Category Archives: Chapter V – CA2013

ACCEPTANCE OF DEPOSITS BY COMPANIES

WHOLLY OWNED SUBSIDIARIES – SUMMARY OF THE ANTI-THESIS


The Concept of Wholly Owned Subsidiary is an anti-thesis of the concept of the company. At least two persons are required to form a company which is true for wholly-owned subsidiary – but in case of wholly-owned companies one or more registered shareholder declare that one or more beneficial interests in their shares are with a particular company or body corporate.

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Advantage of Public Deposit


This is a brief (not a legal) note on the advantage of public deposit made by the general public under the Companies Act. What advantage public deposit have.

I personally do not see it as a safe investment avenue for the general public. Unless you have a risk-bearing capacity to invest the same amount in the volatile stock market, it is advisable not to invest in Public Deposit.

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Return of Loans, Deposits and a “not Deposits”


This is the continuation of earlier post written here. Now, the Ministry of Corporate Affairs deployed the updated Form DPT – 3 which is nodal form to file the return of deposits and “not deposits”.

In this post, we will analyse the updated Form DPT – 3 and try to solve the mystery what where and when to report in the return.

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Return of Loans, Deposits and a “not a Deposits”


After the recent amendment dated 22nd January 2019, Form DPT – 3 which has its legal name as “Return of Deposit” shall be used for filing return of deposit or particulars of a transaction not considered as deposit or both. It includes Loan but excludes capital and day to day business receipts. We will discuss seriously latest amendment in these “no longer only the Deposits Rules, 2014”.

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Circular Inviting Deposit


The Companies (Acceptance of Deposits) Amendment Rules, 2018 amended the Principal Rules the Companies (Acceptance of Deposits) Rules, 2014 with effect from 15th August 2018. These amendment rules indicate government acceptance of no availability of a product called deposit insurance deposits accepted by companies. This also indicates that corporate deposits are the most humble and vulnerable class of small investors. In this post, we will discuss, advertisement or circular required to be issued for inviting public deposits by the companies.

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Unlimited Deposits for certain companies


Ministry of Corporate Affairs amended the Companies (Acceptance of Deposits) Rules, 2014 recently. The Companies (Acceptance of Deposits) 2nd Amendment Rules, 2017, was published and come into force on 20th September 2017. These amendment permit, in case of specified private companies, to accept deposit without any maximum limits.

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Recent Amendments in Deposit Rules


Ministry of Corporate Affairs came with amendment to the Companies (Acceptance of Deposits) Rules, 2014, last month. These rules has been published in official gazette on 29th June 2016 and came into force on that date. In this post, we will discuss these amendments. Continue reading

2nd Amendment 2015: Deposits Rules


Ministry of Corporate Affairs placed on its web site a DRAFT notification on 15th September 2015 which proposed the Companies (Acceptance of Deposits) Second Amendment Rules, 2015.

These rules shall come into force form the date of their publication in the Official Gazette.

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AMENDMENT 2015: DEPOSIT RULE


Ministry of Corporate Affairs came with an amendment to the Companies (Acceptance of Deposits) Rules 2014. This is second amendment to these rules but first amendment for this year. Present amendment includes:

  1. Deadline for allotment of long pending share application money;
  2. Introduction of credit rating for deposits;
  3. Postponement of Deposit insurance; and
  4. Substitution of Form DPT – 3.

Deadline for Allotment:

As we have discussed earlier here, Rule 2(1)(c) define deposit giving exclusions from deposits. Clause (vii) of Rule 2(1)(c) excludes share/security application money pending allotment from the definition of deposits. Presently, Explanation (a) to Rule 2(1)(c)(vii) mandate of share application money within 15 days unless allotted within 60 days from the date of receipt.

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Circular: Deposits under earlier Act


“Ease of doing business” certainly is a joke invoked once again by the Government on eve of closing of financial year 2014 – 15. Even a fast track professional cannot study implication and advice companies about. This became bigger prank when it is meant to give relief to private companies with lesser resources. As one senior company secretary comments, “This clarification is being given on 30th March, 2015 when many companies have either repaid or have filed petitions with the CLB for extension of time to repay the deposits”. Another professional summarise it as “too little, too late”.

Before reading this well intended circulars, circumstance show this now may help intentional defaulters as law abiding corporate already following some process with almost no scope of reversibility.

Now we may read the general circular 05/2015 issued on 30th March 2015 (afternoon, almost before 36 hours of calendar deadline and just before 12 hours of working deadline).

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THE COMPANIES AMENDMENT BILL 2014: PART 1 OF 3


The Companies Amendment Bill 2014 has been introduced and passed in Lok Sabha recently. This blog post has intention to analyse proposed changes in the Companies Act 2013.

Most important massage, this amendment prepares a best case for drafting skill development programmes in India. I am reading here this Bill clause by clause. This will be a three part series and part 1 of 3 is present here.

To amend clauses (68), (71) of Section 2 and Section 11 of the said Act to omit the requirement for minimum paid-up share capital [Clause 2 and 4 of the Amendment Bill]:

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REGISTER AND RETURN UNDER DEPOSIT RULES


In this post we will discuss, Registers required to be maintained and Returns required to be filed under the Companies (Acceptance of Deposit) Rules 2014.

REGISTERS OF DEPOSITS [Rules 14]:

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MISCELLANEOUS PROVISION RELATED TO DEPOSITS


In our last post here, we discussed protection of deposits.

DUTIES OF TRUSTEES [Rule 8]:

It shall be the duty of every trustee for depositors to-

(a) ensure that the assets of the company on which charge is created together with the amount of deposit insurance are sufficient to cover the repayment of the principal amount of secured deposits outstanding and interest accrued thereon;

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PROTECTION OF DEPOSITORS


In last two posts here and here, we discussed terms and conditions of a deposit and circular and advertisement issued by a company for acceptance of deposit. Now, we will discuss measures for protection of depositors under the Companies Rules, 2014. Before discussing these rules, I recommend you to refer my earlier post here for general provision related to deposit under the Companies Act, 2013.

MANNER AND EXTENT OF DEPOSIT INSURANCE:

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ADVERTISEMENTS AND CIRCULARS FOR DEPOSIT


In last post here, we discussed terms and conditions for deposit accepted by a company. General provisions under the companies Act 2013 was earlier discussed here. In this post, we will discuss advertisement or circular issued by a company for acceptance of deposit.

Circular and Advertisement:

Every company referred to in sub-section (2) of section 73 intending to invite deposit from its members shall issue a circular to all its members by registered post with acknowledgement due or speed post or by electronic mode in Form DPT-1. The circular may, additionally, be published in English language in an English newspaper and in vernacular language in a vernacular newspaper having wide circulation in the State in which the registered office of the company is situated.

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TERMS AND CONDITIONS FOR DEPOSITS


In last post here, we discussed definition and all exclusions and inclusions of definition of deposit in detail. In earlier post here, we have discussed general provisions on deposits as listed out in the Companies Act, 2013. Without repeating all that discussion, in this post we will take forward our discussion Terms and conditions of acceptance of deposit under Rule 3 of the Companies (Acceptance of Deposits) Rules, 2014.

A company referred to in Section 73(2) may accept deposit from its members while an eligible company may accept deposit for members and Public.

Duration of a Deposit:

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DEPOSITS UNDER DEPOSIT RULES


Clause (31) of Section 2 of the Companies Act, 2013 define Deposits inclusively as any receipt of money by way of deposit or loan or in any other form by a company, but does not include such categories of amount as may be prescribed in consultation with the Reserve Bank of India.

Clause (c) of Rule 2 of the Companies (Acceptance of Deposits) Rules, 2014 further elaborates definition of deposit. The “deposit” includes any receipt of money by way of deposit or loan or in any other form, by a company, but does not include

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DEPOSITS (Companies Act 2013)


After the commencement of present Act of 2013, or more correctly, on issue of Notification by Government of India making Section 73 effective; no company shall invite, accept or renew deposits from the public except in a manner provided under Chapter V of the Act. The chapter V has total four Sections i.e. Section 73 to 76 (both inclusive).

This prohibition does not apply to a banking company, a non – banking financial company as well as any other class of company as specified by the Central government. The Central government may specify any company after consultation with the Reserve Bank of India.

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