Deposit Private Limited Company

DIVESH GOYAL
Mob: +918130757966
csdiveshgoyal@gmail.com
Practicing Company Secretary

GOYAL DIVESH& ASSOCIATES
ACCEPTANCE OF DEPOSIT FROM MEMBERS IN

CASE OF PRIVATE LIMITED COMPANY
GOYAL DIVESH & ASSOCIATES
CONTENT OF ARTICLES
Serieseries- 91
BACKGROUNGD:
Loans are the major source of funding for most

of the Companies apart from their Share
Capital. Companies borrow from various
sources like banks and various other financial
institutions.
Whereas,Public
Limited
Companies borrow from mass public by
accepting public deposits.Private Companies
are strictly prohibited from accepting any loan
or deposits from the public.
Till 5th June, 2015 a Private Company (NonNBFC) was permitted to accept or renew
Acceptance of Deposit from member deposits from its members subject to a limit of
25% of its aggregate of paid up capital & free
upto 100% of paid up share capital & reserves and also subject to compliance of
Stringent
conditions laid down under the provisions of Section-73(2).
frees
Reserve.
A. Background
B. Relaxation
C. Acceptance of Deposit from
Director.
D. Procedure for Acceptance of
Deposit from Member.
o
o Acceptances of Deposit from member

more than 100% of paid up share
capital & free Reserve.
A Private Company (Non-NBFC) is permitted to

accept monies (whether secured or unsecured)
from its members up to a maximum of 100% of
aggregate of its paid up capital and free reserves
(which does not include securities premium). This

is however, subject to the condition of intimation of
details to ROC in prescribed manner.
The word Company in Section 73 includes a
public Company of any size and a private Company.
Relaxation:
Provisions of Sec. 73(2) (a) to (e) shall not apply to
a Private Company which accepts from its members
monies not exceeding 100% of aggregate of the paid
up share capital and free reserves, and such
Company shall file the details of monies so accepted
to the Registrar in such manner as may be
Specified.
Twitter: @DiveshGoyal04
FB: csdiveshgoyal@gmail.com
WhatsApp: 8130757966
Gmail Id:
DIVESH GOYAL
Mob: +918130757966

Companies Act, 2013 permitted Private Companies to Borrow From
DIRECTORS
SHAREHOLDERS
INTER CORPORATE
LOANS
Directors from its

OWN Funds.
Shareholders
upto
100% of Paid up Share
Capital
+
Free
Reserves
(without
follow provisions of
Section 73)
A. ACCEPTANCE OF DEPOSIT FROM DIRECTOR

DIRECTOR:As
As per Chapter V, Acceptance of Deposits of
Companies Rules, 2014, point VIII of definition of Deposit.
Any amount receipt from a person, who at the time of acceptance was a Director
D
of the
Company will not be considered
ed as Deposit.
Note:
Position at the time of acceptance of Deposit will be considered.
Director will submit a declaration with the Company that amount is not being given out
of funds acquired by him by borrowing or accepting loans or deposits from
fro others.
Company can accept any amount of loan from the Director.
B. ACCEPTANCE OF DEPOSIT FROM MEMBERS

MEMBERS:
If Company
is Member
Other Than
Company
& Director
If Directors
is Member
A. Procedures to be followed for taking Loan from Members (Company)

(Company):
As per Chapter V, Rule 2(1) (cc) (VI), any amount received by a Company
ompany from any other
company is excluded from the definition of deposits. Therefore, loans taken by a Company from
Gmail Id:
DIVESH GOYAL
Mob: +918130757966
any other Company, even if such other Company is its member, will not be treated as deposits.
Hence the provisions and procedures required to be followed for accepting deposits in Chapter V
under the Companies Act, 2013 will not be applicable in such cases.
B. Procedures to be followed for taking Loan from Members (Company):
As per Chapter V, Rule 2(1) (c) ( VII ), any amount received by a Company from a person who, at
the time of the receipt of the amount, was not a Director of the Company but was member of the
Company will not be considered as deposit, Because Private Companies are allowed to accept
Deposits from the members upto 100% of Paid up Share Capital and Free Reserves.
C. Procedures to be followed for taking Loan from Members (Other than Company &
Directors): (upto 100% of paid up share Capital and Free Reserve)
Clause (a) to (e) of Section 73(2) will not be applicable on Private Limited Company if deposit is
upto 100% of paid up share capital and Free Reserve.
P A R T I C U L A R S
Work
Before Meeting
Issue Notice of Board Meeting-[173(3)] & SS-1

Call Meeting by giving not less than 7 (Seven) days Notice
in writing.
Prepare Agenda of Board Meeting

Prepare Attendance Sheet of Board Meeting
Work
During Meeting
Place before Board A copy of Resolution of Acceptance of

Deposit.
Place before Board Resolution to borrow money u/s 179(3).
Fix Day, Date, Time of Extra-ordinary General Meeting.
Place Draft Notice of Extra-ordinary General Meeting before
Board.
Board will authorize Director to issue Notice of Extra-ordinary
General Meeting.
CALL EXTRA-ORDINARY GENERAL MEETING
Issue Notice of GM Give At least 21 clear days Notice of Extra-ordinary General

Meeting through Electronic Mode or in Writing.
[Section- 101(1)] (SS-2)
Attach Explanatory Statement in Notice of Extra-ordinary
General Meeting. [Section-102]
Work
at
the
General Pass Ordinary Resolution for acceptance of deposit from the
Gmail Id:
DIVESH GOYAL
Mob: +918130757966
Meeting
members upto 100% of paid up share capital and free reserve.
Deposit accepted by a Company shall be repaid with interest in accordance with the terms
and conditions of the agreement referred to in that sub-section.
Security for the repayment at the option of the Company:

The Company may provide security for the repayment of the deposit with interest by creation of
charge on the assets of the Company. If the deposit is not so secured, the Company shall state in
the resolution that the deposit is unsecured.
If Company Provides Security: Then the Company will file form CHG-1 within 30 days of
creation of charge with ROC.
Deposit Application Form:

Member depositing money to submit money along with a deposit application form as specified
by the Company. (No form is prescribed under the Act). The deposit application form to contain
a declaration by the intending member/depositor that the deposit is not being made out of any
money borrowed by him from any other person. (The provisions does not exclude relatives).
Deposit Receipt:
Company has to furnish a deposit receipt to the depositor in prescribed manner as per Rule
12(2) of Chapter V Rules within 21 days from the date of receipt of money or realization date of
the Cheque.
Register of Deposit:
Company has to maintain, at its registered office, a separate register for deposits accepted in
prescribed manner as per Rule 14 of Chapter V Rules and enters prescribed particulars within 7
days from the date of issuance of deposit receipt. Entries in the Register to be authenticated by a
Director or Secretary or any other officer authorized by the Board for this purpose.
Filing of Detail of Deposit:

Company has to file the details of monies so accepted to the Registrar in such manner as may be
specified.
Filing of Return of Deposit:

Every Company shall on or before the 30th day of June, of every year, file with the Registrar, a
Return in form DPT-3 along with the fee.
Rate of Interest:
Company will pay penal rate of interest of 18% per annum for the overdue period in case of
deposit.
PROCEDURES TO BE FOLLOWED FOR TAKING LOAN FROM MEMBERS (OTHER
COMPANY & DIRECTORS):
(MORE THAN 100% OF PAID UP SHARE CAPITAL & FREE RESERVE)
Gmail Id:
DIVESH GOYAL
Mob: +918130757966

P A R T I C U L A R S
Work
Before Meeting
Issue Notice of Board Meeting-[173(3)] & SS-1

Call Meeting by giving not less than 7 (Seven) days Notice
in writing.
Prepare Agenda of Board Meeting

Prepare Attendance Sheet of Board Meeting
Work
During Meeting
To pass resolution for acceptance of deposit from members

Approve Draft DPT-1 (Circular)
Appoint a Trustee
Call General Meeting
Authorize Director or Secretary for further process
Place before Board Resolution to borrow money u/s 179(3).

Fix Day, Date, Time of Extra-ordinary General Meeting.
Place Draft Notice of Extra-ordinary General Meeting before
Board.
Board will authorize Director to issue Notice of Extra-ordinary
General Meeting.
CALL EXTRA-ORDINARY GENERAL MEETING
Issue Notice of GM Give At least 21 clear days Notice of Extra-ordinary General
Meeting through Electronic Mode or in Writing.
[Section- 101(1)] (SS-2)
Attach Explanatory Statement in Notice of Extra-ordinary
General Meeting. [Section-102]
Work at
Meeting
the
General Pass Ordinary Resolution for acceptance of deposit from the

members upto 100% of paid up share capital and free reserve.
Issue of Circular:
Company will issue circular in DPT-1 to all members by registered post along with the
acknowledgement due or speed post or by electronic mode.
The Circular may be published in English Language in an English News Paper and in a
vernacular language in a vernacular newspaper having wide circulation in the state.
A circular shall be issued to the members containing a Statement showing [73(2) (a)]:
The financial position of the Company;
Gmail Id:
DIVESH GOYAL
The credit rating obtained;
Total number of existing depositors;
Amount due to existing depositors; and
Such other particular as may be prescribed.
Mob: +918130757966
File DPT-1 with ROC:

At least 30 days before issue of circular, DPT-1 signed by BOD or Person Authorized by the
Board.
Security for the repayment at the option of the Company:

The Company will provide security by way of charge on its assets for the repayment of the
deposit with interest by creation of charge on the assets of the Company.
Creation of Security: Company will file form CHG-1 for creation of Charge within 30 days of
Creation of Charge.
Appointment Trustee:
Company will appoint a trustee for depositors for creating security on the deposits. A written
consent shall be obtained from the trustee for depositors before their appointment and a
statement shall appear in the circular to the effect that the trustee for depositors have given their
consent.
Deposit Trust Deed:

Company shall execute a deposit trust deed in from DPT-2 at least 7 days before issuing the
circular in the form of advertisement.
Maintenance of Liquid Fund:

The Company shall deposit an amount equal to 15% of the amount of deposits maturing during
the financial year and the financial year next following, to be kept in a Schedule bank in an
account called Deposit Repayment Reserve Account.
Deposit Insurance:
The Company shall enter into a contract for providing deposit insurance at least 30 days before
the issue of circular or advertisement or at least thirty days before the date of renewal, as the
case may be.
Certificate from the Company:

The Company shall certify that it has not committed any default in the repayment of deposits
accepted before or after the commencement of the Companies Act, 2013 or payment of interest
on such deposits.
Deposit Application Form:

Member depositing money to submit money along with a deposit application form as specified
by the Company. (No form is prescribed under the Act). The deposit application form to contain
Gmail Id:
DIVESH GOYAL
Mob: +918130757966
a declaration by the intending member/depositor that the deposit is not being made out of any
money borrowed by him from any other person. (The provisions do not exclude relatives).
o
Deposit Receipt:
The Company shall furnish a deposit receipt to the depositor in prescribed manner as per Rule
12(2) of Chapter V Rules within 21 days from the date of receipt of money or realization date of
the Cheque.
Register of Deposit:
Company to maintain at its Registered Office, a separate register for deposits accepted in
prescribed manner as per Rule 14 of Chapter V Rules and enters prescribed particulars within 7
days from the date of issuance of deposit receipt. Entries in the Register shall be authenticated
by a Director or Secretary or any other Officer authorized by the Board for this purpose.
Filing of Detail of Deposit:

The Company shall file the details of monies so accepted to the Registrar in such manner as
may be specified.
Filing of Return of Deposit:

Every Company shall on or before the 30th day of June, of every year, file with the Registrar, a
return in form DPT-3 along with the fee.
Clause (a) to (e) of Section 73(2) will not be applicable on a Private Limited Company if deposit
is upto 100% of paid up share capital and Free Reserve.
LANGUAGE: SEC 73(2) (A) TO (E) OF COMPANIES ACT, 2013:

73(2) A company may, subject to the passing of a resolution in general meeting and subject to
such rules as may be prescribed in consultation with the Reserve Bank of India, accept
deposits from its members on such terms and conditions, including the provision of
security, if any, or for the repayment of such deposits with interest, as may be agreed upon
between the Company and its members, subject to the fulfillment of the following
conditions, namely:(a)issuance of a circular to its members including therein a statement showing the financial
position of the company, the credit rating obtained, the total number of depositors and the
amount due towards deposits in respect of any previous deposits accepted by the company
and such other particulars in such form and in such manner as may be prescribed;
(b) Filing a copy of the circular along with such statement with the Registrar within thirty days
before the date of issue of the circular;
(c) Depositing such sum which shall not be less than fifteen per cent. Of the amount of its
deposits maturing during a financial year and the financial year next following, and kept in
Gmail Id:
DIVESH GOYAL
Mob: +918130757966
a scheduled bank in a separate bank account to be called as deposit repayment reserve
account;
(d) Providing such deposit insurance in such manner and to such extent as may be prescribed;
(e) Certifying that the company has not committed any default in the repayment of deposits
accepted either before or after the commencement of this Act or payment of interest on
such deposits;
(Author CS Divesh Goyal, GOYAL DIVESH & ASSOCIATES Company Secretary in

Practice from Delhi and can be contacted at csdiveshgoyal@gmail.com)
Disclaimer: The entire contents of this document have been prepared on the basis of
relevant provisions and as per the information existing at the time of the preparation. The
observations of the author are personal view and the authors do not take responsibility of the
same and this cannot be quoted before any authority without the written
Gmail Id:

Deposit Private Limited Company

Transféré par

Informations du document

Copyright

Formats disponibles

Partager ce document

Partager ou intégrer le document

Options de partage

Avez-vous trouvé ce document utile ?

Ce contenu est-il inapproprié ?

Droits d'auteur :

Formats disponibles

Deposit Private Limited Company

Transféré par

Droits d'auteur :

Formats disponibles

DIVESH GOYAL

Practicing Company Secretary

ACCEPTANCE OF DEPOSIT FROM MEMBERS IN

Loans are the major source of funding for most

o Acceptances of Deposit from member

A Private Company (Non-NBFC) is permitted to

(which does not include securities premium). This

Practicing Company Secretary

Companies Act, 2013 permitted Private Companies to Borrow From

Directors from its

A. ACCEPTANCE OF DEPOSIT FROM DIRECTOR

B. ACCEPTANCE OF DEPOSIT FROM MEMBERS

A. Procedures to be followed for taking Loan from Members (Company)

Issue Notice of Board Meeting-[173(3)] & SS-1

Prepare Agenda of Board Meeting

Place before Board A copy of Resolution of Acceptance of

Issue Notice of GM Give At least 21 clear days Notice of Extra-ordinary General

General Pass Ordinary Resolution for acceptance of deposit from the

Security for the repayment at the option of the Company:

Deposit Application Form:

Filing of Detail of Deposit:

Filing of Return of Deposit:

Practicing Company Secretary

Issue Notice of Board Meeting-[173(3)] & SS-1

Prepare Agenda of Board Meeting

To pass resolution for acceptance of deposit from members

Place before Board Resolution to borrow money u/s 179(3).

General Pass Ordinary Resolution for acceptance of deposit from the

File DPT-1 with ROC:

Security for the repayment at the option of the Company:

Deposit Trust Deed:

Maintenance of Liquid Fund:

Certificate from the Company:

Deposit Application Form:

Filing of Detail of Deposit:

Filing of Return of Deposit:

LANGUAGE: SEC 73(2) (A) TO (E) OF COMPANIES ACT, 2013:

(Author CS Divesh Goyal, GOYAL DIVESH & ASSOCIATES Company Secretary in

Vous aimerez peut-être aussi