Deemed public company declaration: filing fee required when memorandum altered to record conversion under company law.
Recording a private company's notification that it has become a public company is an alteration of the registered memorandum and falls within the scope of clause 6 of Schedule X; therefore appropriate filing fees are payable by companies on the information furnished to the Registrar under the statutory notification procedure.

Signature of audit reports: partner must personally sign audit reports for a firm; firm name affixation is insufficient.
Only a multi partner firm properly constituted under partnership law may be appointed as auditor, and only an individual partner may sign or authenticate the auditor's report for the firm; affixing only the firm name or relying on a separate Registrar disclosure does not satisfy the statutory requirement and the signing partner must sign in his own hand for and on behalf of the firm.

Enforcement of liquidator's dues: Registrar can seek court order to compel payment and levy penalties.
Moneys payable by a liquidator, including interest and penalties under section 555(9), are to be treated as assets of the company in liquidation. The Registrar should initiate action under section 555(3) read with section 556(1) and seek a court order requiring the liquidator to file the statutory statement and pay all moneys into the Companies Liquidation Account, submitting the prescribed statement in Form No. 159. Prosecution under the penal provision may be pursued but may not secure recovery; the Registrar's levy under section 555(9) is not appealable.

Shareholder disclosure: chairmen should name correspondents and address their account queries during the annual general meeting.
Recommendation that the chairman disclose the name of each shareholder who sends comments on published accounts or the board's report and state the question or subject briefly, regardless of relevancy, and answer each separately in his annual general meeting speech. This is proposed alongside the existing protection under section 219, which ensures members receive the balance-sheet, profit and loss account, auditor's report and annexed documents to enable informed oversight and director accountability.

Registered office local limits: interpret as both municipal and postal boundaries, using the wider boundary.
Registered office relocation under section 146(2)(a) is subject to the prohibition on shifting the office outside the local limits except by special resolution. The expression local limits includes both local body (municipal) limits and postal limits; where they differ, the wider of the two boundaries governs whether a proposed shift remains within permissible local limits.

Reversion to private company status: approval under section 43A(4) suffices; separate section 31(1) Central Government fee unnecessary.
A company that became public by operation of the conversion provision may revert to private status by filing a single application to the Central Government under that conversion provision; no separate Central Government approval under the general articles-approval provision is required and therefore only one application fee is payable. Before applying, the company must ensure its articles meet private company requirements, reinserting any deleted clauses by a special resolution as a preparatory step to the conversion application.

Secretary liability arises as an officer for account errors; signing alone does not create personal liability.
Authentication of a company's balance sheet and profit and loss account by the secretary is performed on behalf of the board and does not by itself create personal liability; the secretary is liable only as an officer of the company. If the secretary is charged with maintaining accounts or assisting the auditor, the secretary may be held responsible for wrong statements in the accounts because of those duties.

Indemnification by company limited: defence costs reimbursable only after officers secure favourable judicial termination of proceedings.
A company is precluded from using its funds to exempt or indemnify officers or auditors against liabilities for negligence, default, misfeasance, breach of duty or breach of trust; such provisions are void. A company may, however, indemnify an officer or auditor for defence costs only where judgment is given in the officer's favour, the officer is acquitted or discharged, or court relief is granted on a statutory application, so reimbursement arises only after a favourable termination of proceedings.

Firm membership restriction: firms cannot be registered as company members except where statutory licensing applies, and corrective action may follow.
A firm is not a person and therefore cannot be registered as a company member except where a statutory licensing exemption applies; companies with firms recorded as shareholders must be directed to rectify the irregularity within a specified time and, if they fail to do so after warning, may be subjected to enforcement under the relevant statutory provision allowing corrective action.

Reappointment of retiring auditor requires an AGM resolution; failure to appoint allows government appointment power.
A retiring auditor who is qualified and willing is not automatically or deemed reappointed; the company must pass a resolution at the annual general meeting to reappoint. A resolution appointing a person other than the retiring auditor requires special notice, and non compliance with that requirement invalidates the resolution. Where no auditor is validly appointed or reappointed at the meeting, the statutory power for government appointment of auditors becomes available to fill the vacancy.

Attendance at board meetings entitles directors to sitting fees and allowances even if meetings are adjourned for lack of quorum.
Section 309(2) allows payment of meeting remuneration where a director "attends" a board or committee meeting. "Attend" means being present to participate in proceedings, not contingent on the meeting actually proceeding. If a director is present but the meeting is adjourned for want of quorum or cannot proceed for reasons outside the director's control, that presence counts as attendance and entitles the director to sitting fees and travelling allowances.

Registrar's power to extend AGM deadline permits meetings beyond the calendar year when special reasons justify extension.
The Registrar's discretionary power under the second proviso to sub section (1) may be exercised, for special reasons, to grant an extension of time to hold the annual general meeting even if that results in the meeting being held beyond the calendar year, provided the extension does not exceed the proviso's maximum limit.