Registration Process of Farmer Producer Organization

Transcription

1 Registration Process of Farmer Producer Organization

2 Formation of PC (581C) Any ten or more individuals, each of them being a producer or any two or more Producer institutions or a combination of ten or more individuals and Producer institutions, desirous of forming a Producer Company having its objects specified

3 Number Of Directors(581O) Every Producer Company shall have at least five and not more than fifteen directors : Provided that in the case of an inter-state cooperative society incorporated as a Producer Company, such company may have more than fifteen directors for a period of one year from the date of its incorporation as a Producer Company

4 APPOINTMENT OF DIRECTORS(581P) the Members who sign the memorandum and the articles may designate therein the Board of directors (not less than five) who shall govern the affairs of the Producer Company until the directors are elected The election of directors shall be conducted in General Boy Meeting within a period of ninety days of the registration of the Producer Company : Every person shall hold office of a director for a period not less than one year but not exceeding five years as may be specified in the articles. Every director, who retires in accordance with the articles, shall be eligible for re-appointment as a director. the directors of the Board shall be elected or appointed by the Members in the annual general meeting. The Board may co-opt one or more expert directors or an additional director not exceeding one-fifth of the total number of directors or appoint any other person as additional director for such period as the Board may deem fit : Provided that the expert directors shall not have the right to vote in the election of the Chairman but shall be eligible to be elected as Chairman,

5 Steps Of Forming Producer Company 1. Application of pan card for the individual farmer Members and farmers institutes Members 2. Digital signature certificate for at least one Director 3. Director Identification number(din) 4. Naming of a producer company 5. Preparation of Memorandum and Articles of Association 6. Documents to be submitted to the Registrar Of Companies for incorporation of producer company 7. Certificate of incorporation 8. Tasks to be completed immediately after incorporation of producer company

6 Application of pan card On successful submission of online application for allotment of PAN( Form 49A) and payment, an acknowledgement receipt is generated. Save and take a print out of the acknowledgement receipt. Duly signed and photos affixed acknowledgement receipt along with prescribed supporting documents (for cheque/dd mode of payment) should be sent to NSDL at 5th Floor Mantri Sterling, Plot No. 341, Survey No. 997/8, Model Colony, Near Deep Bungalow Chowk, Pune The 15 digit acknowledgement no. appearing on the acknowledgement receipt can be used for tracking status of application.

7 Digital signature certificate The prescribed application form for DSC is available at the website of Ministry of Corporate Affairs (henceforth website of MCA). After filling the required information, the form has to be submitted online to the Certification Agencies. The DSCs are typically issued with one to two year validity. These are renewable on expiry of the period of initial issue. The official fee for issuance of DSC is ` 1800/-. In addition, the Certification Agency charges a service fee which vary from agency to agency.

8 Director Identification number(din) The DIN number can be obtained online only from the company affairs cell at Noida, UP without any fees by providing identification proof number (Only PAN Card, Voter Identity card, passport or driving license number is accepted). The prescribed form is available in the website of Ministry of Corporate Affairs and the application can be done online.

9 Naming of a producer company A Producer Company should be named using the following suffix..producer Company Limited appropriately indicating its status of producer company. Select, in order of preference, at least one suitable name up to a maximum of five names, indicative of the main objects of the company. Ensure that the name does not resemble the name of any other already registered company and also does not violate the provisions of emblems and names.

10 .Contd Apply to the concerned Registrar of Companies to ascertain the availability of name in INC-1 by logging in to the portal ( A fee of ` 1000/- has to be paid alongside and the digital signature of the applicant proposing the company has to be attached in the form. If all the proposed five names are not available, the applicant will be intimated by Registrar of Companies (RoC) and subsequently the applicant has to apply for a fresh name on the same application.

11 MEMORANDUM OF PRODUCER COMPANY (581F) The memorandum of association of every Producer Company shall state : - (a) the name of the company with "Producer Company Limited" as the last words of the name of such Company ; (b) the State in which the registered office of the Producer Company is to situate ; (c) the main objects of the Producer Company shall be one or more of the objects specified in section 581B ; (d) the names and addresses of the persons who have subscribed to the memorandum ; (e) the amount of share capital with which the Producer Company is to be registered and division thereof into shares of a fixed amount ; (f) the names, addresses and occupations of the subscribers being producers, who shall act as the first directors in accordance with sub-section (2) of section 581J ; (g) that the liability of its members is limited ; (h) opposite to the subscriber's name the number of shares each subscriber takes : Provided that no subscriber shall take less than one share ; (i) in case the objects of the Producer Company are not confined to one State, the States to whose territories the objects extend.

12 ARTICLES OF ASSOCIATION (581G) The articles shall contain the following mutual assistance principles, namely : - (a) the membership shall be voluntary and available, to all eligible persons who, can participate or avail of the facilities or services of the Producer Company, and are willing to accept the duties of membership ; (b) each Member shall have only a single vote irrespective of the share holding ; (c) the Producer Company shall be administered by a Board consisting of persons elected or appointed as directors (d) save as provided in this Part, there shall be limited return on share capital ; (e) the surplus arising out of the operations of the Producer Company shall be distributed in an equitable manner by : - (i) providing for the development of the business of the Producer Company ; (ii) providing for common facilities ; and (iii) distributing amongst the Members, as may be admissible in proportion to their respective participation in the business ;

13 ..Contd The articles shall contain the following provisions, namely : - (a) the qualifications for membership, (b) the manner of ascertaining the patronage and voting right based on patronage ; (c) the manner of constitution of the Board, its powers and duties, the minimum and maximum number of directors, manner of election and appointment of directors and retirement by rotation, qualifications for being elected or continuance as such and the terms of office of the said directors, their powers and duties, conditions for election or cooption of directors, method of removal of directors and the filling up of vacancies on the Board, and the manner and the terms of appointment of the Chief Executive ; (d) the election of the Chairman, term of office of directors and the Chairman, manner of voting at the general or special meetings of Members, procedure for voting, by directors at meetings of the Board, powers of the Chairman and the circumstances under which the Chairman may exercise a casting vote ; (e) the circumstances under which, and the manner in which, the withheld price is to be determined and distributed ; (f) the manner of disbursement of patronage bonus in cash or by issue of equity shares, or both ; (g) the contribution to be shared and related matters (h) the matters relating to issue of bonus shares out of general reserves (i) the basis and manner of allotment of equity shares of the Producer Company in lieu of the whole or part of the sale proceeds of produce or products supplied by the Members ; (j) the amount of reserves, sources from which funds may be raised, limitation on raising of funds, restriction on the use of such funds and the extent of debt that may be contracted and the conditions thereof ; (k) the credit, loans or advances which may be granted to a Member and the conditions for the grant of the same ; (l) the right of any Member to obtain information relating to general business of the company ; (m) the basis and manner of distribution and disposal of funds available after meeting liabilities in the event of dissolution or liquidation of the Producer Company ; (n) the authorisation for division, amalgamation, merger, creation of subsidiaries and the entering into joint ventures and other matters connected therewith ; (o) laying of the memorandum and articles of the Producer Company before a special general meeting to be held within ninety days of its registration ; (p) any other provision, which the Members may, by special resolution recommend to be included in articles.

14 Memorandum and Articles of Association Memorandum and Articles of Association should be printed Get the Memorandum and Articles of Association duly stamped, the Memorandum and Articles of Association subscribed/signed by the requisite number of subscribers/ promoters, in his/her own hand, his/her father s name, occupation, address and the number of shares subscribed for. Ensure that the Memorandum and Article is dated on a date after the date of stamping.

15 Documents to be submitted to the Registrar of companies. Copy of the letter of Registrar of Companies confirming the availability of name for formation of the company ; Memorandum and Articles of Association duly stamped and signed; Form No INC-7 regarding application for incorporation of company Form DIR-12 regarding particulars of appointment of directors and the key managerial personel and the changes among them. Form No INC-22 regarding notice of situation or change of situation of registered office.

16 ..Contd Form No DIR-2 consent of the director Declaration of the farmer on Rs 20 stamp paper Form no.inc-10 regarding verification of signature of subscribers Form No.INC-9 Affidavit Pan card and voter card of the subscriber. Letter to the registrar of companies for appointment as first directors of producer company

17 Certificate of incorporation The Registrar of the Companies will register the memorandum, the articles and other documents and issue a certificate of incorporation within thirty days, which is a conclusive proof of its formation in terms of Part IX A. [Section 581C (2)].

18 .Contd The incorporation of Producer Company is effective from the date mentioned in the certificate. On incorporation, a company becomes a juristic person. its members may come and go but the company goes on till it is wound up.

19 ..Contd It has a common seal, which is affixed on all the documents executed on behalf of the company along with authorized signatory or signatories.

20 Tasks to be completed after incorporation. Open a Bank Account with minimum two officially nominated signatories in the name of the Company. Get PAN number from the Income Tax and TIN number from the Commercial Tax Department to carry out business. Establishment of company office.

21 Cost For Incorporation of a PC Particulars Heads Amount Digital signature Fees 9000(1800/director) State Stamp duty Memorandum of association 500 Power of Attorney 20 Article of association 1000 Registration/Filling Fees MOA(INC-7) 2500 AOA(INC-7) 500 INC-1(Name Availability) 1000 INC-22(register office) 300 DIR Fees of CA/CS firm Consultancy fees Stamps papers Affidavits and declarations 300 Affidavit Expenses Fees Of notary 2000 Incidental Charges 8000 Total Approximate 35420

22 Annual Filling Sr.No Document e-form 1 Balance sheet Form 23AC to be filled by all the companies 2 Profit & loss account Form 23ACA to be filled by all companies 3 Annual Return Form 20 B to be filled by companies having share capital 4 Annual Return Form 21A to be filled by companies without share capital 5 Compliance Certificate Form 66 to be filled by companies with paid up capital between rs 10 lakh to Rs.2 crore

23 Statutory Registers,Books etc.to Be Maintained Register of members Share transfer register Documents creating any charge which requires registration Register of charges Copies of annual returns and certificates and documents required to be annexed thereto

24 Contd Minute books of Board Meetings & General Body Meetings. Register of dividend declared and remaining unpaid Proper books of accounts for all transanctions

25 Contd Register of Contracts, companies and firms in which directors are interested Register for directors and shareholding Register of inter corporate loans and investment Register of renewed and duplicated certificate

26 Contd Register and index of beneficial owners. Register of particulars of investments of producer companies

27 Period of Preservation of Statutory/Records S.NO Register/Record Period 1 Register and index of members 2 Books of accounts and vouchers Permanent 8 years 3 Register of deposits 8 years from the year of last entry 4 Annual returns and certificate annexed thereto 5 Any other statutory register/record 8 years from the date of last filling with roc 8 years

28 Meetings Annual general meetings. Once in every year(max of 15 months between two AGM) BOD Meetings: To be conducted minimum 4 times in a year.

29 THANK YOU