Tag Archives: MCA UPDATES

AMENDMENT IN COMPANIES (SHARE CAPITAL AND DEBENTURES) RULES, 2014

Ministry of Corporate Affairs has amended “The Companies (Share Capital and Debentures) Rules, 2014. This is second amendment in these rules. Text of amendment is as follow:

In the-Companies (Share Capital and Debentures) Rules,2014, in rute 5, in sub-rule (3),-

(i). for the words ‘issued under the seal of the company’., the words ‘issued under the seal, if any, of the company,, shall be substituted.

(ii) for clause (b), the following clause (b) shall be substituted, namely:-

“(b) the secretary or any person authorised by the Board for the purpose Provided that in case a company does not have a common seat, the share certificate shall be signed by two directors or by a director and the Company Secretary, wherever the company has appointed a Company Secretary:

Provided further that, if the composition of the Board permits of it, at least one of the aforesaid two directors shall be a person other than a managing director or a whole time director:

Provided also that, in case of a One person Company, every share certificate shall be issued under the seal, if any, of the company, which shall be affixed in the presence of and signed by one director or a person authorised by the Board of Directors of the company for the purpose and the Company Secretary, or any other person authorised by the Board for the purpose, and in case the One person Company does not have a common seal, the share Certificate Shall be signed by the persons in the presence of whom the seal is required to be affixed in this proviso.

You can download the text of said amendment form the following link:

http://mca.gov.in/Ministry/pdf/Rules_31052015_1.pdf

Advertisements

AMENDMENT IN COMPANIES (DECLARATION AND PAYMENT OF DIVIDEND) RULES, 2014

Ministry of Corporate Affairs has amended “The Companies (Declaration and Payment of Dividend ) Rules, 2014. This is Third amendment in these rules. In Rue 3 sub –rule (5) has been omitted, through these amendments. These amendments shall come into force form the date of their publication in official gazette.

You can download the text of said amendment form the following link:

http://mca.gov.in/Ministry/pdf/Rules_31052015_2.pdf

COMMENCEMENT NOTIFICATION OF ‘THE COMPANIES (AMENDMENT) ACT, 2015

Dear,

Ministry of Corporate Affairs has vide its Notification dated 29th May 2015 clarified that date of commencement of provisions of section 1 to 12 and section 15 to 23 shall come into force w.e.f. 29th May 2015.

You can download the said notification from the following link:
http://mca.gov.in/Ministry/pdf/Notification_31052015.pdf

CEILING ON SECRETARIAL AUDIT AND ANNUAL RETURN

CEILING ON SECRETARIAL AUDIT AND ANNUAL RETURN

ICSI has issued Guidelines for Issuing Secretarial Audit Report, Signing and Certification of Annual Returns.

SECRETARIAL AUDIT

A member of the Institute holding a valid certificate of practice shall be entitled –

  1. to sign Secretarial Audit Report(s) pursuant to Section 204 of the Companies Act, 2013 (Act No. 18 of 2013) subject to the following limits, for each of the financial year under consideration:

Sl. No.

No. of years as member of ICSI as on 1st April of each Financial Year Number of Secretarial Audit Reports
1 Upto and equal to 5 years 5
2 More than 5 years but less than or equal to 10 years 10
3 More than 10 years 20

Provided that in the case of a firm of Company Secretaries, the  ceiling in respect of Secretarial Audit as aforesaid would apply to each partner.

These Guidelines shall come into effect for issue of Secretarial Audit Report for financial year 2015-2016 onwards.


ANNUAL RETURN

A member of the Institute holding a valid certificate of practice shall be entitled –

  1. to certify Annual Return pursuant to Section 92(2) of the Companies Act, 2013 (Act No. 18 of 2013), for not more than 80 companies for each of the financial year under consideration.
  2. to sign Annual Return pursuant to Section 92(1) of the Companies Act, 2013 (Act No. 18 of 2013), for any number of companies, for each of the financial year under consideration.

These Guidelines shall come into effect for signing and certification of Annual Return for financial year 2014-2015 onwards

Thanks & Regards

KASHIF ALI & ASSOCIATES
Company Secretaries
268, Business India Complex,
Uday Park, New Delhi-110049
Call us : +91 9718483209

.

UTILIZE OR REPAID SHARE APPLICATION MONEY BY 1ST JUNE 2015

AMENDMENT IN ‘THE COMPANIES (ACCEPTANCE OF DEPOSIT) RULES 2014

Ministry of corporate affairs, on 31st March 2015 has amended the Companies (Acceptance of Deposit) Rules 2014. Following amendments were made in these rules.

  1. (I)   in rule 2, in sub-rule   (1),   in clause (c), –

(a) in sub-clause (vii),   in Explanation   (a), the following   proviso   shall be inserted, namely:-

“Provided that unless otherwise required under the Companies Act, 1956 (l of 1956) or the Securities and Exchange Board of India A ct, 1992 (15 of 1992) or rules or regulations made thereunder to allot any share, stock, bond, or debenture within a specified period, if a company receives any amount by way of subscriptions to any shares, stock, bonds or debentures before the 1st April,2014 and disclosed in the balance sheet for the financial year ending on or before the 31st March,2014 against which the allotment is pending on the 31st March,2015, the company shall, by the 1st June 2015, either return such amounts to the persons from whom these were received or allot shares, stock, bonds or debentures or comply with these rules.”

(b) in sub-clause (xii), in item (b ),

(A) for the words “consideration     for property”,   the words “consideration   for an immovable property” shall   be
substituted;

(B) for the words “against   the property”, the words “against such property” shall be substituted;

(c)   in   sub-clause (xii),   in the Explanation,   for the words “referred to in the first proviso”, the words “referred to in the
proviso” shall be substituted;

  1. in rule 3, after sub-rule (7), the following   sub-rule shall   be inserted, namely:-

“(8) Every eligible company shall obtain,   at least once in a year, credit rating for deposits accepted by it in the
manner specified   herein below   and a copy of the rating shall be sent to the Registrar of Companies   along with
the return of deposits in Form DPT-3;

Name of the agency Minimum investment Grade rating
(a) The Credit Rating   Information   Services   of India   Ltd. FA- (FA Minus)
(b) ICRA Ltd. MA- (MA Minus)
(c) Credit     Analysis   and Research Ltd. CARE –BBB(FD)
(d) Fitch Ratings India Private Ltd. tA-(ind)(FD)
(e) Brickwork Ratings India Pvt Ltd. BWR F A
(f) SME Rating Agency of India   Ltd. SMERA A”
  1. in rule 5, in sub-rule   (1),   for the proviso,   the following   proviso shall be substituted,   namely:-

“Provided that the companies   may accept deposits   without deposit insurance   contract till the 31    March, 2016
or till the availability     of a deposit insurance product,   whichever is earlier.”

  1. in Annexure, for Form “DPT-3” the new form shall be substituted.

You can download these amendment form the following link:

http://mca.gov.in/Ministry/pdf/Acceptance_Deposits_AmendmentRules_01042015.pdf

Thanks & Regards

KASHIF ALI & ASSOCIATES
Company Secretaries
268, Business India Complex,
Uday Park, New Delhi-110049
Call us : +91 9718483209