subject to the maximum level of Rs 150,000 (Rs. 100000/- up to A.Y. 2014-15) across all 80C investments.

·         You will need to show the statement provided by the lender showing the repayment for the year as well as the interest & principal components of the same.

Note: For claiming maximum benefits under Section 24, the construction of the house has to be completed or the house has to be acquired within 3 years from the end of financial year in which the loan was taken

Can the Benefits Availed under Section 80C Be Reversed?

 

Yes, it can happen if you sell the property within 5 years from the end of financial year in which the possession of such property is obtained. In such a case, the aggregate amount of deductions availed for such housing loan in the previous years shall be added to the income of the assessee in the year of sale and taxed accordingly (as per income tax slab). This is in addition to any capital gains taximplications that may arise on sale of such assets.

Are There Any Tax Benefits for Loans Taken for Home Renovation/Repair?

if the loan is taken for repairs, renewal or reconstruction, the deduction limit (for interest payment under Section 24) shall be capped at Rs 30,000. There is no provision for availing tax benefits beyond Rs 30,000 per financial year for loans taken for repairs/renovation/addition etc.

For any loans taken for any addition, alteration, renovation or repair of house property after issuance of completion certificate (or after the property has been occupied or let out), there is notax benefit for principal repayment under Section 80C.

Warning: reading purpose only.

minutes of remuneration committee (no remuneration given)

MINUTES OF THE REMUNERATION  COMMITTEE MEETING OF THE ________________ LIMITED HELD ON ____________, THE ___________, 2016 AT 2016, AT _____________AT _______ A.M.

PRESENT
Shri ________	-	Chairman
Shri __________	-	Member
Shri ____________	-	Member
IN ATTENDANCE
Shri ____________	-	Company Secretary

1.                  MINUTES OF PREVIOUS MEETING

Minutes of previous meeting held on ____________ placed before the Committee, were confirmed and were signed by the Chairman.

2.                  TO TAKE A NOTE OF REMUNERATION

The Chairman informed the Board that due to inadequate profit during the year 2015-16 the Company has not provided any remuneration to the Board of Directors of the Company.

The Committee noted the same.

3.                  Votes of Thanks

There being no other business to transact, the meeting concluded at _______ p.m. with a vote of thanks to the Chair.

Date:

Place: Ahmedabad                                                                                                  Chairman

minutes of Independent Directors

MINUTES OF THE SEPARATE MEETING OF THE INDEPENDENT DIRECTORS ON BOARD OF DIRECTORS OF THE COMPANY, HELD ON _____DAY, THE __TH DAY OF _______, 20__ AT ____ P.M. AT THE _____ OFFICE OF THE COMPANY AT _________________.

PRESENT:

Name – Designation ‘

Shri _______________ was elected as Chairman of the Board was told to take the Chair.

After ascertaining that the requisite quorum was present, the proceedings of the meeting were commenced by the Chairman.

ITEM NO. 1

TO GRANT LEAVE OF ABSENCE

All Independent Directors were present.

ITEM NO.2

TO CONFIRM MINUTES OF LAST SEPARATE MEETING OF THE INDEPENDENT DIRECTORS ON BOARD OF DIRECTORS OF THE COMPANY.

Shri A informed that during the year 2014-15, this was first Separate Meeting of the independent directors on Board of Directors of the company. So there were no Minutes of any previous Meeting for confirmation.

ITEM NO.3

TO CONSIDER PURPOSE AND APPLICABLE PROVISIONS FOR MEETING.

Shri A informed that Section 149(8) of the Companies Act, 2013 requires independent Directors on the Board of Directors to abide by the provisions specified in SCHEDULE IV of the Companies Act which defines CODE FOR INDEPENDENT DIRECTORS. He further stated that the Code is a guide to professional conduct for independent directors. He further stated that Clause VII of Scehdule IV of the Companies Act, 2013 read with New LODR,2015 requires that The independent directors of the company shall hold at least one meeting in a year, without the attendance of non-independent directors and members of management. He further informed that accordingly, the Meeting is being held inter-alia, with a view to review the performance of non-independent directors and the Board as a whole, review the performance of the Chairperson of the company, taking into account the views of executive directors and non-executive directors; and to assess the quality, quantity and timeliness of flow of information between the company management and the Board.

ITEM NO.4

TO REVIEW THE PERFORMANCE OF NON INDEPENDENT DIRECTORS AND THE BOARD AS A WHOLE

Thereafter, it was discussed that during the financial year, the Board delivers its responsibilities by following ways:

Strategy: Board effectively provides strategic directions to the company.

Performance of Management: Board provides effective directions on key decisions impacting the performance of the company, effectively reviews the financial performance of the company and suggests corrective actions.

Governance & Compliance: Board strives towards adapting best practices in governance while also fully complying with the laws of land.

Overall: The process for setting the board agenda is transparent, realistic to the current needs and meeting material is shared well in time. The frequency and duration of the board meetings are adequate to ensure a proper discharge of all the responsibilities.

 Over all board meeting is held in open and objective manner where there is adequate opportunity for members to share their views.

Thereafter, the performance of the Executive Directors vis-à-vis Board as a whole was taken up for discussion on following parameters:

Performance of Non-Independent Directors: the Non Independent directors on the Board have played a good role in better corporate governance. The Board received required disclosures from them. Based on formal and informal appraisals, the Non Independent directors have played role in good governance and handling of day to day affairs efficiently, cost cuttings, market strategies, expansion and growth of Company.

Technology up gradation: ID’s discussed and concluded that Company uses latest available technology in its operations.

Statutory Compliances and dues: The Company has not defaulted in the payment of statutory dues. Compliances are made well in time.

Internal Audit: The Company has hired a well-organized team for Internal Audit headed by a qualified Chief Internal Auditor who directly reports to the Audit Committee.

Overall Performance: The Company has been able to keep itself well positioned in spite of very adverse market conditions. The Company’s performance is quite satisfactory vis-à-vis peers as well as the industry.

ITEM NO.5

TO REVIEW THE PERFORMANCE OF THE CHAIRPERSON OF THE COMPANY

Sh. A stated that  in terms of the provisions of Schedule IV read with LODR, 2015, the performance of Chairperson has to be reviewed.

Mr. B pointed out that the performance of Chairperson can be very well drawn/ascertained from the fact that  inspite of adverse market conditions and other factors,  the performance of Company is satisfactory which is due to the leadership/guidance given by the Chairperson of the Company. Shri A, based on formal and informal appraisal apprised the role played by Chairman in cost reduction, day to day affairs, strategic management, good corporate governance, tapping foreign and management.

VOTE OF THANKS

There being no other business, the meeting concluded with a vote of thanks to Members Present.

CHECKLIST OF SECRETARIAL STANDARD 1

Checklist for Calling a Board Meeting as per Secretarial Standard-1

General

Hold Board Meeting in every calendar Quarter with maximum interval of 120 days

between 2 consecutive meetings, and at least 4 Board Meeting in a calendar year.

Hold meeting at any day, other than a National Holiday.

Notice and Agenda of the Board Meeting

Circulate Notice of meeting along with the Agenda and notes on Agenda at least 7 days before the meeting to every director, including the alternate director and also to original director to such alternate director. In case notice is sent by courier, speed post or registered post, then 9 days notice must be given.

1.        Supplementary notes on Agenda items can be circulated at or prior to the meeting with the permission of chairman.

5.      Company Secretary or any Director of a company or any person authorized by the Board in this behalf shall issue the notice of meeting.

6.        Notice must contain the serial number, day, date, time, and venue for the meeting.

7.        Notice must also contain the contact number or email-address of the Chairman or CS or authorized person, to whom the director shall confirm in advance of his presence in the meeting. No leave of absence shall be given in case no such advance confirmation and or permission have been seeked for absence.

8.        Seek the permission of the Chairman and consent of majority of the Directors present in the Meeting, including at least one Independent Director, if any, for taking up the matter not included in the Agenda.

Resolution by Circulation

9.        Draft resolution should be placed in the meeting or set out in the Note.

10.     Send Draft Resolution to be passed by circulation, along with necessary papers and notes, to every director including interested director and seek their assent/dissent on the said resolution within 7 days of the date of circulation. In case the assent/dissent is  not received, it will be presumed that the director has abstained from voting.

11.     The resolution shall be deemed passed on the last day specified for giving assent or dissent or on a day when at least 2/3rd of directors give their approval, whichever is earlier.

12.     For passing the said resolution at the meeting and not by circulation consent of at least

1/3rd  of the Directors is required.

13.     Note the resolution passed by circulation in the next Board Meeting and record in the minutes.

Minutes Book of BM

14.     Minutes can be maintained in physical or in electronic form with Timestamp2 and a

uniform basis shall be adopted for such preparation.

15.     Minutes must, interalia, contain;

i.          Page number

ii.        Bound periodically in such a manner that it coincides with the FY of the Company.

2 “Timestamp” means the current time of an event that is recorded by a Secured Computer System and is used to describe the time that is printed to a file or other location to help keep track of when data is added, removed, sent or received.

iii.       Serial number of meeting, type of meeting, name of company, day, date, venue and time of commencement and conclusion of the meeting.

iv.       Details of directors present physically or through electronic mode, beginning with the name of the Chairman.

v.         Name of Company Secretary and any other Invitee as well

vi.       The details (resolution) of appointment of Directors, first auditors, KMP, Secretarial auditor, Internal auditors, Cost auditor made at that particular meeting.

vii.      Noting of the appointment of any person appointed one level below the KMP.

viii.    Not be pasted or attached or tampered therewith.

16.     Reference to the previous resolution must be mentioned in case the proposed resolution supersedes, amends, and modifies the previous resolution.

17.     Circulate the draft minutes within 15 days of the conclusion of the meeting to all the

directors and preserve the proof of sending draft minutes and delivery.

18.     Seek the comments of the director within 7 days from the date of circulation of the minutes and prepare final minutes within 30 days of the conclusion of meeting. In case no communication is received it is presumed to be approved.

19.     Record the date of entry of the final resolutions in the Minutes Book as well.

20.     Circulate the signed minutes which must be certified by CS or any director, within 15 days from the date of signing, to all the directors and preserve the proof of sending draft minutes and delivery.

21.     Minutes maintained in e‐form shall be signed digitally by the Chairman.

22.     Members of the Company cannot inspect the Minutes book.

23.     Directors can receive a copy of minutes of the all the meetings held before the period of his directorship.

24.     Preserve the Minutes, along with proof of circulation along with delivery receipt,

permanently.

25.     Inclusive list of contents have been mentioned in the SS-1 that a minute should contain.

i.