Monday, February 12, 2024

THE COMPANIES ACT

 

THE COMPANIES ACT

CHAPTER I

1. Short title, extent, commencement and application.

2. Definitions.

CHAPTER II

INCORPORATION OF COMPANY AND MATTERS INCIDENTAL THERETO

3. Formation of company.

4. Memorandum.

5. Articles.

6. Act to override memorandum, articles, etc.

7. Incorporation of company.

8. Formation of companies with charitable objects, etc.

9. Effect of registration.

10. Effect of memorandum and articles.

11. [Omitted].

12. Registered office of company.

13. Alteration of memorandum.

14. Alteration of articles.

15. Alteration of memorandum or articles to be noted in every copy.

16. Rectification of name of company.

17. Copies of memorandum, articles, etc., to be given to members.

18. Conversion of companies already registered.

19. Subsidiary company not to hold shares in its holding company.

20. Service of documents.

21. Authentication of documents, proceedings and contracts.

22. Execution of bills of exchange, etc.

CHAPTER III

PROSPECTUS AND ALLOTMENT OF SECURITIES

PART I.—Public offer

23. Public offer and private placement.

24. Power of Securities and Exchange Board to regulate issue and transfer of securities, etc.

25. Document containing offer of securities for sale to be deemed prospectus.

26. Matters to be stated in prospectus.

27. Variation in terms of contract or objects in prospectus.

28. Offer of sale of shares by certain members of company.

29. Public offer of securities to be in dematerialised form.

30. Advertisement of prospectus.

31. Shelf prospectus.

32. Red herring prospectus.

33. Issue of application forms for securities.

34. Criminal liability for mis-statements in prospectus.

35. Civil liability for mis-statements in prospectus.

SECTIONS

36. Punishment for fraudulently inducing persons to invest money.

37. Action by affected persons.

38. Punishment for personation for acquisition, etc., of securities.

39. Allotment of securities by company.

40. Securities to be dealt with in stock exchanges.

41. Global depository receipt.

PART II.—Private placement

42. Offer or invitation for subscription of securities on private placement.

CHAPTER IV

SHARE CAPITAL AND DEBENTURES

43. Kinds of share capital.

44. Nature of shares or debentures.

45. Numbering of shares.

46. Certificate of shares.

47. Voting rights

48. Variation of shareholders‘ rights.

49. Calls on shares of same class to be made on uniform basis.

50. Company to accept unpaid share capital, although not called up.

51. Payment of dividend in proportion to amount paid-up.

52. Application of premiums received on issue of shares.

53. Prohibition on issue of shares at discount.

54. Issues of sweat equity shares.

55. Issue and redemption of preference shares.

56. Transfer and transmission of securities.

57. Punishment for personation of shareholder.

58. Refusal of registration and appeal against refusal.

59. Rectification of register of members.

60. Publication of authorised, subscribed and paid-up capital.

61. Power of limited company to alter its share capital.

62. Further issue of share capital.

63. Issue of bonus shares.

64. Notice to be given to Registrar for alteration of share capital.

65. Unlimited company to provide for reserve share capital on conversion into limited company.

66. Reduction of share capital.

67. Restrictions on purchase by company or giving of loans by it for purchase of its shares.

68. Power of company to purchase its own securities.

69. Transfer of certain sums to capital redemption reserve account.

70. Prohibition for buy-back in certain circumstances.

71. Debentures.

72. Power to nominate.

CHAPTERV

ACCEPTANCE OF DEPOSITS BY COMPANIES

73. Prohibition on acceptance of deposits from public.

74. Repayment of deposits, etc., accepted before commencement of this Act.

75. Damages for fraud.


SECTIONS

76. Acceptance of deposits from public by certain companies.

76A. Punishment for contravention of section 73 or section 76.

CHAPTER VI

REGISTRATION OF CHARGES

77. Duty to register charges, etc.

78. Application for registration of charge.

79. Section 77 to apply in certain matters.

80. Date of notice of charge.

81. Register of charges to be kept by Registrar.

82. Company to report satisfaction of charge.

83. Power of Registrar to make entries of satisfaction and release in absence of intimation from

company.

84. Intimation of appointment of receiver or manager.

85. Company‘s register of charges.

86. Punishment for contravention.

87. Rectification by Central Government in register of charges.

CHAPTER VII

MANAGEMENT AND ADMINISTRATION

88. Register of members, etc.

89. Declaration in respect of beneficial interest in any share.

90. Investigation of beneficial ownership of shares in certain cases.

91. Power to close register of members or debenture holders or other security holders.

92. Annual return.

93. Return to be filed with Registrar in case promoters‘ stake changes.

94. Place of keeping and inspection of registers, returns, etc.

95. Registers, etc., to be evidence.

96. Annual general meeting.

97. Power of Tribunal to call annual general meeting.

98. Power of Tribunal to call meetings of members, etc.

99. Punishment for default in complying with provisions of sections 96 to 98.

100. Calling of extraordinary general meeting.

101. Notice of meeting.

102. Statement to be annexed to notice.

103. Quorum for meetings.

104. Chairman of meetings.

105. Proxies.

106. Restriction on voting rights.

107. Voting by show of hands.

108. Voting through electronic means.

109. Demand for poll.

110. Postal ballot.

111. Circulation of members‘ resolution.

112. Representation of President and Governors in meetings.

113. Representation of corporations at meeting of companies and of creditors.

114. Ordinary and special resolutions.

115. Resolutions requiring special notice.

116. Resolutions passed at adjourned meeting.

117. Resolutions and agreements to be filed.

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SECTIONS

118. Minutes of proceedings of general meeting, meeting of Board of Directors and other meeting

and resolutions passed by postal ballot.

119. Inspection of minute-books of general meeting.

120. Maintenance and inspection of documents in electronic form.

121. Report on annual general meeting.

122. Applicability of this Chapter to One Person Company.

CHAPTER VIII

DECLARATION AND PAYMENT OF DIVIDEND

123. Declaration of dividend.

124. Unpaid Dividend Account.

125. Investor Education and Protection Fund.

126. Right to dividend, rights shares and bonus shares to be held in abeyance pending registration of

transfer of shares.

127. Punishment for failure to distribute dividends.

CHAPTER IX

ACCOUNTS OF COMPANIES

128. Books of account, etc., to be kept by company.

129. Financial statement.

130. Re-opening of accounts on court‘s or Tribunal‘s orders.

131. Voluntary revision of financial statements or Board‘s report.

132. Constitution of National Financial Reporting Authority.

133. Central Government to prescribe accounting standards

134. Financial statement, Board‘s report, etc.

135. Corporate Social Responsibility.

136. Right of member to copies of audited financial statement.

137. Copy of financial statement to be filed with Registrar.

138. Internal Audit.

CHAPTER X

AUDIT AND AUDITORS

139. Appointment of auditors.

140. Removal, resignation of auditor and giving of special notice.

141. Eligibility, qualifications and disqualifications of auditors.

142. Remuneration of auditors.

143. Powers and duties of auditors and auditing standards.

144. Auditor not to render certain services.

145. Auditor to sign audit reports, etc.

146. Auditors to attend general meeting.

147. Punishment for contravention.

148. Central Government to specify audit of items of cost in respect of certain companies.

CHAPTER XI

APPOINTMENT AND QUALIFICATIONS OF DIRECTORS

149. Company to have Board of Directors.

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SECTIONS

150. Manner of selection of independent directors and maintenance of data bank of independent

directors.

151. Appointment of director elected by small shareholders.

152. Appointment of directors.

153. Application for allotment of Director Identification Number.

154. Allotment of Director Identification Number.

155. Prohibition to obtain more than one Director Identification Number.

156. Director to intimate Director Identification Number.

157. Company to inform Director Identification Number to Registrar.

158. Obligation to indicate Director Identification Number.

159. Punishment for contravention.

160. Right of persons other than retiring directors to stand for directorship.

161. Appointment of additional director, alternate director and nominee director.

162. Appointment of directors to be voted individually.

163. Option to adopt principle of proportional representation for appointment of directors.

164. Disqualifications for appointment of director.

165. Number of directorships.

166. Duties of directors.

167. Vacation of office of director.

168. Resignation of director.

169. Removal of directors.

170. Register of directors and key managerial personnel and their shareholding.

171. Members‘ right to inspect.

172. Punishment.

CHAPTER XII

MEETINGS OF BOARD AND ITS POWERS

173. Meetings of Board.

174. Quorum for meetings of Board.

175. Passing of resolution by circulation.

176. Defects in appointment of directors not to invalidate actions taken.

177. Audit committee.

178. Nomination and Remuneration Committee and Stakeholders Relationship Committee.

179. Powers of Board.

180. Restrictions on powers of Board.

181. Company to contribute to bona fide and charitable funds, etc.

182. Prohibitions and restrictions regarding political contributions.

183. Power of Board and other persons to make contributions to national defence fund, etc.

184. Disclosure of interest by director.

185. Loan to directors, etc.

186. Loan and investment by company.

187. Investments of company to be held in its own name.

188. Related party transactions.

189. Register of contracts or arrangements in which directors are interested.

190. Contract of employment with managing or whole-time directors.

191. Payment to director for loss of office, etc., in connection with transfer of undertaking, property or shares.

192. Restriction on non-cash transactions involving directors.

193. Contract by One Person Company.

194. Prohibition on forward dealings in securities of company by director or key managerial

personnel.

195. Prohibition on insider trading of securities.

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CHAPTER XIII

APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL

SECTIONS

196. Appointment of managing director, whole-time director or manager.

197. Overall maximum managerial remuneration and managerial remuneration in case of absence or

inadequacy of profits.

198. Calculation of profits.

199. Recovery of remuneration in certain cases.

200. Central Government or company to fix limit with regard to remuneration.

201. Forms of, and procedure in relation to, certain applications.

202. Compensation for loss of office of managing or whole-time director or manager.

203. Appointment of key managerial personnel.

204. Secretarial audit for bigger companies.

205. Functions of company secretary.

CHAPTER XIV

INSPECTION, INQUIRY AND INVESTIGATION

206. Power to call for information, inspect books and conduct inquiries.

207. Conduct of inspection and inquiry.

208. Report on inspection made.

209. Search and seizure.

210. Investigation into affairs of company.

211. Establishment of Serious Fraud Investigation Office.

212. Investigation into affairs of company by Serious Fraud Investigation Office.

213. Investigation into company‘s affairs in other cases.

214. Security for payment of costs and expenses of investigation.

215. Firm, body corporate or association not to be appointed as inspector.

216. Investigation of ownership of company.

217. Procedure, powers, etc., of inspectors.

218. Protection of employees during investigation.

219. Power of inspector to conduct investigation into affairs of related companies, etc.

220. Seizure of documents by inspector.

221. Freezing of assets of company on inquiry and investigation.

222. Imposition of restrictions upon securities.

223. Inspector‘s report.

224. Actions to be taken in pursuance of inspector‘s report.

225. Expenses of investigation.

226. Voluntary winding up of company, etc., not to stop investigation proceedings.

227. Legal advisers and bankers not to disclose certain information.

228. Investigation, etc., of foreign companies.

229. Penalty for furnishing false statement, mutilation, destruction of documents.

CHAPTER XV

COMPROMISES, ARRANGEMENTS AND AMALGAMATIONS

230. Power to compromise or make arrangements with creditors and members.

231. Power to Tribunal to enforce compromise or arrangement.

232. Merger and amalgamation of companies.

233. Merger or amalgamation of certain companies.

234. Merger or amalgamation of company with foreign company.

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SECTIONS

235. Power to acquire shares of shareholders dissenting from scheme or contract approved by

majority.

236. Purchase of minority shareholding.

237. Power of Central Government to provide for amalgamation of companies in public interest.

238. Registration of offer of schemes involving transfer of shares.

239. Preservation of books and papers of amalgamated companies.

240. Liability of officers in respect of offences committed prior to merger, amalgamation, etc.

CHAPTER XVI

PREVENTION OF OPPRESSION AND MISMANAGEMENT

241. Application to Tribunal for relief in cases of oppression, etc.

242. Powers of Tribunal.

243. Consequence of termination or modification of certain agreements.

244. Right to apply under section 241.

245. Class action.

246. Application of certain provisions to proceedings under section 241 or section 245.

CHAPTER XVII

REGISTERED VALUERS

247. Valuation by registered valuers.

CHAPTER XVIII

REMOVAL OF NAMES OF COMPANIES FROM THE REGISTER OF COMPANIES

248. Power of Registrar to remove name of company from register of companies.

249. Restrictions on making application under section 248 in certain situations.

250. Effect of company notified as dissolved.

251. Fraudulent application for removal of name.

252. Appeal to Tribunal.

CHAPTER XIX

REVIVAL AND REHABILITATION OF SICK COMPANIES

253. Determination of sickness.

254. Application for revival and rehabilitation.

255. Exclusion of certain time in computing period of limitation.

256. Appointment of interim administrator.

257. Committee of creditors.

258. Order of Tribunal.

259. Appointment of administrator.

260. Powers and duties of company administrator.

261. Scheme of revival and rehabilitation.

262. Sanction of scheme.

263. Scheme to be binding.

264. Implementation of scheme.

265. Winding up of company on report of company administrator.

266. Power of Tribunal to assess damages against delinquent directors, etc.

267. Punishment for certain offences.

268. Bar of jurisdiction.

269. Rehabilitation and Insolvency Fund.

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CHAPTER XX

WINDING UP

SECTIONS

270. Modes of winding up.

PART I.—Winding up by the Tribunal

271. Circumstances in which company may be wound up by Tribunal.

272. Petition for winding up.

273. Powers of Tribunal.

274. Directions for filing statement of affairs.

275. Company Liquidators and their appointments.

276. Removal and replacement of liquidator.

277. Intimation to Company Liquidator, provisional liquidator and Registrar.

278. Effect of winding up order.

279. Stay of suits, etc., on winding up order.

280. Jurisdiction of Tribunal.

281. Submission of report by Company Liquidator.

282. Directions of Tribunal on report of Company Liquidator.

283. Custody of company‘s properties.

284. Promoters, directors, etc., to cooperate with Company Liquidator.

285. Settlement of list of contributories and application of assets.

286. Obligations of directors and managers.

287. Advisory Committee.

288. Submission of periodical reports to Tribunal.

289. Power of Tribunal on application for stay of winding up.

290. Powers and duties of Company Liquidator.

291. Provision for professional assistance to Company Liquidator.

292. Exercise and control of Company Liquidator‘s powers.

293. Books to be kept by Company Liquidator.

294. Audit of Company Liquidator‘s accounts.

295. Payment of debts by contributory and extent of set-off.

296. Power of Tribunal to make calls.

297. Adjustment of rights of contributories.

298. Power to order costs.

299. Power to summon persons suspected of having property of company, etc.

300. Power to order examination of promoters, directors, etc.

301. Arrest of person trying to leave India or abscond.

302. Dissolution of company by Tribunal.

303. Appeals from orders made before commencement of Act.

PART II.—Voluntary winding up

304. Circumstances in which company may be wound up voluntarily.

305. Declaration of solvency in case of proposal to wind up voluntarily.

306. Meeting of creditors.

307. Publication of resolution to wind up voluntarily.

308. Commencement of voluntary winding up.

309. Effect of voluntary winding up.

310. Appointment of Company Liquidator.

311. Power to remove and fill vacancy of Company Liquidator.

312. Notice of appointment of Company Liquidator to be given to Registrar.

313. Cesser of Board‘s powers on appointment of Company Liquidator.

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SECTIONS

314. Powers and duties of Company Liquidator in voluntary winding up.

315. Appointment of committees.

316. Company Liquidator to submit report on progress of winding up.

317. Report of Company Liquidator to Tribunal for examination of persons.

318. Final meeting and dissolution of company.

319. Power of Company Liquidator to accept shares, etc., as consideration for sale of property of

company.

320. Distribution of property of company.

321. Arrangement when binding on company and creditors.

322. Power to apply to Tribunal to have questions determined, etc.

323. Costs of voluntary winding up.

PART III.—Provisions applicable to every mode of winding up

324. Debts of all descriptions to be admitted to proof.

325. Application of insolvency rules in winding up of insolvent companies.

326. Overriding preferential payments.

327. Preferential payments.

328. Fraudulent preference.

329. Transfers not in good faith to be void.

330. Certain transfers to be void.

331. Liabilities and rights of certain persons fraudulently preferred.

332. Effect of floating charge.

333. Disclaimer of onerous property.

334. Transfers, etc., after commencement of winding up to be void.

335. Certain attachments, executions, etc., in winding up by Tribunal to be void.

336. Offences by officers of companies in liquidation.

337. Penalty for frauds by officers.

338. Liability where proper accounts not kept.

339. Liability for fraudulent conduct of business.

340. Power of Tribunal to assess damages against delinquent directors, etc.

341. Liability under sections 339 and 340 to extend to partners or directors in firms or companies.

342. Prosecution of delinquent officers and members of company.

343. Company Liquidator to exercise certain powers subject to sanction.

344. Statement that company is in liquidation.

345. Books and papers of company to be evidence.

346. Inspection of books and papers by creditors and contributories.

347. Disposal of books and papers of company.

348. Information as to pending liquidations.

349. Official Liquidator to make payments into public account of India.

350. Company Liquidator to deposit monies into scheduled bank.

351. Liquidator not to deposit monies into private banking account.

352. Company Liquidation Dividend and Undistributed Assets Account.

353. Liquidator to make returns, etc.

354. Meetings to ascertain wishes of creditors or contributories.

355. Court, tribunal or person, etc., before whom affidavit may be sworn.

356. Power of Tribunal to declare dissolution of company void.

357. Commencement of winding up by Tribunal.

358. Exclusion of certain time in computing period of limitation.

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PART IV.—Official Liquidators

SECTIONS

359. Appointment of Official Liquidator.

360. Powers and functions of Official Liquidator.

361. Summary procedure for liquidation.

362. Sale of assets and recovery of debts due to company.

363. Settlement of claims of creditors by Official Liquidator.

364. Appeal by creditor.

365. Order of dissolution of company.

CHAPTER XXI

PART I.—Companies authorised to Register under this Act

366. Companies capable of being registered.

367. Certificate of registration of existing companies.

368. Vesting of property on registration.

369. Saving of existing liabilities.

370. Continuation of pending legal proceedings.

371. Effect of registration under this Part.

372. Power of Court to stay or restrain proceedings.

373. Suits stayed on winding up order.

374. Obligations of companies registering under this Part.

PART II.—Winding up of unregistered companies

375. Winding up of unregistered companies.

376. Power to wind up foreign companies although dissolved.

377. Provisions of Chapter cumulative.

378. Saving and construction of enactments conferring power to wind up partnership firm, association

or company, etc., in certain cases.

CHAPTER XXII

COMPANIES INCORPORATED OUTSIDE INDIA

379. Application of Act to foreign companies.

380. Documents, etc., to be delivered to Registrar by foreign companies.

381. Accounts of foreign company.

382. Display of name, etc., of foreign company.

383. Service on foreign company.

384. Debentures, annual return, registration of charges, books of account and their inspection.

385. Fee for registration of documents.

386. Interpretation.

387. Dating of prospectus and particulars to be contained therein.

388. Provisions as to expert‘s consent and allotment.

389. Registration of prospectus.

390. Offer of India Depository Receipts.

391. Application of sections 34 to 36 and Chapter XX.

392. Punishment for contravention.

393. Company‘s failure to comply with provisions of this Chapter not to affect validity or contracts,

etc.

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CHAPTER XXIII

GOVERNMENT COMPANIES

SECTIONS

394. Annual reports on Government companies.

395. Annual reports where one or more State Governments are members of companies.

CHAPTER XXIV

REGISTRATION OFFICES AND FEES

396. Registration offices.

397. Admissibility of certain documents as evidence.

398. Provisions relating to filing of applications, documents, inspection, etc., in electronic form.

399. Inspection, production and evidence of documents kept by Registrar.

400. Electronic form to be exclusive, alternative or in addition to physical form.

401. Provision of value added services through electronic form.

402. Application of provisions of Information Technology Act, 2000.

403. Fee for filing, etc.

404. Fees, etc., to be credited into public account.

CHAPTER XXV

COMPANIES TO FURNISH INFORMATION OR STATISTICS

405. Power of Central Government to direct companies to furnish information or statistics.

CHAPTER XXVI

NIDHIS

406. Power to modify Act in its application to Nidhis.

CHAPTER XXVII

NATIONAL COMPANY LAW TRIBUNAL AND APPELLATE TRIBUNAL

407. Definitions.

408. Constitution of National Company Law Tribunal.

409. Qualification of President and Members of Tribunal.

410. Constitution of Appellate Tribunal.

411. Qualifications of Chairperson and members of Appellate Tribunal.

412. Selection of Members of Tribunal and Appellate Tribunal.

413. Term of office of President, Chairperson and other Members.

414. Salary, allowances and other terms and conditions of service of Members.

415. Acting President and Chairperson of Tribunal or Appellate Tribunal.

416. Resignation of Members.

417. Removal of Members.

418. Staff of Tribunal and Appellate Tribunal.

419. Benches of Tribunal.

420. Orders of Tribunal.

421. Appeal from orders of Tribunal.

422. Expeditious disposal by Tribunal and Appellate Tribunal.

423. Appeal to Supreme Court.

424. Procedure before Tribunal and Appellate Tribunal.

425. Power to punish for contempt.

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SECTIONS

426. Delegation of powers.

427. President, Members, officers, etc., to be public servants.

428. Protection of action taken in good faith.

429. Power to seek assistance of Chief Metropolitan Magistrate, etc.

430. Civil court not to have jurisdiction.

431. Vacancy in Tribunal or Appellate Tribunal not to invalidate acts or proceedings.

432. Right to legal representation.

433. Limitation.

434. Transfer of certain pending proceedings.

CHAPTER XXVIII

SPECIAL COURTS

435. Establishment of Special Courts.

436. Offences triable by Special Courts.

437. Appeal and revision.

438. Application of Code to proceedings before Special Court.

439. Offences to be non-cognizable.

440. Transitional provisions.

441. Compounding of certain offences.

442. Mediation and Conciliation Panel.

443. Power of Central Government to appoint company prosecutors.

444. Appeal against acquittal.

445. Compensation for accusation without reasonable cause.

446. Application of fines.

CHAPTER XXIX

MISCELLANEOUS

447. Punishment for fraud.

448. Punishment for false statement.

449. Punishment for false evidence.

450. Punishment where no specific penalty or punishment is provided.

451. Punishment in case of repeated default.

452. Punishment for wrongful withholding of property.

453. Punishment for improper use of ―Limited‖ or ―Private Limited‖.

454. Adjudication of penalties.

455. Dormant company.

456. Protection of action taken in good faith.

457. Non-disclosure of information in certain cases.

458. Delegation by Central Government of its powers and functions.

459. Power of Central Government of Tribunal to accord approval, etc., subject to conditions and to

prescribe fees on applications.

460. Condonation of delay in certain cases.

461. Annual report by Central Government.

462. Power to exempt class or classes of companies from provisions of this Act.

463. Power of court to grant relief in certain cases.

464. Prohibition of association or partnership of persons exceeding certain number.

465. Repeal of certain enactments and savings.

466. Dissolution of Company Law Board and consequential provisions.

467. Power of Central Government to amend Schedules.

468. Power of Central Government to make rules relating to winding up.

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PRELIMINARY

1. Short title, extent, commencement and application.—(1) This Act may be called the Companies

Act, 2013.

(2) It extends to the whole of India.

(3) This section shall come into force at once and the remaining provisions of this Act shall come into

force on such date1

as the Central Government may, by notification in the Official Gazette, appoint and

different dates may be appointed for different provisions of this Act and any reference in any provision to

the commencement of this Act shall be construed as a reference to the coming into force of that provision.

(4) The provisions of this Act shall apply to—

(a) companies incorporated under this Act or under any previous company law;

(b) insurance companies, except in so far as the said provisions are inconsistent with the

provisions of the Insurance Act, 1938 (4 of 1938) or the Insurance Regulatory and Development

Authority Act, 1999 (41 of 1999);

(c) banking companies, except in so far as the said provisions are inconsistent with the provisions

of the Banking Regulation Act, 1949 (10 of 1949);

(d) companies engaged in the generation or supply of electricity, except in so far as the said

provisions are inconsistent with the provisions of the Electricity Act, 2003 (36 of 2003);

(e) any other company governed by any special Act for the time being in force, except in so far as

the said provisions are inconsistent with the provisions of such special Act; and

(f) such body corporate, incorporated by any Act for the time being in force, as the Central

Government may, by notification, specify in this behalf, subject to such exceptions, modifications or

adaptation, as may be specified in the notification.

2. Definitions.— In this Act, unless the context otherwise requires,—

(1) ―abridged prospectus‖ means a memorandum containing such salient features of a prospectus as

may be specified by the Securities and Exchange Board by making regulations in this behalf;

(2) ―accounting standards‖ means the standards of accounting or any addendum thereto for companies

or class of companies referred to in section 133;

(3) ―alter‖ or ―alteration‖ includes the making of additions, omissions and substitutions;

(4) ―Appellate Tribunal‖ means the National Company Law Appellate Tribunal constituted under

section 410;

(5) ―articles‖ means the articles of association of a company as originally framed or as altered from

time to time or applied in pursuance of any previous company law or of this Act;

(6) ―associate company‖, in relation to another company, means a company in which that other

company has a significant influence, but which is not a subsidiary company of the company having such

influence and includes a joint venture company.

Explanation.—For the purposes of this clause, ―significant influence‖ means control of at least twenty

per cent. of total share capital, or of business decisions under an agreement;

(7) ―auditing standards‖ means the standards of auditing or any addendum thereto for companies or

class of companies referred to in sub-section (10) of section 143;

(8) ―authorised capital‖ or ―nominal capital‖ means such capital as is authorised by the memorandum

of a company to be the maximum amount of share capital of the company;

(9) ―banking company‖ means a banking company as defined in clause (c) of section 5 of the Banking

Regulation Act, 1949 (10 of 1949);

(10) ―Board of Directors‖ or ―Board‖, in relation to a company, means the collective body of the

directors of the company;

(11) ―body corporate‖ or ―corporation‖ includes a company incorporated outside India, but does not

include—

(i) a co-operative society registered under any law relating to co-operative societies; and

(ii) any other body corporate (not being a company as defined in this Act), which the Central

Government may, by notification, specify in this behalf;

(12) ―book and paper‖ and ―book or paper‖ include books of account, deeds, vouchers, writings,

documents, minutes and registers maintained on paper or in electronic form;

(13) ―books of account‖ includes records maintained in respect of—

(i) all sums of money received and expended by a company and matters in relation to which the

receipts and expenditure take place;

(ii) all sales and purchases of goods and services by the company;

(iii) the assets and liabilities of the company; and

(iv) the items of cost as may be prescribed under section 148 in the case of a company which

belongs to any class of companies specified under that section;

(14) ―branch office‖, in relation to a company, means any establishment described as such by the

company;

(15) ―called-up capital‖ means such part of the capital, which has been called for payment;

(16) ―charge‖ means an interest or lien created on the property or assets of a company or any of its

undertakings or both as security and includes a mortgage;

(17) ―chartered accountant‖ means a chartered accountant as defined in clause (b) of sub-section (1)

of section 2 of the Chartered Accountants Act, 1949 (38 of 1949) who holds a valid certificate of practice

under sub-section (1) of section 6 of that Act;

(18) ―Chief Executive Officer‖ means an officer of a company, who has been designated as such by

it;

(19) ―Chief Financial Officer‖ means a person appointed as the Chief Financial Officer of a company;

(20) ―company‖ means a company incorporated under this Act or under any previous company law;

(21) ―company limited by guarantee‖ means a company having the liability of its members limited by

the memorandum to such amount as the members may respectively undertake to contribute to the assets

of the company in the event of its being wound up;

(22) ―company limited by shares‖ means a company having the liability of its members limited by the

memorandum to the amount, if any, unpaid on the shares respectively held by them;

(23) ―Company Liquidator‖, in so far as it relates to the winding up of a company, means a person

appointed by—

(a) the Tribunal in case of winding up by the Tribunal; or

(b) the company or creditors in case of voluntary winding up,

as a Company Liquidator from a panel of professionals maintained by the Central Government under subsection (2) of section 275;

(24) ―company secretary‖ or ―secretary‖ means a company secretary as defined in clause (c) of subsection (1) of section 2 of the Company Secretaries Act, 1980 (56 of 1980) who is appointed by a

company to perform the functions of a company secretary under this Act;

(25) ―company secretary in practice‖ means a company secretary who is deemed to be in practice

under sub-section (2) of section 2 of the Company Secretaries Act, 1980 (56 of 1980);

(26) ―contributory‖ means a person liable to contribute towards the assets of the company in the event

of its being wound up.

Explanation.—For the purposes of this clause, it is hereby clarified that a person holding fully paidup shares in a company shall be considered as a contributory but shall have no liabilities of a contributory

under the Act whilst retaining rights of such a contributory;

(27) ―control‖ shall include the right to appoint majority of the directors or to control the management

or policy decisions exercisable by a person or persons acting individually or in concert, directly or

indirectly, including by virtue of their shareholding or management rights or shareholders agreements or

voting agreements or in any other manner;

(28) ―cost accountant‖ means a cost accountant as defined in clause (b) of subsection (1) of section 2

of the Cost and Works Accountants Act, 1959 (23 of 1959);

(29) ―court‖ means—

(i) the High Court having jurisdiction in relation to the place at which the registered office of the

company concerned is situate, except to the extent to which jurisdiction has been conferred on any

district court or district courts subordinate to that High Court under sub-clause (ii);

(ii) the district court, in cases where the Central Government has, by notification, empowered any

district court to exercise all or any of the jurisdictions conferred upon the High Court, within the

scope of its jurisdiction in respect of a company whose registered office is situate in the district;

(iii) the Court of Session having jurisdiction to try any offence under this Act or under any

previous company law;

17

(iv) the Special Court established under section 435;

(v) any Metropolitan Magistrate or a Judicial Magistrate of the First Class having jurisdiction to

try any offence under this Act or under any previous company law;

(30) ―debenture‖ includes debenture stock, bonds or any other instrument of a company evidencing a

debt, whether constituting a charge on the assets of the company or not;

(31) ―deposit‖ includes 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;

(32) ―depository‖ means a depository as defined in clause (e) of sub-section (1) of section 2 of the

Depositories Act, 1996 (22 of 1996);

(33) ―derivative‖ means the derivative as defined in clause (ac) of section 2 of the Securities

Contracts (Regulation) Act, 1956 (42 of 1956);

(34) ―director‖ means a director appointed to the Board of a company;

(35) ―dividend‖ includes any interim dividend;

(36) ―document‖ includes summons, notice, requisition, order, declaration, form and register, whether

issued, sent or kept in pursuance of this Act or under any other law for the time being in force or

otherwise, maintained on paper or in electronic form;

(37) ―employees‘ stock option‖ means the option given to the directors, officers or employees of a

company or of its holding company or subsidiary company or companies, if any, which gives such

directors, officers or employees, the benefit or right to purchase, or to subscribe for, the shares of the

company at a future date at a pre-determined price;

(38) ―expert‖ includes an engineer, a valuer, a chartered accountant, a company secretary, a cost

accountant and any other person who has the power or authority to issue a certificate in pursuance of any

law for the time being in force;

(39) ―financial institution‖ includes a scheduled bank, and any other financial institution defined or

notified under the Reserve Bank of India Act, 1934 (2 of 1934);

(40) ―financial statement‖ in relation to a company, includes—

(i) a balance sheet as at the end of the financial year;

(ii) a profit and loss account, or in the case of a company carrying on any activity not for profit,

an income and expenditure account for the financial year;

(iii) cash flow statement for the financial year;

(iv) a statement of changes in equity, if applicable; and

(v) any explanatory note annexed to, or forming part of, any document referred to in sub-clause

(i) to sub-clause (iv):

Provided that the financial statement, with respect to One Person Company, small company and

dormant company, may not include the cash flow statement;

(41) ―financial year‖, in relation to any company or body corporate, means the period ending on the

31st day of March every year, and where it has been incorporated on or after the 1st day of January of a

year, the period ending on the 31st day of March of the following year, in respect whereof financial

statement of the company or body corporate is made up:

Provided that on an application made by a company or body corporate, which is a holding company

or a subsidiary of a company incorporated outside India and is required to follow a different financial year

for consolidation of its accounts outside India, the Tribunal may, if it is satisfied, allow any period as its

financial year, whether or not that period is a year:

18

Provided further that a company or body corporate, existing on the commencement of this Act, shall,

within a period of two years from such commencement, align its financial year as per the provisions of

this clause;

(42) ―foreign company‖ means any company or body corporate incorporated outside India which—

(a) has a place of business in India whether by itself or through an agent, physically or through

electronic mode; and

(b) conducts any business activity in India in any other manner.

(43) ―free reserves‖ means such reserves which, as per the latest audited balance sheet of a company,

are available for distribution as dividend:

Provided that—

(i) any amount representing unrealised gains, notional gains or revaluation of assets, whether

shown as a reserve or otherwise, or

(ii) any change in carrying amount of an asset or of a liability recognised in equity, including

surplus in profit and loss account on measurement of the asset or the liability at fair value,

shall not be treated as free reserves;

(44) ―Global Depository Receipt‖ means any instrument in the form of a depository receipt, by

whatever name called, created by a foreign depository outside India and authorised by a company making

an issue of such depository receipts;

(45) ―Government company‖ means any company in which not less than fifty-one per cent. of the

paid-up share capital is held by the Central Government, or by any State Government or Governments, or

partly by the Central Government and partly by one or more State Governments, and includes a company

which is a subsidiary company of such a Government company;

(46) ―holding company‖, in relation to one or more other companies, means a company of which such

companies are subsidiary companies;

(47) ―independent director‖ means an independent director referred to in sub-section (6) of section

149;

(48) ―Indian Depository Receipt‖ means any instrument in the form of a depository receipt created by

a domestic depository in India and authorised by a company incorporated outside India making an issue

of such depository receipts;

(49) ―interested director‖ means a director who is in any way, whether by himself or through any of

his relatives or firm, body corporate or other association of individuals in which he or any of his relatives

is a partner, director or a member, interested in a contract or arrangement, or proposed contract or

arrangement, entered into or to be entered into by or on behalf of a company;

(50) ―issued capital‖ means such capital as the company issues from time to time for subscription;

(51) ―key managerial personnel‖, in relation to a company, means—

(i) the Chief Executive Officer or the managing director or the manager;

(ii) the company secretary;

(iii) the whole-time director;

(iv) the Chief Financial Officer; and

(v) such other officer as may be prescribed;

(52) ―listed company‖ means a company which has any of its securities listed on any recognised stock

exchange;

(53) ―manager‖ means an individual who, subject to the superintendence, control and direction of the

Board of Directors, has the management of the whole, or substantially the whole, of the affairs of a

19

company, and includes a director or any other person occupying the position of a manager, by whatever

name called, whether under a contract of service or not;

(54) ―managing director‖ means a director who, by virtue of the articles of a company or an

agreement with the company or a resolution passed in its general meeting, or by its Board of Directors, is

entrusted with substantial powers of management of the affairs of the company and includes a director

occupying the position of managing director, by whatever name called.

Explanation.—For the purposes of this clause, the power to do administrative acts of a routine nature

when so authorised by the Board such as the power to affix the common seal of the company to any

document or to draw and endorse any cheque on the account of the company in any bank or to draw and

endorse any negotiable instrument or to sign any certificate of share or to direct registration of transfer of

any share, shall not be deemed to be included within the substantial powers of management;

(55) ―member‖, in relation to a company, means—

(i) the subscriber to the memorandum of the company who shall be deemed to have agreed to

become member of the company, and on its registration, shall be entered as member in its register of

members;

(ii) every other person who agrees in writing to become a member of the company and whose

name is entered in the register of members of the company;

(iii) every person holding shares of the company and whose name is entered as a beneficial owner

in the records of a depository;

(56) ―memorandum‖ means the memorandum of association of a company as originally framed or as

altered from time to time in pursuance of any previous company law or of this Act;

(57) ―net worth‖ means the aggregate value of the paid-up share capital and all reserves created out of

the profits and securities premium account, after deducting the aggregate value of the accumulated losses,

deferred expenditure and miscellaneous expenditure not written off, as per the audited balance sheet, but

does not include reserves created out of revaluation of assets, write-back of depreciation and

amalgamation;

(58) ―notification‖ means a notification published in the Official Gazette and the expression ―notify‖

shall be construed accordingly;

(59) ―officer‖ includes any director, manager or key managerial personnel or any person in

accordance with whose directions or instructions the Board of Directors or any one or more of the

directors is or are accustomed to act;

(60) ―officer who is in default‖, for the purpose of any provision in this Act which enacts that an

officer of the company who is in default shall be liable to any penalty or punishment by way of

imprisonment, fine or otherwise, means any of the following officers of a company, namely:—

(i) whole-time director;

(ii) key managerial personnel;

(iii) where there is no key managerial personnel, such director or directors as specified by the

Board in this behalf and who has or have given his or their consent in writing to the Board to such

specification, or all the directors, if no director is so specified;

(iv) any person who, under the immediate authority of the Board or any key managerial

personnel, is charged with any responsibility including maintenance, filing or distribution of accounts

or records, authorises, actively participates in, knowingly permits, or knowingly fails to take active

steps to prevent, any default;

(v) any person in accordance with whose advice, directions or instructions the Board of Directors

of the company is accustomed to act, other than a person who gives advice to the Board in a

professional capacity;

20

(vi) every director, in respect of a contravention of any of the provisions of this Act, who is aware

of such contravention by virtue of the receipt by him of any proceedings of the Board or participation

in such proceedings without objecting to the same, or where such contravention had taken place with

his consent or connivance;

(vii) in respect of the issue or transfer of any shares of a company, the share transfer agents,

registrars and merchant bankers to the issue or transfer;

(61) ―Official Liquidator‖ means an Official Liquidator appointed under sub-section (1) of section

359;

(62) ―One Person Company‖ means a company which has only one person as a member;

(63) "ordinary or special resolution" means an ordinary resolution, or as the case may be, special

resolution referred to in section 114;

(64) ―paid-up share capital‖ or ―share capital paid-up‖ means such aggregate amount of money

credited as paid-up as is equivalent to the amount received as paid-up in respect of shares issued and also

includes any amount credited as paid-up in respect of shares of the company, but does not include any

other amount received in respect of such shares, by whatever name called;

(65) ―postal ballot‖ means voting by post or through any electronic mode;

(66) ―prescribed‖ means prescribed by rules made under this Act;

(67) ―previous company law‖ means any of the laws specified below:—

(i) Acts relating to companies in force before the Indian Companies Act, 1866 (10 of 1866);

(ii) the Indian Companies Act, 1866 (10 of 1866);

(iii) the Indian Companies Act, 1882 (6 of 1882);

(iv) the Indian Companies Act, 1913 (7 of 1913);

(v) the Registration of Transferred Companies Ordinance, 1942 (Ord. 54 of 1942);

(vi) the Companies Act, 1956 (1 of 1956); and

(vii) any law corresponding to any of the aforesaid Acts or the Ordinances and in force—

(A) in the merged territories or in a Part B State (other than the State of Jammu and Kashmir),

or any part thereof, before the extension thereto of the Indian Companies Act, 1913 (7 of 1913);

or

(B) in the State of Jammu and Kashmir, or any part thereof, before the commencement of the

Jammu and Kashmir (Extension of Laws) Act, 1956 (62 of 1956), in so far as banking, insurance

and financial corporations are concerned, and before the commencement of the Central Laws

(Extension to Jammu and Kashmir) Act, 1968 (25 of 1968), in so far as other corporations are

concerned;

(viii) the Portuguese Commercial Code, in so far as it relates to sociedades anonimas; and

(ix) the Registration of Companies (Sikkim) Act, 1961 (Sikkim Act 8 of 1961);

(68) ―private company‖ means a company having a minimum paid-up share capital 1

*** as may be

prescribed, and which by its articles,—

(i) restricts the right to transfer its shares;

(ii) except in case of One Person Company, limits the number of its members to two hundred:

Provided that where two or more persons hold one or more shares in a company jointly, they shall, for

the purposes of this clause, be treated as a single member:


(16) ―charge‖ means an interest or lien created on the property or assets of a company or any of its

undertakings or both as security and includes a mortgage;

(17) ―chartered accountant‖ means a chartered accountant as defined in clause (b) of sub-section (1)

of section 2 of the Chartered Accountants Act, 1949 (38 of 1949) who holds a valid certificate of practice

under sub-section (1) of section 6 of that Act;

(18) ―Chief Executive Officer‖ means an officer of a company, who has been designated as such by

it;

(19) ―Chief Financial Officer‖ means a person appointed as the Chief Financial Officer of a company;

(20) ―company‖ means a company incorporated under this Act or under any previous company law;

(21) ―company limited by guarantee‖ means a company having the liability of its members limited by

the memorandum to such amount as the members may respectively undertake to contribute to the assets

of the company in the event of its being wound up;

(22) ―company limited by shares‖ means a company having the liability of its members limited by the

memorandum to the amount, if any, unpaid on the shares respectively held by them;

(23) ―Company Liquidator‖, in so far as it relates to the winding up of a company, means a person

appointed by—

(a) the Tribunal in case of winding up by the Tribunal; or

(b) the company or creditors in case of voluntary winding up,

as a Company Liquidator from a panel of professionals maintained by the Central Government under subsection (2) of section 275;

(24) ―company secretary‖ or ―secretary‖ means a company secretary as defined in clause (c) of subsection (1) of section 2 of the Company Secretaries Act, 1980 (56 of 1980) who is appointed by a

company to perform the functions of a company secretary under this Act;

(25) ―company secretary in practice‖ means a company secretary who is deemed to be in practice

under sub-section (2) of section 2 of the Company Secretaries Act, 1980 (56 of 1980);

(26) ―contributory‖ means a person liable to contribute towards the assets of the company in the event

of its being wound up.

Explanation.—For the purposes of this clause, it is hereby clarified that a person holding fully paidup shares in a company shall be considered as a contributory but shall have no liabilities of a contributory

under the Act whilst retaining rights of such a contributory;

(27) ―control‖ shall include the right to appoint majority of the directors or to control the management

or policy decisions exercisable by a person or persons acting individually or in concert, directly or

indirectly, including by virtue of their shareholding or management rights or shareholders agreements or

voting agreements or in any other manner;

(28) ―cost accountant‖ means a cost accountant as defined in clause (b) of subsection (1) of section 2

of the Cost and Works Accountants Act, 1959 (23 of 1959);

(29) ―court‖ means—

(i) the High Court having jurisdiction in relation to the place at which the registered office of the

company concerned is situate, except to the extent to which jurisdiction has been conferred on any

district court or district courts subordinate to that High Court under sub-clause (ii);

(ii) the district court, in cases where the Central Government has, by notification, empowered any

district court to exercise all or any of the jurisdictions conferred upon the High Court, within the

scope of its jurisdiction in respect of a company whose registered office is situate in the district;

(iii) the Court of Session having jurisdiction to try any offence under this Act or under any

previous company law;

17

(iv) the Special Court established under section 435;

(v) any Metropolitan Magistrate or a Judicial Magistrate of the First Class having jurisdiction to

try any offence under this Act or under any previous company law;

(30) ―debenture‖ includes debenture stock, bonds or any other instrument of a company evidencing a

debt, whether constituting a charge on the assets of the company or not;

(31) ―deposit‖ includes 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;

(32) ―depository‖ means a depository as defined in clause (e) of sub-section (1) of section 2 of the

Depositories Act, 1996 (22 of 1996);

(33) ―derivative‖ means the derivative as defined in clause (ac) of section 2 of the Securities

Contracts (Regulation) Act, 1956 (42 of 1956);

(34) ―director‖ means a director appointed to the Board of a company;

(35) ―dividend‖ includes any interim dividend;

(36) ―document‖ includes summons, notice, requisition, order, declaration, form and register, whether

issued, sent or kept in pursuance of this Act or under any other law for the time being in force or

otherwise, maintained on paper or in electronic form;

(37) ―employees‘ stock option‖ means the option given to the directors, officers or employees of a

company or of its holding company or subsidiary company or companies, if any, which gives such

directors, officers or employees, the benefit or right to purchase, or to subscribe for, the shares of the

company at a future date at a pre-determined price;

(38) ―expert‖ includes an engineer, a valuer, a chartered accountant, a company secretary, a cost

accountant and any other person who has the power or authority to issue a certificate in pursuance of any

law for the time being in force;

(39) ―financial institution‖ includes a scheduled bank, and any other financial institution defined or

notified under the Reserve Bank of India Act, 1934 (2 of 1934);

(40) ―financial statement‖ in relation to a company, includes—

(i) a balance sheet as at the end of the financial year;

(ii) a profit and loss account, or in the case of a company carrying on any activity not for profit,

an income and expenditure account for the financial year;

(iii) cash flow statement for the financial year;

(iv) a statement of changes in equity, if applicable; and

(v) any explanatory note annexed to, or forming part of, any document referred to in sub-clause

(i) to sub-clause (iv):

Provided that the financial statement, with respect to One Person Company, small company and

dormant company, may not include the cash flow statement;

(41) ―financial year‖, in relation to any company or body corporate, means the period ending on the

31st day of March every year, and where it has been incorporated on or after the 1st day of January of a

year, the period ending on the 31st day of March of the following year, in respect whereof financial

statement of the company or body corporate is made up:

Provided that on an application made by a company or body corporate, which is a holding company

or a subsidiary of a company incorporated outside India and is required to follow a different financial year

for consolidation of its accounts outside India, the Tribunal may, if it is satisfied, allow any period as its

financial year, whether or not that period is a year:

18

Provided further that a company or body corporate, existing on the commencement of this Act, shall,

within a period of two years from such commencement, align its financial year as per the provisions of

this clause;

(42) ―foreign company‖ means any company or body corporate incorporated outside India which—

(a) has a place of business in India whether by itself or through an agent, physically or through

electronic mode; and

(b) conducts any business activity in India in any other manner.

(43) ―free reserves‖ means such reserves which, as per the latest audited balance sheet of a company,

are available for distribution as dividend:

Provided that—

(i) any amount representing unrealised gains, notional gains or revaluation of assets, whether

shown as a reserve or otherwise, or

(ii) any change in carrying amount of an asset or of a liability recognised in equity, including

surplus in profit and loss account on measurement of the asset or the liability at fair value,

shall not be treated as free reserves;

(44) ―Global Depository Receipt‖ means any instrument in the form of a depository receipt, by

whatever name called, created by a foreign depository outside India and authorised by a company making

an issue of such depository receipts;

(45) ―Government company‖ means any company in which not less than fifty-one per cent. of the

paid-up share capital is held by the Central Government, or by any State Government or Governments, or

partly by the Central Government and partly by one or more State Governments, and includes a company

which is a subsidiary company of such a Government company;

(46) ―holding company‖, in relation to one or more other companies, means a company of which such

companies are subsidiary companies;

(47) ―independent director‖ means an independent director referred to in sub-section (6) of section

149;

(48) ―Indian Depository Receipt‖ means any instrument in the form of a depository receipt created by

a domestic depository in India and authorised by a company incorporated outside India making an issue

of such depository receipts;

(49) ―interested director‖ means a director who is in any way, whether by himself or through any of

his relatives or firm, body corporate or other association of individuals in which he or any of his relatives

is a partner, director or a member, interested in a contract or arrangement, or proposed contract or

arrangement, entered into or to be entered into by or on behalf of a company;

(50) ―issued capital‖ means such capital as the company issues from time to time for subscription;

(51) ―key managerial personnel‖, in relation to a company, means—

(i) the Chief Executive Officer or the managing director or the manager;

(ii) the company secretary;

(iii) the whole-time director;

(iv) the Chief Financial Officer; and

(v) such other officer as may be prescribed;

(52) ―listed company‖ means a company which has any of its securities listed on any recognised stock

exchange;

(53) ―manager‖ means an individual who, subject to the superintendence, control and direction of the

Board of Directors, has the management of the whole, or substantially the whole, of the affairs of a

19

company, and includes a director or any other person occupying the position of a manager, by whatever

name called, whether under a contract of service or not;

(54) ―managing director‖ means a director who, by virtue of the articles of a company or an

agreement with the company or a resolution passed in its general meeting, or by its Board of Directors, is

entrusted with substantial powers of management of the affairs of the company and includes a director

occupying the position of managing director, by whatever name called.

Explanation.—For the purposes of this clause, the power to do administrative acts of a routine nature

when so authorised by the Board such as the power to affix the common seal of the company to any

document or to draw and endorse any cheque on the account of the company in any bank or to draw and

endorse any negotiable instrument or to sign any certificate of share or to direct registration of transfer of

any share, shall not be deemed to be included within the substantial powers of management;

(55) ―member‖, in relation to a company, means—

(i) the subscriber to the memorandum of the company who shall be deemed to have agreed to

become member of the company, and on its registration, shall be entered as member in its register of

members;

(ii) every other person who agrees in writing to become a member of the company and whose

name is entered in the register of members of the company;

(iii) every person holding shares of the company and whose name is entered as a beneficial owner

in the records of a depository;

(56) ―memorandum‖ means the memorandum of association of a company as originally framed or as

altered from time to time in pursuance of any previous company law or of this Act;

(57) ―net worth‖ means the aggregate value of the paid-up share capital and all reserves created out of

the profits and securities premium account, after deducting the aggregate value of the accumulated losses,

deferred expenditure and miscellaneous expenditure not written off, as per the audited balance sheet, but

does not include reserves created out of revaluation of assets, write-back of depreciation and

amalgamation;

(58) ―notification‖ means a notification published in the Official Gazette and the expression ―notify‖

shall be construed accordingly;

(59) ―officer‖ includes any director, manager or key managerial personnel or any person in

accordance with whose directions or instructions the Board of Directors or any one or more of the

directors is or are accustomed to act;

(60) ―officer who is in default‖, for the purpose of any provision in this Act which enacts that an

officer of the company who is in default shall be liable to any penalty or punishment by way of

imprisonment, fine or otherwise, means any of the following officers of a company, namely:—

(i) whole-time director;

(ii) key managerial personnel;

(iii) where there is no key managerial personnel, such director or directors as specified by the

Board in this behalf and who has or have given his or their consent in writing to the Board to such

specification, or all the directors, if no director is so specified;

(iv) any person who, under the immediate authority of the Board or any key managerial

personnel, is charged with any responsibility including maintenance, filing or distribution of accounts

or records, authorises, actively participates in, knowingly permits, or knowingly fails to take active

steps to prevent, any default;

(v) any person in accordance with whose advice, directions or instructions the Board of Directors

of the company is accustomed to act, other than a person who gives advice to the Board in a

professional capacity;

20

(vi) every director, in respect of a contravention of any of the provisions of this Act, who is aware

of such contravention by virtue of the receipt by him of any proceedings of the Board or participation

in such proceedings without objecting to the same, or where such contravention had taken place with

his consent or connivance;

(vii) in respect of the issue or transfer of any shares of a company, the share transfer agents,

registrars and merchant bankers to the issue or transfer;

(61) ―Official Liquidator‖ means an Official Liquidator appointed under sub-section (1) of section

359;

(62) ―One Person Company‖ means a company which has only one person as a member;

(63) "ordinary or special resolution" means an ordinary resolution, or as the case may be, special

resolution referred to in section 114;

(64) ―paid-up share capital‖ or ―share capital paid-up‖ means such aggregate amount of money

credited as paid-up as is equivalent to the amount received as paid-up in respect of shares issued and also

includes any amount credited as paid-up in respect of shares of the company, but does not include any

other amount received in respect of such shares, by whatever name called;

(65) ―postal ballot‖ means voting by post or through any electronic mode;

(66) ―prescribed‖ means prescribed by rules made under this Act;

(67) ―previous company law‖ means any of the laws specified below:—

(i) Acts relating to companies in force before the Indian Companies Act, 1866 (10 of 1866);

(ii) the Indian Companies Act, 1866 (10 of 1866);

(iii) the Indian Companies Act, 1882 (6 of 1882);

(iv) the Indian Companies Act, 1913 (7 of 1913);

(v) the Registration of Transferred Companies Ordinance, 1942 (Ord. 54 of 1942);

(vi) the Companies Act, 1956 (1 of 1956); and

(vii) any law corresponding to any of the aforesaid Acts or the Ordinances and in force—

(A) in the merged territories or in a Part B State (other than the State of Jammu and Kashmir),

or any part thereof, before the extension thereto of the Indian Companies Act, 1913 (7 of 1913);

or

(B) in the State of Jammu and Kashmir, or any part thereof, before the commencement of the

Jammu and Kashmir (Extension of Laws) Act, 1956 (62 of 1956), in so far as banking, insurance

and financial corporations are concerned, and before the commencement of the Central Laws

(Extension to Jammu and Kashmir) Act, 1968 (25 of 1968), in so far as other corporations are

concerned;

(viii) the Portuguese Commercial Code, in so far as it relates to sociedades anonimas; and

(ix) the Registration of Companies (Sikkim) Act, 1961 (Sikkim Act 8 of 1961);

(68) ―private company‖ means a company having a minimum paid-up share capital 1

*** as may be

prescribed, and which by its articles,—

(i) restricts the right to transfer its shares;

(ii) except in case of One Person Company, limits the number of its members to two hundred:

Provided that where two or more persons hold one or more shares in a company jointly, they shall, for

the purposes of this clause, be treated as a single member:

26. Matters to be stated in prospectus.— (1) Every prospectus issued by or on behalf of a public
company either with reference to its formation or subsequently, or by or on behalf of any person who is
or has been engaged or interested in the formation of a public company, shall be dated and signed and
shall—
(a) state the following information, namely:—
(i) names and addresses of the registered office of the company, company secretary, Chief
Financial Officer, auditors, legal advisers, bankers, trustees, if any, underwriters and such other
persons as may be prescribed;
(ii) dates of the opening and closing of the issue, and declaration about the issue of allotment
letters and refunds within the prescribed time;
(iii) a statement by the Board of Directors about the separate bank account where all monies
received out of the issue are to be transferred and disclosure of details of all monies including
utilised and unutilised monies out of the previous issue in the prescribed manner;
(iv) details about underwriting of the issue;
(v) consent of the directors, auditors, bankers to the issue, expert‘s opinion, if any, and of
such other persons, as may be prescribed;
(vi) the authority for the issue and the details of the resolution passed therefor;
(vii) procedure and time schedule for allotment and issue of securities;
(viii) capital structure of the company in the prescribed manner;
(ix) main objects of public offer, terms of the present issue and such other particulars as may
be prescribed;
(x) main objects and present business of the company and its location, schedule of
implementation of the project;
(xi) particulars relating to—
(A) management perception of risk factors specific to the project;
(B) gestation period of the project;
(C) extent of progress made in the project;
(D) deadlines for completion of the project; and
(E) any litigation or legal action pending or taken by a Government Department or a
statutory body during the last five years immediately preceding the year of the issue of
prospectus against the promoter of the company;
(xii) minimum subscription, amount payable by way of premium, issue of shares otherwise
than on cash;
(xiii) details of directors including their appointments and remuneration, and such particulars
of the nature and extent of their interests in the company as may be prescribed; and
(xiv) disclosures in such manner as may be prescribed about sources of promoter‘s
contribution;
(b) set out the following reports for the purposes of the financial information, namely:—
(i) reports by the auditors of the company with respect to its profits and losses and assets and
liabilities and such other matters as may be prescribed;
(ii) reports relating to profits and losses for each of the five financial years immediately
preceding the financial year of the issue of prospectus including such reports of its subsidiaries
and in such manner as may be prescribed:
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Provided that in case of a company with respect to which a period of five years has not
elapsed from the date of incorporation, the prospectus shall set out in such manner as may be
prescribed, the reports relating to profits and losses for each of the financial years immediately
preceding the financial year of the issue of prospectus including such reports of its subsidiaries;
(iii) reports made in the prescribed manner by the auditors upon the profits and losses of the
business of the company for each of the five financial years immediately preceding issue and
assets and liabilities of its business on the last date to which the accounts of the business were
made up, being a date not more than one hundred and eighty days before the issue of the
prospectus:
Provided that in case of a company with respect to which a period of five years has not
elapsed from the date of incorporation, the prospectus shall set out in the prescribed manner, the
reports made by the auditors upon the profits and losses of the business of the company for all
financial years from the date of its incorporation, and assets and liabilities of its business on the
last date before the issue of prospectus; and
(iv) reports about the business or transaction to which the proceeds of the securities are to be
applied directly or indirectly;
(c) make a declaration about the compliance of the provisions of this Act and a statement to the
effect that nothing in the prospectus is contrary to the provisions of this Act, the Securities Contracts
(Regulation) Act, 1956 (42 of 1956) and the Securities and Exchange Board of India Act, 1992 (15 of
1992) and the rules and regulations made thereunder; and
(d) state such other matters and set out such other reports, as may be prescribed.
(2) Nothing in sub-section (1) shall apply—
(a) to the issue to existing members or debenture-holders of a company, of a prospectus or form
of application relating to shares in or debentures of the company, whether an applicant has a right to
renounce the shares or not under sub-clause (ii) of clause (a) of sub-section (1) of section 62 in favour
of any other person; or
(b) to the issue of a prospectus or form of application relating to shares or debentures which are,
or are to be, in all respects uniform with shares or debentures previously issued and for the time being
dealt in or quoted on a recognised stock exchange.
(3) Subject to sub-section (2), the provisions of sub-section (1) shall apply to a prospectus or a form
of application, whether issued on or with reference to the formation of a company or subsequently.
Explanation.—The date indicated in the prospectus shall be deemed to be the date of its publication.
(4) No prospectus shall be issued by or on behalf of a company or in relation to an intended company
unless on or before the date of its publication, there has been delivered to the Registrar for registration, a
copy thereof signed by every person who is named therein as a director or proposed director of the
company or by his duly authorised attorney.
(5) A prospectus issued under sub-section (1) shall not include a statement purporting to be made by
an expert unless the expert is a person who is not, and has not been, engaged or interested in the formation
or promotion or management, of the company and has given his written consent to the issue of the
prospectus and has not withdrawn such consent before the delivery of a copy of the prospectus to the
Registrar for registration and a statement to that effect shall be included in the prospectus.
(6) Every prospectus issued under sub-section (1) shall, on the face of it,—
(a) state that a copy has been delivered for registration to the Registrar as required under subsection (4); and
(b) specify any documents required by this section to be attached to the copy so delivered or refer
to statements included in the prospectus which specify these documents.
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(7) The Registrar shall not register a prospectus unless the requirements of this section with respect to
its registration are complied with and the prospectus is accompanied by the consent in writing of all the
persons named in the prospectus.
(8) No prospectus shall be valid if it is issued more than ninety days after the date on which a copy
thereof is delivered to the Registrar under sub-section (4).
(9) If a prospectus is issued in contravention of the provisions of this section, the company shall be
punishable with fine which shall not be less than fifty thousand rupees but which may extend to three lakh
rupees and every person who is knowingly a party to the issue of such prospectus shall be punishable with
imprisonment for a term which may extend to three years or with fine which shall not be less than fifty
thousand rupees but which may extend to three lakh rupees, or with both.
27. Variation in terms of contract or objects in prospectus.—(1) A company shall not, at any time,
vary the terms of a contract referred to in the prospectus or objects for which the prospectus was issued,
except subject to the approval of, or except subject to an authority given by the company in general
meeting by way of special resolution:
Provided that the details, as may be prescribed, of the notice in respect of such resolution to
shareholders, shall also be published in the newspapers (one in English and one in vernacular language) in
the city where the registered office of the company is situated indicating clearly the justification for such
variation:
Provided further that such company shall not use any amount raised by it through prospectus for
buying, trading or otherwise dealing in equity shares of any other listed company.
(2) The dissenting shareholders being those shareholders who have not agreed to the proposal to vary
the terms of contracts or objects referred to in the prospectus, shall be given an exit offer by promoters or
controlling shareholders at such exit price, and in such manner and conditions as may be specified by the
Securities and Exchange Board by making regulations in this behalf.
28. Offer of sale of shares by certain members of company.— (1) Where certain members of a
company propose, in consultation with the Board of Directors to offer, in accordance with the provisions
of any law for the time being in force, whole or part of their holding of shares to the public, they may do
so in accordance with such procedure as may be prescribed.
(2) Any document by which the offer of sale to the public is made shall, for all purposes, be deemed
to be a prospectus issued by the company and all laws and rules made thereunder as to the contents of the
prospectus and as to liability in respect of mis-statements in and omission from prospectus or otherwise
relating to prospectus shall apply as if this is a prospectus issued by the company.
(3) The members, whether individuals or bodies corporate or both, whose shares are proposed to be
offered to the public, shall collectively authorise the company, whose shares are offered for sale to the
public, to take all actions in respect of offer of sale for and on their behalf and they shall reimburse the
company all expenses incurred by it on this matter.
29. Public offer of securities to be in dematerialised form.— (1) Notwithstanding anything
contained in any other provisions of this Act,—
(a) every company making public offer; and
(b) such other class or classes of public companies as may be prescribed,
shall issue the securities only in dematerialised form by complying with the provisions of the Depositories
Act, 1996 (22 of 1996) and the regulations made thereunder.
(2) Any company, other than a company mentioned in sub-section (1), may convert its securities into
dematerialised form or issue its securities in physical form in accordance with the provisions of this Act
or in dematerialised form in accordance with the provisions of the Depositories Act, 1996 (22 of 1996)
and the regulations made thereunder.
30. Advertisement of prospectus.— Where an advertisement of any prospectus of a company is
published in any manner, it shall be necessary to specify therein the contents of its memorandum as
39
regards the objects, the liability of members and the amount of share capital of the company, and the
names of the signatories to the memorandum and the number of shares subscribed for by them, and its
capital structure.
31. Shelf prospectus.— (1) Any class or classes of companies, as the Securities and Exchange Board
may provide by regulations in this behalf, may file a shelf prospectus with the Registrar at the stage of the
first offer of securities included therein which shall indicate a period not exceeding one year as the period
of validity of such prospectus which shall commence from the date of opening of the first offer of
securities under that prospectus, and in respect of a second or subsequent offer of such securities issued
during the period of validity of that prospectus, no further prospectus is required.
(2) A company filing a shelf prospectus shall be required to file an information memorandum
containing all material facts relating to new charges created, changes in the financial position of the
company as have occurred between the first offer of securities or the previous offer of securities and the
succeeding offer of securities and such other changes as may be prescribed, with the Registrar within the
prescribed time, prior to the issue of a second or subsequent offer of securities under the shelf prospectus:
Provided that where a company or any other person has received applications for the allotment of
securities along with advance payments of subscription before the making of any such change, the
company or other person shall intimate the changes to such applicants and if they express a desire to
withdraw their application, the company or other person shall refund all the monies received as
subscription within fifteen days thereof.
(3) Where an information memorandum is filed, every time an offer of securities is made under subsection (2), such memorandum together with the shelf prospectus shall be deemed to be a prospectus.
Explanation.—For the purposes of this section, the expression "shelf prospectus" means a prospectus
in respect of which the securities or class of securities included therein are issued for subscription in one
or more issues over a certain period without the issue of a further prospectus.
32. Red herring prospectus.— (1) A company proposing to make an offer of securities may issue a
red herring prospectus prior to the issue of a prospectus.
(2) A company proposing to issue a red herring prospectus under sub-section (1) shall file it with the
Registrar at least three days prior to the opening of the subscription list and the offer.
(3) A red herring prospectus shall carry the same obligations as are applicable to a prospectus and any
variation between the red herring prospectus and a prospectus shall be highlighted as variations in the
prospectus.
(4) Upon the closing of the offer of securities under this section, the prospectus stating therein the
total capital raised, whether by way of debt or share capital, and the closing price of the securities and any
other details as are not included in the red herring prospectus shall be filed with the Registrar and the
Securities and Exchange Board.
Explanation.—For the purposes of this section, the expression "red herring prospectus" means a
prospectus which does not include complete particulars of the quantum or price of the securities included
therein.
33. Issue of application forms for securities.— (1) No form of application for the purchase of any
of the securities of a company shall be issued unless such form is accompanied by an abridged
prospectus:
Provided that nothing in this sub-section shall apply if it is shown that the form of application was
issued—
(a) in connection with a bona fide invitation to a person to enter into an underwriting agreement
with respect to such securities; or
(b) in relation to securities which were not offered to the public.
(2) A copy of the prospectus shall, on a request being made by any person before the closing of the
subscription list and the offer, be furnished to him.
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(3) If a company makes any default in complying with the provisions of this section, it shall be liable
to a penalty of fifty thousand rupees for each default.
34. Criminal liability for mis-statements in prospectus.— Where a prospectus, issued, circulated
or distributed under this Chapter, includes any statement which is untrue or misleading in form or context
in which it is included or where any inclusion or omission of any matter is likely to mislead, every person
who authorises the issue of such prospectus shall be liable under section 447:
Provided that nothing in this section shall apply to a person if he proves that such statement or
omission was immaterial or that he had reasonable grounds to believe, and did up to the time of issue of
the prospectus believe, that the statement was true or the inclusion or omission was necessary.
35. Civil liability for mis-statements in prospectus.—(1) Where a person has subscribed for
securities of a company acting on any statement included, or the inclusion or omission of any matter, in
the prospectus which is misleading and has sustained any loss or damage as a consequence thereof, the
company and every person who—
(a) is a director of the company at the time of the issue of the prospectus;
(b) has authorised himself to be named and is named in the prospectus as a director of the
company, or has agreed to become such director, either immediately or after an interval of time;
(c) is a promoter of the company;
(d) has authorised the issue of the prospectus; and
(e) is an expert referred to in sub-section (5) of section 26,
shall, without prejudice to any punishment to which any person may be liable under section 36, be liable
to pay compensation to every person who has sustained such loss or damage.
(2) No person shall be liable under sub-section (1), if he proves—
(a) that, having consented to become a director of the company, he withdrew his consent before
the issue of the prospectus, and that it was issued without his authority or consent; or
(b) that the prospectus was issued without his knowledge or consent, and that on becoming aware
of its issue, he forthwith gave a reasonable public notice that it was issued without his knowledge or
consent.
(3) Notwithstanding anything contained in this section, where it is proved that a prospectus has been
issued with intent to defraud the applicants for the securities of a company or any other person or for any
fraudulent purpose, every person referred to in subsection (1) shall be personally responsible, without any
limitation of liability, for all or any of the losses or damages that may have been incurred by any person
who subscribed to the securities on the basis of such prospectus.
36. Punishment for fraudulently inducing persons to invest money. — Any person who, either
knowingly or recklessly makes any statement, promise or forecast which is false, deceptive or misleading,
or deliberately conceals any material facts, to induce another person to enter into, or to offer to enter
into,—
(a) any agreement for, or with a view to, acquiring, disposing of, subscribing for, or underwriting
securities; or
(b) any agreement, the purpose or the pretended purpose of which is to secure a profit to any of
the parties from the yield of securities or by reference to fluctuations in the value of securities; or
(c) any agreement for, or with a view to obtaining credit facilities from any bank or financial
institution,
shall be liable for action under section 447.
37. Action by affected persons.—A suit may be filed or any other action may be taken under section
34 or section 35 or section 36 by any person, group of persons or any association of persons affected by
any misleading statement or the inclusion or omission of any matter in the prospectus.
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38. Punishment for personation for acquisition, etc., of securities.—(1) Any person who—
(a) makes or abets making of an application in a fictitious name to a company for acquiring, or
subscribing for, its securities; or
(b) makes or abets making of multiple applications to a company in different names or in
different combinations of his name or surname for acquiring or subscribing for its securities; or
(c) otherwise induces directly or indirectly a company to allot, or register any transfer of,
securities to him, or to any other person in a fictitious name,
shall be liable for action under section 447.
(2) The provisions of sub-section (1) shall be prominently reproduced in every prospectus issued by a
company and in every form of application for securities.
(3) Where a person has been convicted under this section, the Court may also order disgorgement of
gain, if any, made by, and seizure and disposal of the securities in possession of, such person.
(4) The amount received through disgorgement or disposal of securities under subsection (3) shall be
credited to the Investor Education and Protection Fund.
39. Allotment of securities by company.—(1) No allotment of any securities of a company offered
to the public for subscription shall be made unless the amount stated in the prospectus as the minimum
amount has been subscribed and the sums payable on application for the amount so stated have been paid
to and received by the company by cheque or other instrument.
(2) The amount payable on application on every security shall not be less than five per cent. of the
nominal amount of the security or such other percentage or amount, as may be specified by the Securities
and Exchange Board by making regulations in this behalf.
(3) If the stated minimum amount has not been subscribed and the sum payable on application is not
received within a period of thirty days from the date of issue of the prospectus, or such other period as
may be specified by the Securities and Exchange Board, the amount received under sub-section (1) shall
be returned within such time and manner as may be prescribed.
(4) Whenever a company having a share capital makes any allotment of securities, it shall file with
the Registrar a return of allotment in such manner as may be prescribed.
(5) In case of any default under sub-section (3) or sub-section (4), the company and its officer who is
in default shall be liable to a penalty, for each default, of one thousand rupees for each day during which
such default continues or one lakh rupees, whichever is less.
40. Securities to be dealt with in stock exchanges.—(1) Every company making public offer shall,
before making such offer, make an application to one or more recognised stock exchange or exchanges
and obtain permission for the securities to be dealt with in such stock exchange or exchanges.
(2) Where a prospectus states that an application under sub-section (1) has been made, such
prospectus shall also state the name or names of the stock exchange in which the securities shall be dealt
with.
(3) All monies received on application from the public for subscription to the securities shall be kept
in a separate bank account in a scheduled bank and shall not be utilised for any purpose other than—
(a) for adjustment against allotment of securities where the securities have been permitted to be
dealt with in the stock exchange or stock exchanges specified in the prospectus; or
(b) for the repayment of monies within the time specified by the Securities and Exchange Board,
received from applicants in pursuance of the prospectus, where the company is for any other reason
unable to allot securities.
(4) Any condition purporting to require or bind any applicant for securities to waive compliance with
any of the requirements of this section shall be void.
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(5) If a default is made in complying with the provisions of this section, the company shall be
punishable with a fine which shall not be less than five lakh rupees but which may extend to fifty lakh
rupees and every officer of the company who is in default shall be punishable with imprisonment for a
term which may extend to one year or with fine which shall not be less than fifty thousand rupees but
which may extend to three lakh rupees, or with both.
(6) A company may pay commission to any person in connection with the subscription to its
securities subject to such conditions as may be prescribed.
41. Global depository receipt.— A company may, after passing a special resolution in its general
meeting, issue depository receipts in any foreign country in such manner, and subject to such conditions,
as may be prescribed.
PART II.—Private placement
42. Offer or invitation for subscription of securities on private placement.—(1) Without
prejudice to the provisions of section 26, a company may, subject to the provisions of this section, make
private placement through issue of a private placement offer letter.
(2) Subject to sub-section (1), the offer of securities or invitation to subscribe securities, shall be
made to such number of persons not exceeding fifty or such higher number as may be prescribed,
[excluding qualified institutional buyers and employees of the company being offered securities under a
scheme of employees stock option as per provisions of clause (b) of sub-section (1) of section 62], in a
financial year and on such conditions (including the form and manner of private placement) as may be
prescribed.
Explanation I.—If a company, listed or unlisted, makes an offer to allot or invites subscription, or
allots, or enters into an agreement to allot, securities to more than the prescribed number of persons,
whether the payment for the securities has been received or not or whether the company intends to list its
securities or not on any recognised stock exchange in or outside India, the same shall be deemed to be an
offer to the public and shall accordingly be governed by the provisions of Part I of this Chapter.
Explanation II.—For the purposes of this section, the expression—
(i) "qualified institutional buyer‘‘ means the qualified institutional buyer as defined in the
Securities and Exchange Board of India (Issue of Capital and Disclosure Requirments) Regulations,
2009 as amended from time to time.
(ii) "private placement" means any offer of securities or invitation to subscribe securities to a
select group of persons by a company (other than by way of public offer) through issue of a private
placement offer letter and which satisfies the conditions specified in this section.
(3) No fresh offer or invitation under this section shall be made unless the allotments with respect to
any offer or invitation made earlier have been completed or that offer or invitation has been withdrawn or
abandoned by the company.
(4) Any offer or invitation not in compliance with the provisions of this section shall be treated as a
public offer and all provisions of this Act, and the Securities Contracts (Regulation) Act, 1956 (42 of
1956) and the Securities and Exchange Board of India Act, 1992 (15 of 1992) shall be required to be
complied with.
(5) All monies payable towards subscription of securities under this section shall be paid through
cheque or demand draft or other banking channels but not by cash.
(6) A company making an offer or invitation under this section shall allot its securities within sixty
days from the date of receipt of the application money for such securities and if the company is not able to
allot the securities within that period, it shall repay the application money to the subscribers within fifteen
days from the date of completion of sixty days and if the company fails to repay the application money
within the aforesaid period, it shall be liable to repay that money with interest at the rate of twelve per
cent. per annum from the expiry of the sixtieth day:
43
Provided that monies received on application under this section shall be kept in a separate bank
account in a scheduled bank and shall not be utilised for any purpose other than—
(a) for adjustment against allotment of securities; or
(b) for the repayment of monies where the company is unable to allot securities.
(7) All offers covered under this section shall be made only to such persons whose names are
recorded by the company prior to the invitation to subscribe, and that such persons shall receive the offer
by name, and that a complete record of such offers shall be kept by the company in such manner as may
be prescribed and complete information about such offer shall be filed with the Registrar within a period
of thirty days of circulation of relevant private placement offer letter.
(8) No company offering securities under this section shall release any public advertisements or
utilise any media, marketing or distribution channels or agents to inform the public at large about such an
offer.
(9) Whenever a company makes any allotment of securities under this section, it shall file with the
Registrar a return of allotment in such manner as may be prescribed, including the complete list of all
security-holders, with their full names, addresses, number of securities allotted and such other relevant
information as may be prescribed.
(10) If a company makes an offer or accepts monies in contravention of this section, the company, its
promoters and directors shall be liable for a penalty which may extend to the amount involved in the offer
or invitation or two crore rupees, whichever is higher, and the company shall also refund all monies to
subscribers within a period of thirty days of the order imposing the penalty.
CHAPTER IV
SHARE CAPITAL AND DEBENTURES
43. Kinds of share capital.—The share capital of a company limited by shares shall be of two kinds,
namely:—
(a) equity share capital—
(i) with voting rights; or
(ii) with differential rights as to dividend, voting or otherwise in accordance with such rules
as may be prescribed; and
(b) preference share capital:
Provided that nothing contained in this Act shall affect the rights of the preference shareholders who
are entitled to participate in the proceeds of winding up before the commencement of this Act.
Explanation.—For the purposes of this section,—
(i) ‗‗equity share capital‘‘, with reference to any company limited by shares, means all share
capital which is not preference share capital;
(ii) ‗‗preference share capital‘‘, with reference to any company limited by shares, means that part
of the issued share capital of the company which carries or would carry a preferential right with
respect to—
(a) payment of dividend, either as a fixed amount or an amount calculated at a fixed rate,
which may either be free of or subject to income-tax; and
(b) repayment, in the case of a winding up or repayment of capital, of the amount of the share
capital paid-up or deemed to have been paid-up, whether or not, there is a preferential right to the
payment of any fixed premium or premium on any fixed scale, specified in the memorandum or
articles of the company;
(iii) capital shall be deemed to be preference capital, notwithstanding that it is entitled to either or
both of the following rights, namely:—
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(a) that in respect of dividends, in addition to the preferential rights to the amounts specified
in sub-clause (a) of clause (ii), it has a right to participate, whether fully or to a limited extent,
with capital not entitled to the preferential right aforesaid;
(b) that in respect of capital, in addition to the preferential right to the repayment, on a
winding up, of the amounts specified in sub-clause (b) of clause (ii), it has a right to participate,
whether fully or to a limited extent, with capital not entitled to that preferential right in any
surplus which may remain after the entire capital has been repaid.
44. Nature of shares or debentures.—The shares or debentures or other interest of any member in a
company shall be movable property transferable in the manner provided by the articles of the company.
45. Numbering of shares.— Every share in a company having a share capital shall be distinguished
by its distinctive number:
Provided that nothing in this section shall apply to a share held by a person whose name is entered as
holder of beneficial interest in such share in the records of a depository.
46. Certificate of shares.—(1) A certificate, 1
[issued under the common seal, if any, of the company
or signed by two directors or by a director and the Company Secretary, wherever the company has
appointed a Company Secretary], specifying the shares held by any person, shall be prima facie evidence
of the title of the person to such shares.
(2) A duplicate certificate of shares may be issued, if such certificate —
(a) is proved to have been lost or destroyed; or
(b) has been defaced, mutilated or torn and is surrendered to the company.
(3) Notwithstanding anything contained in the articles of a company, the manner of issue of a
certificate of shares or the duplicate thereof, the form of such certificate, the particulars to be entered in
the register of members and other matters shall be such as may be prescribed.
(4) Where a share is held in depository form, the record of the depository is the prima facie evidence
of the interest of the beneficial owner.
(5) If a company with intent to defraud issues a duplicate certificate of shares, the company shall be
punishable with fine which shall not be less than five times the face value of the shares involved in the
issue of the duplicate certificate but which may extend to ten times the face value of such shares or rupees
ten crores whichever is higher and every officer of the company who is in default shall be liable for action
under section 447.
47. Voting rights.—(1) Subject to the provisions of section 43 and sub-section (2) of section 50,—
(a) every member of a company limited by shares and holding equity share capital therein, shall
have a right to vote on every resolution placed before the company; and
(b) his voting right on a poll shall be in proportion to his share in the paid-up equity share capital
of the company.
(2) Every member of a company limited by shares and holding any preference share capital therein
shall, in respect of such capital, have a right to vote only on resolutions placed before the company which
directly affect the rights attached to his preference shares and, any resolution for the winding up of the
company or for the repayment or reduction of its equity or preference share capital and his voting right on
a poll shall be in proportion to his share in the paid-up preference share capital of the company:
Provided that the proportion of the voting rights of equity shareholders to the voting rights of the
preference shareholders shall be in the same proportion as the paid-up capital in respect of the equity
shares bears to the paid-up capital in respect of the preference shares:

1. Subs. by Act 21 of 2015, s. 7, for ―issued under the common seal of the company‖ (w.e.f. 29-5-2015).
45
Provided further that where the dividend in respect of a class of preference shares has not been paid
for a period of two years or more, such class of preference shareholders shall have a right to vote on all
the resolutions placed before the company.
48. Variations of shareholders‘ rights.—(1) Where a share capital of the company is divided into
different classes of shares, the rights attached to the shares of any class may be varied with the consent in
writing of the holders of not less than three-fourths of the issued shares of that class or by means of a
special resolution passed at a separate meeting of the holders of the issued shares of that class,—
(a) if provision with respect to such variation is contained in the memorandum or articles of the
company; or
(b) in the absence of any such provision in the memorandum or articles, if such variation is not
prohibited by the terms of issue of the shares of that class:
Provided that if variation by one class of shareholders affects the rights of any other class of
shareholders, the consent of three-fourths of such other class of shareholders shall also be obtained and
the provisions of this section shall apply to such variation.
(2) Where the holders of not less than ten per cent. of the issued shares of a class did not consent to
such variation or vote in favour of the special resolution for the variation, they may apply to the Tribunal
to have the variation cancelled, and where any such application is made, the variation shall not have effect
unless and until it is confirmed by the Tribunal:
Provided that an application under this section shall be made within twenty-one days after the date on
which the consent was given or the resolution was passed, as the case may be, and may be made on behalf
of the shareholders entitled to make the application by such one or more of their number as they may
appoint in writing for the purpose.
(3) The decision of the Tribunal on any application under sub-section (2) shall be binding on the
shareholders.
(4) The company shall, within thirty days of the date of the order of the Tribunal, file a copy thereof
with the Registrar.
(5) Where any default is made in complying with the provisions of this section, the company shall be
punishable with fine which shall not be less than twenty-five thousand rupees but which may extend to
five lakh rupees and every officer of the company who is in default shall be punishable with
imprisonment for a term which may extend to six months or with fine which shall not be less than twentyfive thousand rupees but which may extend to five lakh rupees, or with both.
49. Calls on shares of same class to be made on uniform basis.—Where any calls for further share
capital are made on the shares of a class, such calls shall be made on a uniform basis on all shares falling
under that class.
Explanation.—For the purposes of this section, shares of the same nominal value on which different
amounts have been paid-up shall not be deemed to fall under the same class.
50. Company to accept unpaid share capital, although not called up.—(1) A company may, if so
authorised by its articles, accept from any member, the whole or a part of the amount remaining unpaid on
any shares held by him, even if no part of that amount has been called up.
(2) A member of the company limited by shares shall not be entitled to any voting rights in respect of
the amount paid by him under sub-section (1) until that amount has been called up.
51. Payment of dividend in proportion to amount paid-up.—A company may, if so authorised by
its articles, pay dividends in proportion to the amount paid-up on each share.
52. Application of premiums received on issue of shares.—(1) Where a company issues shares at a
premium, whether for cash or otherwise, a sum equal to the aggregate amount of the premium received on
those shares shall be transferred to a ―securities premium account‖ and the provisions of this Act relating
to reduction of share capital of a company shall, except as provided in this section, apply as if the
securities premium account were the paid-up share capital of the company.
46
(2) Notwithstanding anything contained in sub-section (1), the securities premium account may be
applied by the company—
(a) towards the issue of unissued shares of the company to the members of the company as fully
paid bonus shares;
(b) in writing off the preliminary expenses of the company;
(c) in writing off the expenses of, or the commission paid or discount allowed on, any issue of
shares or debentures of the company;
(d) in providing for the premium payable on the redemption of any redeemable preference shares
or of any debentures of the company; or
(e) for the purchase of its own shares or other securities under section 68.
(3) The securities premium account may, notwithstanding anything contained in sub-sections (1) and
(2), be applied by such class of companies, as may be prescribed and whose financial statement comply
with the accounting standards prescribed for such class of companies under section 133,—
(a) in paying up unissued equity shares of the company to be issued to members of the company
as fully paid bonus shares; or
(b) in writing off the expenses of or the commission paid or discount allowed on any issue of
equity shares of the company; or
(c) for the purchase of its own shares or other securities under section 68.
53. Prohibition on issue of shares at discount.—(1) Except as provided in section 54, a company
shall not issue shares at a discount.
(2) Any share issued by a company at a discounted price shall be void.
(3) Where a company contravenes the provisions of this section, the company shall be punishable
with fine which shall not be less than one lakh rupees but which may extend to five lakh rupees and every
officer who is in default shall be punishable with imprisonment for a term which may extend to six
months or with fine which shall not be less than one lakh rupees but which may extend to five lakh
rupees, or with both.
54. Issue of sweat equity shares.—(1) Notwithstanding anything contained in section 53, a company
may issue sweat equity shares of a class of shares already issued, if the following conditions are fulfilled,
namely:—
(a) the issue is authorised by a special resolution passed by the company;
(b) the resolution specifies the number of shares, the current market price, consideration, if any,
and the class or classes of directors or employees to whom such equity shares are to be issued;
(c) not less than one year has, at the date of such issue, elapsed since the date on which the
company had commenced business; and
(d) where the equity shares of the company are listed on a recognised stock exchange, the sweat
equity shares are issued in accordance with the regulations made by the Securities and Exchange
Board in this behalf and if they are not so listed, the sweat equity shares are issued in accordance with
such rules as may be prescribed.
(2) The rights, limitations, restrictions and provisions as are for the time being applicable to equity
shares shall be applicable to the sweat equity shares issued under this section and the holders of such
shares shall rank pari passu with other equity shareholders.
55. Issue and redemption of preference shares.—(1) No company limited by shares shall, after the
commencement of this Act, issue any preference shares which are irredeemable.
47
(2) A company limited by shares may, if so authorised by its articles, issue preference shares which
are liable to be redeemed within a period not exceeding twenty years from the date of their issue subject
to such conditions as may be prescribed:
Provided that a company may issue preference shares for a period exceeding twenty years for
infrastructure projects, subject to the redemption of such percentage of shares as may be prescribed on an
annual basis at the option of such preferential shareholders:
Provided further that—
(a) no such shares shall be redeemed except out of the profits of the company which would
otherwise be available for dividend or out of the proceeds of a fresh issue of shares made for the
purposes of such redemption;
(b) no such shares shall be redeemed unless they are fully paid;
(c) where such shares are proposed to be redeemed out of the profits of the company, there shall,
out of such profits, be transferred, a sum equal to the nominal amount of the shares to be redeemed, to
a reserve, to be called the Capital Redemption Reserve Account, and the provisions of this Act
relating to reduction of share capital of a company shall, except as provided in this section, apply as if
the Capital Redemption Reserve Account were paid-up share capital of the company; and
(d) (i) in case of such class of companies, as may be prescribed and whose financial statement
comply with the accounting standards prescribed for such class of companies under section 133, the
premium, if any, payable on redemption shall be provided for out of the profits of the company,
before the shares are redeemed:
Provided also that premium, if any, payable on redemption of any preference shares issued on or
before the commencement of this Act by any such company shall be provided for out of the profits of
the company or out of the company‘s securities premium account, before such shares are redeemed.
(ii) in a case not falling under sub-clause (i) above, the premium, if any, payable on redemption
shall be provided for out of the profits of the company or out of the company‘s securities premium
account, before such shares are redeemed.
(3) Where a company is not in a position to redeem any preference shares or to pay dividend, if any,
on such shares in accordance with the terms of issue (such shares hereinafter referred to as unredeemed
preference shares), it may, with the consent of the holders of three-fourths in value of such preference
shares and with the approval of the Tribunal on a petition made by it in this behalf, issue further
redeemable preference shares equal to the amount due, including the dividend thereon, in respect of the
unredeemed preference shares, and on the issue of such further redeemable preference shares, the
unredeemed preference shares shall be deemed to have been redeemed:
Provided that the Tribunal shall, while giving approval under this sub-section, order the redemption
forthwith of preference shares held by such persons who have not consented to the issue of further
redeemable preference shares.
Explanation.—For the removal of doubts, it is hereby declared that the issue of further redeemable
preference shares or the redemption of preference shares under this section shall not be deemed to be an
increase or, as the case may be, a reduction, in the share capital of the company.
(4) The capital redemption reserve account may, notwithstanding anything in this section, be applied
by the company, in paying up unissued shares of the company to be issued to members of the company as
fully paid bonus shares.
Explanation.—For the purposes of sub-section (2), the term ‗‗infrastructure projects‘‘ means the
infrastructure projects specified in Schedule VI.
56. Transfer and transmission of securities.—(1) A company shall not register a transfer of
securities of the company, or the interest of a member in the company in the case of a company having no
share capital, other than the transfer between persons both of whose names are entered as holders of
beneficial interest in the records of a depository, unless a proper instrument of transfer, in such form as
48
may be prescribed, duly stamped, dated and executed by or on behalf of the transferor and the transferee
and specifying the name, address and occupation, if any, of the transferee has been delivered to the
company by the transferor or the transferee within a period of sixty days from the date of execution, along
with the certificate relating to the securities, or if no such certificate is in existence, along with the letter
of allotment of securities:
Provided that where the instrument of transfer has been lost or the instrument of transfer has not been
delivered within the prescribed period, the company may register the transfer on such terms as to
indemnity as the Board may think fit.
(2) Nothing in sub-section (1) shall prejudice the power of the company to register, on receipt of an
intimation of transmission of any right to securities by operation of law from any person to whom such
right has been transmitted.
(3) Where an application is made by the transferor alone and relates to partly paid shares, the transfer
shall not be registered, unless the company gives the notice of the application, in such manner as may be
prescribed, to the transferee and the transferee gives no objection to the transfer within two weeks from
the receipt of notice.
(4) Every company shall, unless prohibited by any provision of law or any order of Court, Tribunal or
other authority, deliver the certificates of all securities allotted, transferred or transmitted—
(a) within a period of two months from the date of incorporation, in the case of subscribers to the
memorandum;
(b) within a period of two months from the date of allotment, in the case of any allotment of any
of its shares;
(c) within a period of one month from the date of receipt by the company of the instrument of
transfer under sub-section (1) or, as the case may be, of the intimation of transmission under subsection (2), in the case of a transfer or transmission of securities;
(d) within a period of six months from the date of allotment in the case of any allotment of
debenture:
Provided that where the securities are dealt with in a depository, the company shall intimate the
details of allotment of securities to depository immediately on allotment of such securities.
(5) The transfer of any security or other interest of a deceased person in a company made by his legal
representative shall, even if the legal representative is not a holder thereof, be valid as if he had been the
holder at the time of the execution of the instrument of transfer.
(6) Where any default is made in complying with the provisions of sub-sections (1) to (5), the
company shall be punishable with fine which shall not be less than twenty-five thousand rupees but which
may extend to five lakh rupees and every officer of the company who is in default shall be punishable
with fine which shall not be less than ten thousand rupees but which may extend to one lakh rupees.
(7) Without prejudice to any liability under the Depositories Act, 1996 (22 of 1996), where any
depository or depository participant, with an intention to defraud a person, has transferred shares, it shall
be liable under section 447.
57. Punishment for personation of shareholder.—If any person deceitfully personates as an owner
of any security or interest in a company, or of any share warrant or coupon issued in pursuance of this
Act, and thereby obtains or attempts to obtain any such security or interest or any such share warrant or
coupon, or receives or attempts to receive any money due to any such owner, he shall be punishable with
imprisonment for a term which shall not be less than one year but which may extend to three years and
with fine which shall not be less than one lakh rupees but which may extend to five lakh rupees.
58. Refusal of registration and appeal against refusal.—(1) If a private company limited by shares
refuses, whether in pursuance of any power of the company under its articles or otherwise, to register the
transfer of, or the transmission by operation of law of the right to, any securities or interest of a member
in the company, it shall within a period of thirty days from the date on which the instrument of transfer, or
49
the intimation of such transmission, as the case may be, was delivered to the company, send notice of the
refusal to the transferor and the transferee or to the person giving intimation of such transmission, as the
case may be, giving reasons for such refusal.
(2) Without prejudice to sub-section (1), the securities or other interest of any member in a public
company shall be freely transferable:
Provided that any contract or arrangement between two or more persons in respect of transfer of
securities shall be enforceable as a contract.
(3) The transferee may appeal to the Tribunal against the refusal within a period of thirty days from
the date of receipt of the notice or in case no notice has been sent by the company, within a period of sixty
days from the date on which the instrument of transfer or the intimation of transmission, as the case may
be, was delivered to the company.
(4) If a public company without sufficient cause refuses to register the transfer of securities within a
period of thirty days from the date on which the instrument of transfer or the intimation of transmission,
as the case may be, is delivered to the company, the transferee may, within a period of sixty days of such
refusal or where no intimation has been received from the company, within ninety days of the delivery of
the instrument of transfer or intimation of transmission, appeal to the Tribunal.
(5) The Tribunal, while dealing with an appeal made under sub-section (3) or sub-section (4), may,
after hearing the parties, either dismiss the appeal, or by order—
(a) direct that the transfer or transmission shall be registered by the company and the company
shall comply with such order within a period of ten days of the receipt of the order; or
(b) direct rectification of the register and also direct the company to pay damages, if any,
sustained by any party aggrieved.
(6) If a person contravenes the order of the Tribunal under this section, he shall be punishable with
imprisonment for a term which shall not be less than one year but which may extend to three years and
with fine which shall not be less than one lakh rupees but which may extend to five lakh rupees.
59. Rectification of register of members.—(1) If the name of any person is, without sufficient
cause, entered in the register of members of a company, or after having been entered in the register, is,
without sufficient cause, omitted therefrom, or if a default is made, or unnecessary delay takes place in
entering in the register, the fact of any person having become or ceased to be a member, the person
aggrieved, or any member of the company, or the company may appeal in such form as may be
prescribed, to the Tribunal, or to a competent court outside India, specified by the Central Government by
notification, in respect of foreign members or debenture holders residing outside India, for rectification of
the register.
(2) The Tribunal may, after hearing the parties to the appeal under sub-section (1) by order, either
dismiss the appeal or direct that the transfer or transmission shall be registered by the company within a
period of ten days of the receipt of the order or direct rectification of the records of the depository or the
register and in the latter case, direct the company to pay damages, if any, sustained by the party
aggrieved.
(3) The provisions of this section shall not restrict the right of a holder of securities, to transfer such
securities and any person acquiring such securities shall be entitled to voting rights unless the voting
rights have been suspended by an order of the Tribunal.
(4) Where the transfer of securities is in contravention of any of the provisions of the Securities
Contracts (Regulation) Act, 1956 (42 of 1956), the Securities and Exchange Board of India Act, 1992 (15
of 1992) or this Act or any other law for the time being in force, the Tribunal may, on an application
made by the depository, company, depository participant, the holder of the securities or the Securities and
Exchange Board, direct any company or a depository to set right the contravention and rectify its register
or records concerned.
(5) If any default is made in complying with the order of the Tribunal under this section, the company
shall be punishable with fine which shall not be less than one lakh rupees but which may extend to five
50
lakh rupees and every officer of the company who is in default shall be punishable with imprisonment for
a term which may extend to one year or with fine which shall not be less than one lakh rupees but which
may extend to three lakh rupees, or with both.
60. Publication of authorised, subscribed and paid-up capital.—(1) Where any notice,
advertisement or other official publication, or any business letter, billhead or letter paper of a company
contains a statement of the amount of the authorised capital of the company, such notice, advertisement or
other official publication, or such letter, billhead or letter paper shall also contain a statement, in an
equally prominent position and in equally conspicuous characters, of the amount of the capital which has
been subscribed and the amount paid-up.
(2) If any default is made in complying with the requirements of sub-section (1), the company shall
be liable to pay a penalty of ten thousand rupees and every officer of the company who is in default shall
be liable to pay a penalty of five thousand rupees, for each default.
61. Power of limited company to alter its share capital.—(1) A limited company having a share
capital may, if so authorised by its articles, alter its memorandum in its general meeting to—
(a) increase its authorised share capital by such amount as it thinks expedient;
(b) consolidate and divide all or any of its share capital into shares of a larger amount than its
existing shares:
Provided that no consolidation and division which results in changes in the voting percentage of
shareholders shall take effect unless it is approved by the Tribunal on an application made in the
prescribed manner;
(c) convert all or any of its fully paid-up shares into stock, and reconvert that stock into fully
paid-up shares of any denomination;
(d) sub-divide its shares, or any of them, into shares of smaller amount than is fixed by the
memorandum, so, however, that in the sub-division the proportion between the amount paid and the
amount, if any, unpaid on each reduced share shall be the same as it was in the case of the share from
which the reduced share is derived;
(e) cancel shares which, at the date of the passing of the resolution in that behalf, have not been
taken or agreed to be taken by any person, and diminish the amount of its share capital by the amount
of the shares so cancelled.
(2) The cancellation of shares under sub-section (1) shall not be deemed to be a reduction of share
capital.
62. Further issue of share capital.—(1) Where at any time, a company having a share capital
proposes to increase its subscribed capital by the issue of further shares, such shares shall be offered—
(a) to persons who, at the date of the offer, are holders of equity shares of the company in
proportion, as nearly as circumstances admit, to the paid-up share capital on those shares by sending a
letter of offer subject to the following conditions, namely:—
(i) the offer shall be made by notice specifying the number of shares offered and limiting a
time not being less than fifteen days and not exceeding thirty days from the date of the offer
within which the offer, if not accepted, shall be deemed to have been declined;
(ii) unless the articles of the company otherwise provide, the offer aforesaid shall be deemed
to include a right exercisable by the person concerned to renounce the shares offered to him or
any of them in favour of any other person; and the notice referred to in clause (i) shall contain a
statement of this right;
(iii) after the expiry of the time specified in the notice aforesaid, or on receipt of earlier
intimation from the person to whom such notice is given that he declines to accept the shares
offered, the Board of Directors may dispose of them in such manner which is not disadvantageous to the shareholders and the company;

https://www.mca.gov.in/Ministry/pdf/CompaniesAct2013.pdf



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