With Four Notifications; S.O. 351(E) dated 23rd January 2018, S.O. 630(E) dated 9th February 2018, S.O. 1833(E) dated 7th May 2018 and S.O. 2422(E) dated 13th June 2018 most provisions of the Companies (Amendment) Act, 2017 (1 of 2018) come into force. Here is a bird’s eye view.
The term, “Arrest”, though considered alien to corporate jurisprudence, occurs five times in Section 212 of the Companies Act, 2013 and once in section heading of Section 301. Ministry of Corporate Affairs on 24th August 2017 notified sub – section 8 to sub – section 10 of Section 212 of the Companies Act, 2013 and the Companies (Arrests in connection with Investigation by Serious Fraud Investigation Office) Rules, 2017.
A notification issued by Ministry of Corporate Affairs notified section 255 of the Insolvency and Bankruptcy Code, 2016. By virtue of notification of Section 255 of Insolvency and Bankruptcy Code, 2016; the Companies Act, 2013, stands amended in accordance with Schedule XI of the IBC2016 with effect from 15th November 2016. We shall have a short discussion here.
Posted in Chapter I - CA2013, Chapter II - CA2013, Chapter IV - CA2013, Chapter VI - CA2013, Chapter VII – CA2013, Chapter XIV - CA2013, Chapter XIX -CA2013, Chapter XV - CA2013, Chapter XVIII - CA2013, Chapter XX - CA2013, Chapter XXI - CA2013, Chapter XXIX - CA2013, Chapter XXVII - CA2013, Companies Act 2013
Yesterday late evening, I posted here about press release issued by Ministry of Corporate Affairs. Soon thereafter, two files uploaded on Official Gazette website with two notifications in each. In earlier post here today, we discussed establishment and jurisdiction of various NCLT benches.
In this post, we will have a bird’s eye view on Sections notified on 1st June 2016 related to NCLT.
Posted in Chapter I - CA2013, Chapter II - CA2013, Chapter IX - CA2013, Chapter VI - CA2013, Chapter VII – CA2013, Chapter XI - CA2013, Chapter XIV - CA2013, Chapter XV - CA2013, Chapter XXVII - CA2013, Companies Act 2013, CorpGov, Governance and Responsibility
Tagged Accounts, Annual General Meeting, Annual Return, Articles, Auditor, Board of Directors, Boards’ Report, class-action suits, Debentures, deposits, Deposits Creditors and Charges, General Meeting, Incorporation, Incorporation & Registration, Inquiry, INQUIRY AND INVESTIGATION, Inspection, Investigation, Members and Shareholders, Memorandum, National Company Law Appellate Tribunal, National Company Law Tribunal, NCLAT, NCLT, Oppression and Mismanagement, Shares and Securities, Statutory Audit
“We will end the Inspector – Raj”
This is most promising promise by Indian politicians since last 25 years or more. But Inspectors are essential part of our law enforcement system. All prominent laws have provision of inspectors including the Companies Act, 2013. Recently, Ministry of Corporate Affairs circulated a draft of a notification pending publication in Official Gazette. We will discuss this notification and law behind this notification.
While discussing Section 211 of the Companies Act 2013 earlier here, the Central Government shall establish Serious Fraud Investigation Office to investigate fraud related to companies.
Rule 3 of the Companies (Inspection, Investigation and Inquiry) Rules 2014 supplement Section 211(2) of the Act.
Consequence of any investigation is report. The Report is just a milestone. We will discuss the journey ahead in this post.
Inspector’s Report (Section 223):
In inspector shall submit all interim reports, if any, and final report to the Central Government.
Every report shall be in writing or printed as per direction of the Central Government.
Posted in Chapter XIV - CA2013, Companies Act 2013, CorpGov, Governance and Responsibility
Tagged Bankers, Companies Act 2013, Companies Bill 2012, CorpGov, CorpLaw, Corporate Governance, Corporate Law, Criminal Prosecution, Disgorgement, Expenses of Investigation, Explanation, False Statement, Fraud, India, Information, Inquiries, Inspection, Inspection Report, Inspector, Investigation, Investigation Report, Legal Advisors, Legal Reforms, Ministry of corporate affairs, Recovery, Reforms, Registrar, Tribunal, Wind up
We are going to deal corporate frauds, genre of crime committed by most educated, polished, professional, greedy white colour criminals. You may find these people to come out on technical or procedural grounds even after committed in all black and whites.
HUMAN INSPECTOR (SECTION 215):
No firm, body corporate or other association shall be appointed as an inspector.
This leaves only human being to be appointed as inspector.
Posted in Chapter XIV - CA2013, Companies Act 2013
Tagged Code of Civil Procedure 1908, Code of Criminal Procedure 1973, Companies Act 2013, Companies Bill 2012, CorpGov, CorpLaw, Corporate Governance, Corporate Law, Custody of Books and Papers, Examination on Oath, Explanation, Fraud, Freezing of Assets, India, Information, Inquiries, Inspection, Inspection Report, Inspector, Investigation, Investigation Report, Legal Reforms, Ministry of corporate affairs, Power of Inspector, Protection of Employee, Reforms, Registrar, Seizure of Documents, Tribunal
Presently, the Serious Fraud Investigation Office (SFIO) is an organisation working under Ministry of Corporate Affairs. The office was established by the Government of India Resolution dated 2003 to investigate corporate frauds. The “About us” page of its website as on date read as under:
“The SFIO is a multi-disciplinary organization under Ministry of Corporate Affairs, consisting of experts in the field of accountancy, forensic auditing, law, information technology, investigation, company law, capital market and taxation for detecting and prosecuting or recommending for prosecution white-collar crimes/frauds. The SFIO will normally take up for investigation only such cases, which are characterized by:
Posted in Chapter XIV - CA2013, Companies Act 2013
Tagged Civil Court, Code of Civil Procedure, Companies Act 2013, Companies Bill 2012, CorpGov, CorpLaw, Corporate Governance, Corporate Law, Explanation, Fraud, India, Information, Inquiries, Inspection, Inspection Report, Inspector, Investigation, Investigation Report, Legal Reforms, Ministry of corporate affairs, Reforms, Registrar, Serious Fraud investigation Office, SFIO, Tribunal
We will discuss one important but neglected aspect of inspection, inquiry and investigation in this blog post.
POWER TO CALL FOR INFORMATION, INSPECTION AND INQUIRIES (SECTION 206):
This is a long but very powerful section as it appear from its section – heading.
Posted in Chapter XIV - CA2013, Companies Act 2013
Tagged Civil Court, Code of Civil Procedure, Companies Act 2013, Companies Bill 2012, Control, CorpGov, CorpLaw, Corporate Governance, Corporate Law, Explanation, Foreign Company, Fraud, India, Influence, Information, Inquiries, Inspection, Inspection Report, Inspector, Investigation, Investigation Report, Legal Reforms, Ministry of corporate affairs, Ownership, Reforms, Registrar, Search, Search and Seizure, Seizure, Tribunal
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