UPDATE: on 30th August 2013: Companies Bill 2012 became the Companies Act, 2013 (Act 18 of 2013).
After reading my posts on Formation of a Company and Alteration of Memorandum and Articles, few readers suggested that I should cover provisions related to names in one place. I will discuss these provisions here along with provisions related to conversion of company from one class to another.
Posted in Chapter II - CA2013, Companies Act 2013, Governance and Responsibility
Tagged Articles, Change in Name, Companies Act 2013, Companies Bill 2012, Conversion of Registered Companies, CorpLaw, Corporate Law, Incorporation, Incorporation & Registration, India, Legal Reforms, Memorandum, Ministry of corporate affairs, Name of Company, Rectification of Name, Reforms
UPDATE: on 30th August 2013: Companies Bill 2012 became the Companies Act, 2013 (Act 18 of 2013).
In last blog post, commencement of business and registered office, I discussed Section 11 and 12 of the Companies Bill, 2012 Act 2013. In this post, I will discuss, Alteration of Memorandum and Articles of the company and relevant issues.
ALTERATION OF MEMORANDUM (SECTION 13):
A Company can alter its memorandum by a special resolution, and after complying requirement of Section 13.
Posted in Chapter II - CA2013, Companies Act 2013, Governance and Responsibility
Tagged Alteration of Articles, Alteration of Memorandum, Alteration of Objects, Certificate of Incorporation, Change in Name, Companies Bill 2012, CorpLaw, Corporate Law, Incorporation & Registration, Limitation on Alteration of Memorandum, Memorandum, Registered Office, Registration of Alteration of Memorandum, Shifting of Registered Office
UPDATE: on 30th August 2013: Companies Bill 2012 became the Companies Act, 2013 (Act 18 of 2013).
Section 7, 8 of Companies Bill 2012 Act, 2013
In my last blog post “Formation of Company”, I discussed the formation of company and its foundation documents; Memorandum, Articles and proposed/changed Name. In This post we will discuss, Incorporation of Company including incorporation of non- profit company.
INCORPORATION OF COMPANY (SECTION 7):
All document related to incorporation shall be filed be filed before the registrar, in whose jurisdiction registered office of a company is proposed to be situated. A Registrar may have jurisdiction over several states or only a part of a state. Following documents are to be submitted:
Posted in Chapter II - CA2013, Companies Act 2013, Governance and Responsibility
Tagged Articles, Certificate of Incorporation, CIN, Companies Bill 2012, CorpLaw, Corporate Identity Number, Corporate Law, Effect of Registration, Incorporation, Incorporation & Registration, Incorporation of Company, Incorporation of Non – profit, India, Memorandum, Registered Office, Subscriber
UPDATE: on 30th August 2013: Companies Bill 2012 became the Companies Act, 2013 (Act 18 of 2013).
Section 3, 4 and 5 of the Companies Bill, 2012 Act 2013
In my last post, I discussed definition of companies and classes.
FORMATION OF COMPANY (SECTION 3):
A company may be formed for any lawful purpose by:
(a) Seven or more persons as public company;
(b) Two or more persons as private company;
(c) One person as One Person Company
By subscribing names to a memorandum and complying other requirements.
Posted in Chapter II - CA2013, Companies Act 2013, Governance and Responsibility
Tagged Articles, Companies Bill 2012, Company, Company Limited by Guarantee, Company Limited by Shares, CorpLaw, Corporate Law, Formation of company, Incorporation, Incorporation & Registration, India, Legal Reforms, Memorandum, Name of Company, One Person Company, Private Company, Public Company, Reforms, Registered Office, Unlimited Company
UPDATE: on 30th August 2013: Companies Bill 2012 became the Companies Act, 2013 (Act 18 of 2013).
For every new law, legislative intent, which show it in debates taken place in Parliament, become important. These debates offer a guide while drafting subordinate legislation. There are many questions about future rules and regulations. I, here, compiled some important quotes from this debates from Rajya Sabha.[i][ii][iii]
Posted in Companies Act 2013, CorpGov, CSR, Governance and Responsibility, Truth of Our Time
Tagged Auditor, Chartered Accountants, class-action suits, Companies Act 2013, Companies Bill 2012, CorpLaw, Corporate Law, Corporate Social Responsibility, CSR, Director, Ganguly Committee, Independent Director, India, Legal Reforms, Ministry of corporate affairs, Rajya Sabha, Reforms
Central Public Enterprises in India are not simple business enterprises, but fall under definition of “State” under Article 12 of the Constitution of India. They are subject to Writ Jurisdiction. The Right to Information Act, 2005 is applicable to them.
The Law governing Central Public Sector Enterprises are complex mix of Guidelines/instructions issued by Department of Public Enterprises (DPE), the Companies Act, 1956 regulations of Comptroller and Auditor General of India (CAG), Central Vigilance Commission, and administrative Ministry.
Posted in Chapter XI - CA2013, Companies Act 2013, CorpGov, Governance and Responsibility
Tagged Central Public Sector Enterprises, CorpGov, CorpLaw, Corporate Governance, Corporate Law, CPSE. DPE, Director, DPE Guideline, Functional Director, Government Director, Independent Director, Nominee Director
(…Continue from last two posts)
Role of the review committee
The Commission recommends that the non-executive members of the board of a regulator form a special committee called the review committee. This committee will discharge the following functions:
Every mainstream Indian have at least one document who can serve proof of his identity and address. It may be your ration card, voter identity card, driving license or high-profile passport. These documents are your key to gain entry to any place, get reservation in train, open bank accounts, secure phone connection, and even to claim compensation in case of misfortune like accident or death.
We may have multiple identities, true and false identities as government always claim about false ration cards.
Posted in CSR, Governance and Responsibility, Truth of Our Time
Tagged Address Proof, Corporate Social Responsibility, Criminal Tribes Act, CSR, De-notified Tribes, Democracy, Franklin Templeton Investments, Identity Proof, India, Indian, KYC, Mittal Patel, Nomadic Tribes, Semi – nomadic tribes, TEDxGateway Mumbai, Vicharata Samuday Samarthan Manch, VSSM
( …continue from last post)
Appointment conditions for board members
1. Duration of employment: All members of a board (including the chairperson) would have a fixed term of five years, subject to a retirement age for executive members. The age of retirement for executive members must be equivalent to the age of retirement for the equivalent senior-most Government positions.
Governance responsibilities are key element of any deliberation since last twenty years. Form United Nations to our families all has valid concerns about good governance and responsible behaviour. Corporate governance is just a reflection of this ongoing improvement process of governance of human society.
Present report of Financial Sector Legislative Reform Commission headed by Justice B N Srikrishna is just another but very powerful far – reaching discussion on corporate governance. The report in its first part “analysis and recommendations” very extensively discussed issues related to governance. In second part of report, draft code comprehensively proposed a law with an eye on good governance of proposed regulators.
When was world first corporate governance scandal witnessed?
Recently, I received a very good info-graphic on the evolution of corporate governance. This info – graphic cover many remarkable events in the process. I had put a link to the web – site of presenter of this info – graphic to give due credit to them.
Please share your views and comments on this info – graphic.
The Evolution of Corporate Governance, source http://www.eSharePortal.com
Please note: this blog post is not a professional advice but general information about the subject covered here. In case, you have specific query, please seek professional advice or contact author.
I appreciate if readers share this post on social media with friends and colleagues. This will be my remuneration from your side. I welcome your comments and feedback.
Posted in CorpGov, Governance and Responsibility, Truth of Our Time
Tagged CorpGov, CorpLaw, Corporate Governance, Corporate Law
UPDATE: on 30th August 2013: Companies Bill 2012 became the Companies Act, 2013 (Act 18 of 2013).
The provision related to Corporate Social Responsibility under present Clause Section 135 of Companies Bill 2012 Act 2013 applies to all companies; listed, unlisted, public, private, one – person subject to limitation based on its net worth, turnover and net profit. These threshold limits are:
UPDATE: on 30th August 2013: Companies Bill 2012 became the Companies Act, 2013 (Act 18 of 2013).
In my last two post, I wrote about “Oppression and Mismanagement” and “Class Action” under the Companies Bill 2012. Section 246 makes it necessary for me to discuss Sections 337 to 341 of the Bill. These sections are natural extension to provisions related to “Oppression and Management” and “Class Action” under Chapter XVI.
Posted in chapter XVI - CA2013, Companies Act 2013, CorpGov, Governance and Responsibility
Tagged Board of Directors, class-action suits, Companies Bill 2012, CorpLaw, Corporate Governance, Corporate Law, Director, India, Legal Reforms, Members, Mismanagement, NCLT, Oppression, Oppression and Mismanagement, Reforms, Tribunal
UPDATE: on 30th August 2013: Companies Bill 2012 became the Companies Act, 2013 (Act 18 of 2013).
In continuation with my last blog post on Oppression and Mismanagement; I am reading Class Action under Clause 245 of the Bill. Provisions relating to Class Action are under Chapter XVI of the Companies Bill, 2012 and basically target to achieve investor protection in a limited manner and on an experimental basis.
[Law discussed in this post was valid till 8 May 2019 and have academic and Historic value.]
Posted in chapter XVI - CA2013, Companies Act 2013, CorpGov, Governance and Responsibility
Tagged Board of Directors, class-action suits, Companies Bill 2012, CorpLaw, Corporate Governance, Corporate Law, Director, India, Legal Reforms, Members, Ministry of corporate affairs, Mismanagement, NCLT, Oppression, Oppression and Mismanagement, Reforms, Tribunal
UPDATE: on 30th August 2013: Companies Bill 2012 became the Companies Act, 2013 (Act 18 of 2013).
Class Action is one of the youngest additions to Indian jurisprudence particularly, in Indian Corporate Jurisprudence. Class Action aims to prevent Oppression and Mismanagement in Companies. The Provisions relating to Oppression and Mismanagement are in Chapter XVI of the Companies Bill, 2012.
In this post, I will cover Section 241 – 244 which deals with normal provisions.
In next post, I will discuss Section 245 dealing with Class Action and after that Section 246 read with Section 373 to 341.
Posted in chapter XVI - CA2013, Companies Act 2013, CorpGov, Governance and Responsibility
Tagged Board of Directors, class-action suits, Companies Bill 2012, CorpLaw, Corporate Governance, Corporate Law, Director, India, Legal Reforms, Members, Members and Shareholders, Ministry of corporate affairs, Mismanagement, NCLT, Oppression, Oppression and Mismanagement, Reforms, Tribunal
I filed an application for Information of period from 1st April 2012 to 31st March 2013 about working of MCA21 portal. My question was:
Description of the information required:
1. Current User Capacity of MCA21 Portal,
2. Number of Month – wise Log – in on MCA21 portal from 1st April 2012 to 31st March 2013
3. Total Month – wise time – period, during 1st April 2012 to 31st March 2013, when MCA21 Portal was not working due to Maintenance, Updating, Production release, upgrades, switchovers, switchback drills or other official Reasons; and details thereof,
4. Total month – wise time period, during 1st April 2012 to 31st March 2013, when MCA21 Portal put notice like “Large numbers of users are logged in MCA21 portal. Kindly try after some time.”
I received this reply from Ministry of Corporate Affairs, which is also embedded here. Please read and share your views on comment section of this blog post.
A Corporate Law Consultant or Practicing Company Secretary always subscribe for all kind of news alert and updates from regulatory authorities. Reserve Bank of India is one of the most fatal subscriptions. Oh no! They not send us virus but all fraudsters love to be their look – like.
Even though, I have all regular E – mail ids of Reserve Bank of India in my contact list. Therefore, I am able to delete all suspicious mail looking similar to that of Reserve Bank of India. Last year, I receive a mail form one such mail and opened. This was looking spam as they are asking some details which are not usually asked by authorities through E – mail but through Public Announcement using all media coverage.
This work is licensed under a Creative Commons Attribution-NonCommercial 3.0 Unported License.
AishMGhrana 