Companies Act, 2013 Procedure

Procedure for Intimating Satisfaction of Charge (Beyond 300 Days)

Nupur Rathore Nupur Rathore
Nupur Rathore

Published on: Dec 15, 2020 / Updated on: Feb 10, 2021

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Introduction

Satisfaction of Charge is payment of charge in full. A company shall give intimation to the Registrar, of the payment or satisfaction in full of any charge registered, within a period of thirty days from the date of such payment or satisfaction.

Mandatory Requirements

  • Company shall take a NOC or a No Due Certificate or a Letter from the Charge holder stating that the amount has been satisfied.
  • Company shall take approval of Central Government where Charge is not satisfied within 300 days.

Following Procedure is to be followed

  1. Convene a Meeting of Board of Directors [As per section 173 & SS-1]
    • Issue Notice of Board Meeting to all the Directors of Company at their addresses registered with the Company, at least 7 days before the date of Board Meeting. A shorter notice can be issued in case of urgent business.
    • Attach Agenda, Notes to Agenda and Draft Resolution with the Notice.
    • Hold a meeting of Board of Directors of the Company and pass the necessary Board Resolution
      • to authorize any director or CS or CFO of the Company to file application for extension of time limit for satisfaction of charge with the Central Government.
      • To authorize any director or manager or CS or CFO of the Company to file form for satisfaction of Charge.
    • Prepare and Circulate Draft Minutes within 15 days from the conclusion of the Board Meeting, by Hand/Speed Post/Registered Post/Courier/E-mail to all the Directors for their comments. [Refer the Procedure for Preparation and Signing of Minutes of Board Meeting]
  2. File Application for seeking Extension of time limit
    Company shall file Form CHG-8 to the Central Government for seeking extension of time for satisfaction of charge, if such filing is not made within a period of three hundred days from the date of such payment or satisfaction along with following documents
    • A documentary evidence of satisfying the charge.
    • The letter of authorisation from the authorised representative of a foreign company – In case of a foreign company.
    • Copy of resolution of the Board authorising the filing of the application and appointing the authorized representative.
    • Confirmation from the charge holder.
  3. File Form CHG-4 with ROC
    On receiving approval from Central Government for extension in filing Form CHG-4, Company shall give intimation to ROC for Satisfaction of Charge in Form CHG-4 with No due certificate from the lender.
  4. Certificate of Registration of Satisfaction of Charge by ROC
    The ROC will enter a Memorandum of Satisfaction of Charge in full and issue a Certificate of Registration of Satisfaction of Charge in Form CHG-5.
  5. Make Necessary entries in the Register of Charge
    • Company shall make necessary entries in the Register of Charge in Form CHG-7 after the satisfaction of charge.
    • The entry should be authenticated by CS or a Director or any other person authorized by the Board in this behalf.

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