COMPLIANCES APPLICABLE GENERALLY TO EVERY COMPANY: Changes in official stationery Certain changes were required to be made in official stationery to comply with Companies Act, 2013 Alteration of Charter Documents Amendment of existing Memorandum (MOA) and Articles of Association (AOA) to incorporate the relevant provisions of the Companies Act, 2013 Updation of Statutory Registers Maintenance...Continue Reading

The new Companies Act expects a lot of discipline from the Directors. Explicit provisions relating to duties of Directors have been introduced for the first time which attempts to create high responsibility on Directors. With the requirement of inducting Independent Directors with enhanced eligibility norms, Women Directors, Resident Directors on the Boards of the Companies,...Continue Reading

MANDATORY STATUTORY REGISTERS NAME OF THE REGISTER BRIEF DESCRIPTION 1.  REGISTER OF RENEWED AND DUPLICATE SHARE CERTIFICATES: Section 46(3) of Companies Act, 2013 read with Rule 6(3)(a) of the Companies (Share Capital and Debentures) Rules, 2014 ·     This register shall be maintain in Form SH-2 indicating against the name(s) of the person(s) to whom the...Continue Reading

WHO IS A RELATED PARTY: With reference to a Company, Section 2(76) of the Companies Act, 2013 covers the following under umbrella of Related Party: INDIVIDUALS OTHER THAN INDIVIDUALS 1.     Director 2.     Relative of Director 3.     Key Managerial Personnel (KMP) 4.     Relative of KMP 5.     Any person on whose advice Director or Manager is accustomed...Continue Reading

It’s been three months since the new Companies Act, 2013 has been made effective and we have been informing about certain immediate changes required since then. We are providing a quick ‘recap‘ of certain changes that may have required restructuring of the Organization and Management structure thus aligning to new legal requirements. We have been...Continue Reading

DISQUALIFICATION OF DIRECTORS Sl. No. Questions Answers 1 Whether a person who is a Director as on 01.04.2014, in any company, which has not filed Financial Statements or Annual Returns for any immediate preceding three Financial Year, stands disqualified as on 01.04.2014 and whether these three Financial Years, would be reckoned from FY 2014-15? The...Continue Reading

The Companies Act, 2013 has cast a tremendous responsibility on the Directors and Key Managerial Personnel. Now, The Companies Act, 2013 specifically provides the applicability of the provisions related to appointment and remuneration of Managerial Personnel on Private Companies also. Earlier Private Companies were out of this ambit.   Broad Areas The Companies Act, 2013...Continue Reading

Section 379- 393 of Companies Act, 2013 read with The Companies (Registration  of Foreign Companies) Rules, 2014 The ambit of Foreign Company for complying to provisions has drastically increased and now even those Foreign Companies which carry business through Electronic Modes (e-commerce, etc) shall be deemed to have a place of business in India and...Continue Reading

Section 149-150 of Companies Act, 2013 read with The Companies (Appointment and Qualification of Directors) Rules, 2014   Earlier, The Companies Act, 1956 was silent about Independent Directors, as no such provision was mandated regarding the compulsory appointment of Independent Director on the Board. However, only Clause 49 of the listing agreement, which is applicable...Continue Reading

Section 135 of Chapter IX of Companies Act, 2013 read with Companies (Corporate Social Responsibility Policy), Rules 20I4   The new Companies Act, 2013 has introduced various new concepts, and one such concept is, “Corporate Social Responsibility” (CSR). Although, this concept has been in existence as voluntary reporting by large companies, but through the recent...Continue Reading