Category Archives: Companies Act 2013

Post written on the provisions of the (Indian) Companies Act, 2013 and matter incidental thereto

CONDONATION OF DELAY NOT FILING SCHEME


Among strike off companies waiting for revival considering it a lost opportunity where their revival orders from the National Company Law Tribunal comes after the expiry of the scheme. Condonation of Delay Scheme, 2018 essentially is about of condonation of delay in filing of annual accounts and annual returns by defaulting companies. The scheme is not for the revival of strike off companies nor imposes any restriction on normal route available for condonation of delay given under Section 460 of the Companies Act, 2013. A company failed to have the benefit of condonation of delay under the scheme may avail normal route. Let us discuss briefly.

Continue reading

Advertisements

Connection of Director’s Disqualification to Fraud


Disqualification of directors certainly is a hot topic among professionals practising corporate laws. Irrespectively of popular perception, the list compiled and released by Ministry of Corporate Affairs does not confer any disqualification to any director. These directors were already disqualified. In a serious violation, many of these directors might have failed to communicate about their disqualification to companies appointing or reappointing them after the actual date of disqualification. Such failure has penal consequences. This blog post will discuss serious consequences of the failure of compliance with law and procedures after incurring disqualification by a director.

Continue reading

Tax stains are good for Strike Off Companies


Daag Achchhe haiN (Stains are good)” This must be a tagline of a politician or may of a Strike-off company.  Congratulations to all strike-off companies with income tax proceedings. A circular issued by Central Board of Direct Taxes may bring back life to these strike-off companies. It is reported that on or before 4th January 2018, NCLT, vide its interim orders, directs 46 strike –off companies to be deemed to be restored to its original number and entitles petitioner, Income Tax Department to raise demand by serving notice in accordance with law.

Continue reading

Condonation of Delay Scheme 2018


Every Indian wants action against others who are not in compliance with law and disregard law of land. Same time, Ministry of Corporate Affairs was forced to introduce the condonation of Delay Scheme, 2018 within 1140 days (roughly 3 years) from the conclusion of earlier such scheme. Between these two schemes, the name of lakhs of companies was removed from Registry and list of Directors 3,09,614 disqualified directors released to the public domain because of such non – compliance. With fear of legal actions, corporate India and professional India welcome this scheme with critics. The strong analysis ahead.

Continue reading

AishMGhrana – Law Governance Responsibility 2017


The blog “AishMGhrana – Law Governance Responsibility” regularly put here its annual reports for public information. Our readers are our assets. We are thankful to every reader for the long association since March 2011.

Our readers can enhance their knowledge anywhere anytime on mobiles, tablets, laptops and desktops. We assure our readers that this blog has secured https protocol and completely mobile friendly. The blog is a participant of Accelerated mobile Pages (AMP) program of Google to ensure less mobile data consumption while loading.

The blog was adjudged as one of the best blogs in India by Indianbloggers.org in category “law” in 2013 and continue hold this position. Indian Blog critics IndianTopBlogs.com listed this blog among best blogs on Corporate Affairs for years 2013 – 14, 2014 – 15, 2016 and 2017. The Feedspot lists this blog among “Top 100 Legal Blogs worldwide Every Lawyer and Law Student Must Follow”. This blog is among top 50 blogs on this list of the Feedspot.

The blog got about 5.02 lakh page views by 3.32 lakhs unique visitors this year against 3.6 lakh page views by 2.4 lakhs unique visitors last year. This year we achieved magic figure of 50,000 views a month twice. During the year, the blog posted 58 posts. The blog now hosts total 628 blog posts and completed 17 lakh page-views and 10.9 lakh visitors.

Most of our readers are resident of India and others are from 198 (against 168 last year) territories worldwide. Other than India; United States, Malaysia, United Kingdom, Singapore, Pakistan, European Union,  South Africa, Kenya was important territories with more than 1,000 yearly views in the year 2017.

Most of our readers landed here on the blog from Search engines. Few others were referred by Social Media and friends. This year views using mobile phone increased sharply to about 4,000 from 1700 last years.

Now 845 committed readers (against 692 last year) subscribed the blog to their email to get instant updates. You may also join mail subscription. 144 fellow blogger – readers (against 109 last year) read the blog on WordPress reader. The blog has 5,493 amazing fans and committed readers. The blog time to time received many testimonials sent by readers. Though these figures speak themselves, we request our readers to use like and share buttons liberally.

On-demand, Index of Companies Law Posts as updated on 31st December 2017 is uploaded here: Index of Company Law Posts 2017

Investors in IEPF whirlpool


The Investor Education and Protection Fund (IEPF) educates investors and protect their interests. The Companies Act, 2013 brought provisions for transfer of shares of untraceable shareholders to the IEPF. The IEPF shall hold shares transferred to it as custodian and such transfer is not a statutory vesting of any property.

The Recent order of Delhi court discussed these rules in details. The High Court order that  It is imperative that the Central Government gives publicity to the transfer of shares, by virtue of the provisions (not of individual companies) to inform the public, and ensures a simple, as well as compact form with the attendant procedure, is notified, for reclaiming them.

Now, this post discusses some practical issues may be faced by innocent investors residing far interior places while reclaiming their shares.

  1. The name of the company has been changed three years ago. The investor has old share certificates and no idea of the change of name. Now, he is writing letters to the address of the company but returned by courier guy, postman or by the reception of the company. (Address of the company may have been changed, since.)
  2. The Registered office of the company is shifted from one state to another state. Now, CIN and address all things have been changed. The investors have no idea about the where about of the company. It is not easy to identify the shareholders.
  3. In one case company changed name three years ago and now shifted its registered office from the state. The Master Data of MCA give no clue about the company.
  4. After completion of 7 years of transfer of shares in the year 2024, the company find no record of the shareholder with it. How to reclaim?
  5. The Shareholders, with share certificate, have different name and address in the record of the company.
  6. Recently, a person tried to impersonate as a shareholder. But company identified that claimant was the young person while original shareholder was its retired employee. The company does not want to involve in an additional court case.
  7. Share transferred to IEPF should not be treated as par war against benami property. Many investors invested their hard earned money on the advice of some friends in share market and failed to have a trace of their investment after value vanished, somehow.

These are few cases where either investor or company needs awareness, education or clarity. The Government need an early step to retain the faith of investors and companies in the IEPF. The government should focus on the user-friendly website of MCA and IEPF.

My friend Gaurav Pingle pointed out in his article, the High Court in above-mentioned order has clarified that the shareholder continues to retain ‘title’ of the shares but loses ‘agency’. However, the Court has also stated that the company is relieved from the responsibility of holding shares or reflecting it in its list of shareholders. This needs some fine tuning in law.

Conversion of Public Company to Private Company


Conversion from a private company to public company is not news and has no legal hurdle also. On the other hand, a decision to convert itself into a public company is always big news. According to the second proviso to subsection (1) of Section 14 of the Companies Act, 2013, “any alteration having the effect of conversion of a public company into a private company shall not take effect except with the approval of the Tribunal which shall make such order as it may deem fit.”

Continue reading