A foreign investor need not have a local partner, whether or not the foreigner wants to hold full equity of the company. Vacancy in Appellate Tribunal, etc. Earlier these words were inserted by Act 31 of 1965, sec. No dividend shall be declared or paid by a company for any financial year except out of the profits of the company for that year arrived at after providing for depreciation in accordance with the provisions of sub- section 2 or out of the profits of the company for any previous financial year or years arrived at after providing for depreciation in accordance with those provisions and remaining undistributed or out of both or out of moneys provided by the Central Government or a State Government for the payment of dividend in pursuance of a guarantee given by that Government: if the company has not provided for depreciation for any previous financial year or years which falls or fall after the commencement of the Companies Amendment Act, 1960 , 65 of 1960. Annual return to be made by company not having a share capital. Company there is upper limit to the number of members.
Competitiveness in the national arena is now forcing : Foreign Direct Investment has emerged as an eminent source of economic development and employment generation : In all the countries, over a period of time, the state has assumed power to regulate industrial relations. Where a company changes its name in pursuance of section 21 or 22, the Registrar shall enter the new name on the Register in the place of the former name, and shall issue a fresh certificate of incorporation with the necessary alterations embodied therein; and the change of name shall be complete and effective only on the issue of such a certificate. Any individual is free to acquire the share of any company and become to the owner to that extent only. Interpretation of provisions relating to prospectuses. Procedure and powers of Tribunal and Appellate Tribunal. Right of persons other than retiring directors to stand for directorship. It enjoys in many respects the right of a natural person in the eyes of law.
Term of office of President and Members. You can also contact him via emailaddress;solutioncentre1960 gmail. Mode of forming incorporated company. A private agreement whereunder there is a restriction on a living member to transfer his shareholding only to the branch of family to which he belongs is not binding either on the shareholders or on the company; V. Issue of sweat equity shares.
Prohibitions and restrictions regarding political contributions 1 Notwithstanding anything contained in any other provision of this Act:- a no government company; and b no other company which has been in existence for less than three financial years, shall contribute any amount or amounts, directly or indirectly,- i to any political party; or ii for any political purpose to any person. A resolution of the company in general meeting shall be required for varying the terms of a managing agency agreement; and before such a resolution is passed, the previous sanction of the Central Government shall be obtained therefor. A director so appointed shall hold office until the date up to which his predecessor would have held office if he had not been removed as aforesaid. References in this Act to documents annexed or required to be annexed to a company' s accounts or any of them shall not include the Board' s report, the auditors' report or any document attached or required to be attached to those accounts: Provided that any information which is required by this Act to be given in the accounts, and is allowed by it to be given in a statement annexed to the accounts, may be given in the Board' s report instead of in the accounts; and if any such information is so given, the report shall be annexed to the accounts and this Act shall apply in relation there to accordingly, except that the auditors shall report thereon only in so far as it gives the said information. Prohibition of issue of shares with disproportionate rights.
Repealed — See Repealed — See Repealed — See Part I — Preliminary 1. Where two or more distinct matters are specified in the requisition, the provisions of sub- section 4 shall apply separately in regard to each such matter; and the requisition shall accordingly be valid only in respect of those matters in regard to which the condition specified in that sub- section is fulfilled. Certain words omitted by Act 53 of 2000, sec. Construction of references to offering shares or debentures to the public, etc. One if 7 or less members are present or two members if more than 7 members are present present in person at a meeting of the company can demand a poll. Nothing in clause c of sub- section 1 shall apply to borrowings by a banking company from other banking companies or from the Reserve Bank of India, the State Bank of India or any other banks established by or under any Act.
Where a company proposes to enter into a contract for the appointment of a managing agent or of secretaries and treasurers, in which contract any director of the company is concerned or interested as aforesaid, or proposes to vary any such contract already in existence in which a director is concerned or interested as afore- said, the company shall send the abstract and memorandum referred to in sub- section 2 to every member of the company, in sufficient time before the general meeting of the company at which the proposal is to be considered. The amounts so distributed to the shareholders are therefore distributed as capital of the company since the liquidator has no power to distribute dividend; Commissioner of Income Tax v. Contact him immediately and I can guarantee that your problems are solved. The re- issue of a debenture or the issue of another debenture in its place under the power by this section given to, or deemed to have been possessed by, a company, whether the re- issue or issue was made before or after the commencement of this Act, shall be treated as the issue of a new debenture for the purposes of stamp duty, but it shall not be so treated for the purposes of any provision limiting the amount or number of debentures to be issued: Provided that any person lending money on the security of a debenture re- issued under this section which appears to be duly stamped may give the debenture in evidence in any proceedings for enforcing his security without payment of the stamp duty or any penalty in respect thereof, unless he had notice or, but for his negligence, might have discovered, that the debenture was not duly stamped; but in any such case the company shall be liable to pay the proper stamp duty and penalty. Every person who, becomes liable to make any payment by virtue of this section, may recover contribution, as in cases of contract, from any other person who, if sued separately, would have been liable to make the same payment, unless the former person was, and the latter person was not, guilty of fraudulent misrepresentation. Clause 49A omitted by Act 17 of 1967, sec. Private company to become public company in certain cases.
Penalty for non-compliance with sections 225 to 231. Provided that, where new shares are issued before the redemption of the old shares, the new shares shall not, so far as relates to stamp duty, be deemed to have been issued in pursuance of this sub- section unless the old shares are redeemed within one month after the issue of the new shares. It would follow that the Act did not consider this as an evil which required prevention; Oriental Metal Pressing Works P Ltd. Before or on the declaration of the result of the voting on any resolution on a show of hands, a poll may be ordered to be taken by the chairman of the meeting of his own motion, and shall be ordered to be taken by him on a demand made in that behalf by the persons or person specified below, that is to say,-- in the case of a private company having a share capital, by one member having the right to vote on the resolution and present in person or by proxy if not more than seven such members are personally present, and by two such members present in person or by proxy, if more than seven such members are personally present, Restriction on exercise of voting right of members who have not paid calls, etc. Restrictions on exercise of voting right in other cases to be void.
If any person knowingly delivers, or wilfully authorises or permits the delivery of, any debenture or certificate of debenture stock which, under the provisions of sub- section 1 , is required to have endorsed on it a copy of a certificate of registration without the copy being so endorsed upon it, he shall, without prejudice to any other liability, be punishable with fine which may extend to one thousand rupees. Part I-A Board of Company Law administration. Where a director or any other officer of a company has been convicted of an offence under this section he shall, on and from the date on which he is so convicted, be deemed to have vacated his office as such and on such vacation of office, shall be disqualified for holding such office in any company, for a period of five years from such date. Provided that such contract or contracts do not relate to goods and materials the value of which, or services the cost of which, exceeds five thousand rupees in the aggregate in any year comprised in the period of the contract or contracts; or c in the case of a banking or insurance company any transaction in the ordinary course of business of such company with any director, relative, firm, partner or private company as aforesaid. Users can find information on the Nidhi companies, vanishing companies, chit fund companies, section 25 companies, etc. Where a company has, before the commencement of this Act, issued any shares at a premium, this section shall apply as if the shares had been issued after the commencement of this Act: Provided that any part of the premiums which has been so applied that it does not at the commencement of this Act form an identifiable part of the company' s reserves within the meaning of Schedule Vl, shall be disregarded in determining the sum to be included in the share premium account.
Illustration Company B is a subsidiary of Company A, and Company C is a subsidiary of Company B. Bills of exchange and promissory notes. If any copy of a balance sheet is issued, circulated or published without there being annexed or attached thereto, as the case may be, a copy each of i the profit and loss account, ii any accounts, reports or statements which, by virtue of section 212, are required to be attached to the balance sheet, iii the auditors' report, and iv the Board' s report referred to in section 217 the company, and every officer of the company who is in default, shall be punishable with fine which may extend to five hundred rupees. If, at any time, the company issues any copies of the memo- randum, articles, resolution or agreement, which are not in accordance with the alteration or alterations made therein before that time, the company, and every officer of the company who is in default, shall be punishable with fine which may extend to ten rupees for each copy so issued. Redemption of irredeemable preference shares, etc. Company C is a subsidiary of Company A, by virtue of clause c above. The common seal of the company is approved in the first Board Meeting held immediately after the incorporation.
The register and index of beneficial owners maintainted by a depository under section 11 of the Depositories Act, 1996 , shall be deemed to be an index of members and register and index of debenture holders, as the case may be, for the purposes of this Act. Reduction of Share Capital Subject to confirmation by the Court, a company limited by shares or a company limited by guarantee and having a share capital, may, if so authorised by its articles, by special resolution, reduce its share capital in any way; and in particular and without prejudice to the generality' of the foregoing power, may-- Where the- proposed reduction of share capital involves either the diminution of liability In respect of unpaid share capital or the payment to any shareholder of any paid- up share capital, and in any other case if the Court so directs, the following provisions shall have effect, subject to the provisions of sub- section 3 :- the Court shall settle a list of creditors so entitled to object, and for that purpose shall ascertain, as far as possible without requiring an application from any creditor, the names of those creditors and the nature and amount of their debts or claims, and may publish notices fixing a day or days within which creditors not entered on the list are to claim to be so entered or are to be excluded from the right of objecting to the reduction; where a creditor entered on the list whose debt or claim is not discharged or has not determined does not consent to the reduction', the Court may, if it thinks fit, dispense with the consent of that creditor, on the company securing payment of his debt or claim by appropriating, as the Court may direct, the following amount:- Where a proposed reduction of share capital involves either the diminution of any liability in respect of unpaid share capital or the payment to any share holder of any paid- up share capital, the Court may, if, having regard to any special circumstances of the case, it thinks proper so to do, direct that the provisions of sub- section 2 shall not apply as regards any class or any classes of creditors. The said register shall, subject to the provisions of this section, be kept at the registered office of the company, and shall be open to inspection during business hours subject to such reasonable restrictions as the company may, by its articles or in general meeting, impose, so that not less than two hours in each day are allowed for inspection as follows:- during that or any other period, it shall be open to the inspection of any person acting on behalf of the Central Government or of the Registrar. Sub-section 2 omitted by Act 53 of 2000, sec. It is a fundamental charter of the company Its relations towards the members and outsiders are determined by this important document. Links are given for guidelines for setting up a new company and for information on cost audit orders.