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Promoters of company-
(1) Promoters of company are Sudhir, Satinder and Shakshi. They are engaged to incorporation of a company. These promoters have power of defining the object of a company and to decide on the various connected matters regarding the incorporation of company. The company that promoters are going to incorporate is a private company. These promoters are to enter into preliminary contracts with vendors and to make arrangements for preparation, advertisement on the circulation of prospectus.
(2) Company will pay the remuneration to the promoters after promotion.
(1)DIN (director identification number) - As per provision new section 266A, inserted by company Amendment Act 2006, every individuals that is directors of a company will make an application for the allotment of DIN to central government in DIN form.
DIN is the first requirement so firstly Directors of Triple S company is going to formulate, will obtain DIN.
(2) e-Form 1A-
Company is going to suggest five names to the registrar of company for the selection of one suitable name in e-Form. Five names are as given below-
Sudhir company private limited
Satinder company private limited
Shakshi company private limited
SSS company private limited
Triple S company limited
E-Form 1A is signed by the Mr.Satinder who is one of the promoters of company.
The registrar of companies intimated Mr.Satinder within in three month, the best suitable name is Triple S private limited.
(UNDER COMPANIES ACT, 1956)
(COMPANY LIMITED BY SHARE)
MEMORANDUM OF ASSOCIATION OF TRIPLE "S" COMMUNICATION PRIVATE Ltd.
MEMORANDUM OF ASSOCIATION-
MOA is the charter document of the company, the promoter going to promote for the registration of company under company Act 1956. The MOA was prepared according to table B of schedule 1 for making company limited by share.
1. Name of the company is TRIPLE "S" COMMUNICATION PRIVATE Ltd.
2. The Registered office of the company will be situated in the state of Punjab at Chandigarh.
3. The objects for which the company is established are:
Â· To benefit Indian consumers and to protect their interest by helping ensure that advertising is honest and in good taste.
Â· Promoting sales, increasing productivity and profitability.
Â· To benefit media by establishing best business practices.
Â· To benefit the nation by harnessing advertising for the good of the country.
Â· To serve society by meeting its social responsibility.
Â· To encourage the interest of young individuals in the Business of communication.
Â· To establish a common platform in building and sustaining the prestige of the advertising profession.
Â· Best understanding with the government on the mutual concern.
Â· To offer effective cooperation with government officials.
Â· To cooperate with government bodies on general issues such as advertising of tobacco, liquor and other subject of complexity and sensitivity.
Association Clause- this clause was followed by names, addresses and description of subscribers. The persons who are desire for the motion of company and the number of shares by these subscribers are 25000 in total.
Articles of associations- the AOA is subsidiary document of Triple S Company private limited, which specify all the rights and duties of all the members and directors. Company is following the table A of schedule 1, in which they made all the rules and regulations of their own.
(1)Share capital- authorized capital of company is Rs. 50 lakh and it is divided into50000 shares each having face value 100.
(2) Calls on share-Triple S Company has divided the face value of shares that Rs. 100 into five parts.
(a)Application money- Rs. 10 per share
(b)Allotment money- Rs. 40 per share
(c) First call- Rs. 20 per share
(d) Second call- Rs. 20 per share
(e) Third call- Rs. 10 per share
RULES AND REGULATIONS-
-Directors have right to receive and postpone a call of share.
- If the shareholders will not pay the unpaid amount after the due notice, share will be forfeited by the company.
The Board of Director of MYN health insurance Company limited may declare on share wholly or in part to be exempt this procedure.
-Transfer of shares
The shareholders of the company can transfer the share of company where they feel like.
-Dividend and Reserves-
The company will transfer 10% of its net profit to reserve for its future and rest after making necessary deductions will be divided as dividend to the shareholders.
(1)First A.G.M. shall be held by the company within 18 months of its incorporation.
(2) Subsequent A.G.M. of company shall be held in each subsequent calendar year and not more than 18 months shall elapse b/w two A.G.M.
(a)Member of directors shall not be less than 2 or limit on maximum.
(b) First directors of company are-
(c) The first directors shall holds office until the close of first A.G.M. of the company.
Powers of directors-
The board shall be enlist exercise will soul powers do will such aid and things as company is authorized is exercise and do.
-Power to make calls
-power of issue of debenture
-power borrows money otherwise than by debentures
- Power to make loans
Company has a common seal and directors shall precise for the sale ..........
Every year the accounts of the company shall be balanced and audited and correctness of the profit and loss account and balance sheet ascertained by one or more auditors.
If Triple S company private limited will be wound up and the assets available for distributed among the members as such ................................. to repay the whole of the assets will be distributed so that, as ........ as may be, the losses shall be .............by the members in proportion and the capital paid up.
-Declaration in e -Form 1- by an advocate or company secretary or Company act engaged in whole time .................................... the requirement of the C.A. .........and company act 1956 and the rules made there under have been complied with in respect of registrar.
E-Form 32- this form.............the particulars of directors. The personal details here and with the ......... provided are similar E-Form 32 is signed by Mr. Satinder..........
CERTIFICATE OF INCORPORATION OF A PRIVATE LIMITED COMPANY COMPANY NAME: TRIPLE "S" COMPANY PRIVATE LIMITED
I HEREBY CERTIFY THAT TRIPLE "S" COMPANY PRIVATE LIMITED IS THIS DAY INCORPORATED UNDER THE COMPANIES ACT 1956 AS A PRIVATE COMPANY AND THAT THE COMPANY IS LIMITED.
Signed at Chandigarh
9 NOVEMBER 2009
REGISTERAR OF COMPANIES
De8976654 6/7 rp(5643)
Contract between LPU and agency
Contract for advertising services made on 19 December 2009, Tuesday between Lovely Professional University, Phagwara (Advertiser) referred to as client, and Triple "S" company private limited advertising agency a corporation existing under the laws of the state of Punjab and located at Chandigarh.
APPOINTMENT OF AGENCY
Client hires agency, and agency agrees to serve as Advertising agency (the exclusive advertising agency of client or client's advertising agency in connection with the promotion of LPU's scholarship scheme 2010 as provided in this contract).
FEES AND SERVICES
(b) Agency shall receive a commission of 10 percent of the published rates of owners of media on all space in media purchased by agency for client.
AGENCY NOT RESPONSIBLE FOR DEFAULTS OF OTHERS
Agency shall not be liable to client by reason of the defaults of suppliers of materials and services, owners of media or other persons not the agents or employees of agency.
TERM OF CONTRACT; TERMINATION
The term of this contract shall begin on this day of 19 Dec, Tuesday (Month & Day) 2009 (Year), and shall continue for six months thereafter until 20 June 2010 or until terminated by written notice given by either party to this contract.
Signature by client
Signature by client Date:
Signature by agency Date:
Signature by agency Date:
The conditions of the contract shall be general conditions of contract.
In case of conflict the order of priority of contract documents will be
2. Letter of Acceptance
3. Notice invited advertising
4. Instruction to the advertiser
5. Appendix to advertiser
6. Form of contract
7. Special conditions to the contract
8. General conditions of contract
9. Particular technical specifications
10. General technical specifications
11. Relevant standards
13. Bill of quantities