On 27th July 2017, Ministry of Corporate Affairs published a notification in Official Gazette of India amending the rules relating to shifting of registered office of a company from jurisdiction of its present registrar of companies to another registrar of companies. The Companies (Incorporation) Second Amendment Rules, 2017 came into effect from date of publication. In this post, we will discuss shifting of registered office of a company to another state of union territory.
On 27th July 2017, Ministry of Corporate Affairs published a notification in Official Gazette of India amending the rules relating to shifting of registered office of a company from jurisdiction of its present registrar of companies to another registrar of companies. The Companies (Incorporation) Second Amendment Rules, 2017 came into effect from date of publication. In present post, we will discuss first aspect of such shifting of registered office – shifting within a state but from one registrar of companies to another registrar of companies.
In a rare gesture, Ministry of Corporate Affairs notified two orders for Removal of Difficulty on same date. I have no legal understanding for the requirement of two separate orders, except little drafting hurdle of combined order for its statement of reason or preamble.
Now, we will discuss both orders here.
One of the biggest concerns among stakeholders related to incorporation of companies in India was diverse practices across Company Registrar Offices related to documentation. There was a joke that Registrar Offices colour of ink using which documents should be signed, which will otherwise be scanned in black. All this was due to different interpretation of relatively simple laws related to incorporation. It was learned that Institute of Company Secretaries of India initiated for discussion across registrar offices and professionals to bring consensus among registrar offices. Many time Registrar transferred from one offices to another bring their local practise to another jurisdiction or adopt new one, keeping aside own interpretation. Without any doubt, majority of visit to Registrar Offices was related to incorporation only.
This year bring a welcome change. New financial year will be new as far as company incorporation is concern. Even though, I still see opportunity for more reform.
Central Registration of companies is under consideration since long and is being considered on different forums. The Central Government silently launched a pilot project for setting of Central Registry for companies in India. This should initiate more actively by all interest groups to avoid any future concern, as happened in case of companies. In this post, we will discuss notification setting the Central Registration Centre and corresponding amendment in the Companies (Incorporation) Rules 2014.
Yes, you rightly read. Commencement of business suspended. One of fellow professional colleague told me with exclamation!!
Ministry of Corporate affairs few days ago announced about launch of updated versions of few forms including Form INC – 21 which is a declaration required to be filed before commencement of business or exercising borrowing powers. But suddenly stakeholders found that while updated version of all other forms is there, there was no Form INC – 21 on the portal.
A statement issued just said that due to deletion of Section 11 of the Companies Act, 2013 by relevant section of the Companies (Amendment) Act, 2015, which came into force on or before there is no requirement of Form INC – 21 remain. Earlier, the companies (Incorporation) Second Amendment Rules 2015 were also notified. The Form was removed from MCA 21 Portal on date 4th June 2015. By virtue of commencement of the Companies (Amendment) Act, 2015, this date legally is 29th May 2015.
The Ministry of Corporate Affairs placed here on its website a draft of the Companies (Incorporation) Second Amendment Rules, 2015. These amendment Rules will come into force from the date of its publication in Official Gazette.
These amendment rules proposed to amend:
- Insert a proviso in Rule 12 of principal Rules,
- Omit Rule 24 of the Principal Rules,
- Substitute Form INC – 13 and INC – 16 with new Forms, and
- Omit form INC – 21.
Application for incorporation of companies:
The Amendment Rules introduce a proviso to Rule 12. After this amendment, Rule 12 of the Companies (Incorporation) Rules 2014 shall read: