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19 Cards in this Set

  • Front
  • Back

Producer Company

A body corporate having objects or activities specified u/s 581B and registered as producer company under Companies Act

Producer

Any person engaged in any activity connected with oral irritable to any primary produce.

Patronage

The use of services offered by the producer company to its member by participation in its business activities

Patronage bonus

Payments made by a producer company out of its Surplus Income to the members in proportion to their respective patronage

Limited return

The maximum dividend as may be specified by the articles

Member

A person or producer institution admitted as a member of a producer company and who retains the qualifications necessary for continuance as a member

Active member

Remember who fulfills the quantum in period of patronage as may be required by the articles

App

1.Application by-


A. Individuals :10 or more being producers


B. Producer Institution: 2 or more


C. Combination of above



2.Application to: Registrar


3.Along with: MOA & AOA



4. Issue of Certificate of Incorporation


Satisfaction of the Registrar-Registration of MOA & AOA -


Issue COI within 30 days of the receipt of receipt of documents.



5. Formation of PC


A. Reimbursement of Pre Inc expenses


-to promoters


-alleged the direct cost associated with the promotion and Registration


-Approval of Reimbursement -at the first GM



6.Effects of Registration


- be a Body Corporate


- be a Private Company


-work on the principal of mutual assistance, Limited Return, Patronage & Patronage Bonus.

Conversion of an existing ISCS into a producer company

1. Application by Whom ?


a) An ISCS with objects not confined to one state


b) A Co operative society formed by producers may apply if


-Registered under any law


-it has extended it's object outside the state



2. Enclosure to Application

1. SR of not less than 2/3rd of total Members


2. Names addresses and occupations of the directors and chief executives


3. List of members


4. Statement stating that the society is engaged in one or more of the objects specified under section


581B


5. Declaration by two or more directors certifying that particular given above are correct


6. Memorandum and articles duly signed by subscribers to the memorandum

Effects of conversion

1. Applicability of Companies Act-


No claim shall Iie against a erstwhile society by reason of conversion into a producer company



2. Liability for prior acts - remains unaffected



3. Effect on members - the members of the society immediately before the transformation date become the members of producer company



4. Effect on directors


- all the directors have a right to continue in Office for 1 years from transformation date


- no director shall be entitled to any compensation

Effect on Employees

1. Every officer or employee of society shall become an officer or employee of the producer company he shall hold his office for the


same time ,


same remuneration,


same terms and conditions ,


same obligations,


same rights and privileges


as had In the erstwhile society.



2. Effect on retired officers and employees-


Entitled to receive the same benefits rights or privileges as per the entitlement from the society



3. Effect on trust


The trust of provident fund and gratuity fund of the society -


shall discharge their functions in the producer company ,


enjoy tax exemption if any granted earlier to the society

Reconversion of a producer company into ISCS

1. Eligibility to make an application-


If it was formed as a producer company by way of the conversion of a society into a producer company.



2. Application for reconversion


To whom - High Court


By whom-


Members: 2/3 Present and Voting


Creditors: 3/4 Total Value



3. Directions for holding meeting - By high court



4.Stay of Suits and Proceedings- The High Court may



5. Approval by -


Members : 3/4 in Value, Present


Creditors: 3/4 in Value, Present



6. Disclosure of Material Facts


- latest financial position of the co.


-latest Auditor Report


-The pendency of any investigation Proceedings


- other similar information and disclosure

Mutual assistance principles to be contained in the Articles

1. Voluntary membership


-to persons who can participate or avail of the services of producer company


- who are willing to accept the duties of membership



2. Voting Rights


A. Each member - only one vote


B. Producer institution - based on: Participation in the business of producer company,


Shareholding during the first year



3. Board of directors



4.Distribution of Surplus


The surplus shall be distributed for


- development of business of the producer company


- providing common facilities


- distribution among members in proportion to the respective participation in the business



5. Education of Members



6.Co-operation with other Producer Company


Finance , Accounts and Audit

1. Nature of books of accounts to be kept


- all sums of money received and expended


- all sales and purchases of goods


- instruments of liability executed by or on behalf of producer company


- all Assets and liabilities


- in case of a manufacturing producer company the particulars relating to utilisation of materials label or other items of cost.



2. Location of books of account- registered office



3. Internal audit - add search intervals as may be specified in the articles and carried out by a CA



4. Duties of auditor- additional matters:


- debts along with bad debts


- verification of cash balance and securities


- details of assets and liabilities


- old transactions which appears to be contrary to provisions of Part IX A


- loans given by producer company to the directors


- donations or subscriptions given by the producer company


Donations or subscriptions by producer company

1. SR required - for the purposes of


A. Promoting the social and economic Welfare of producer members of producers general public


B. Promoting the mutual assistance principles.



3. Shall not exceed 3% of the net profit of the preceding financial year



4. Prohibition on


- any contribution of subscription to a political party


- any contribution of subscription to any person for any political purpose

General and Other Reserves

1. Every producer company shall maintain a General reserve in every financial year


2. Maintained as per articles


3. if does not have sufficient funds- contribution to the Reserve shall be shared amongst the members in proportion to the patronage of that financial year

Issue of Bonus shares

1. Capitalisation of amounts from general reserve


2. Recommended by board


3. Require a resolution in GM

Loan to members

1. Compliance with articles



2. Approval of the board



3. A member may be given credit facility in connection with the business of producer company for a period not exceeding 6 months.



4. Loan can be made if


- loan is secured buy some security specified in the articles


- loan is repayable within 7 years



5. Loan to directors and their relatives - granted only after obtaining the approval of the members in GM