Section 372a of the companies act legal service india. I hereby certify that i am not restrained disqualified removed of, for being appointed as director of a company under the provisions of the companies act, 1956 including. Roles and responsibilities of directors under companies. If you agree then only proceed to download companies act 20 pdf. Meaning a company in the eyes of law is separate from its members. Section 2 35 and 3 1 iii of the act accordingly the company is a private limited company within the meaning of section 235 and 3 1 iii of the companies act, 1956 and accordingly the minimum paid. At the first annual general meeting of a public company, or a private company which is a subsidiary of a public company, held next after the date of the general meeting at which the first directors are appointed in accordance with section 255 and at every subsequent annual general meeting, one third of such of the directors for the time being as are liable to retire by rotation, or if their. Ineligibility and disqualification of persons to be director or prescribed officer. Interpretation of person in accordance with whose directions or instructions directors are accustomed to act. Appointment of additional director, alternate director and nominee director. Company law 1956 is the law which applies to all type companies whether it is public or private company.
Managerial remuneration as per the companies act, 1956. Can we conclude that the necessity of appointing a director to fill casual vacancy under section section 262 does not arise to private companies as the private companies need not necessarily appoint its directors in gm. The companies registered under the companies act, 1956 or the earlier companies act. Section 372a of the companies act, 1956 the act deals with intercorporate loan, investment, guarantee and securities in connection with loan. Section 31i of the companies act, 1956 defines a company as. When can a nominee director be interested, by nitu poddar. India the companies act 1956 sec 25 power to dispense with limited in name of charitable or other company. Appointment of director us 262 of the companies act, 1956. Subsection 3 of section 161 of the ca 20 came into force on 12th september, 20 vide notification no. V, clarifies that the provisions of section 274 of the companies act, 1956 were amended through companies amendment act, 2000, w. It denotes a joint stock enterprise in which the capital is contributed by a large number of people. Please refer to schedule 5 of the new companies act, no. Section 278 exclusion of certain directorships for the purposes of sections 275, 276 and 277.
The indian companies act 1956 free pdf ebook cakart. Application to regional director for conversion of section 8 company into company of any other kind. Appointment of additional, alternate and nominee directors. Whereas under the erstwhile provisions of clause 49 of the listing agreement with the stock exchanges, a nominee director representing an institution which has invested in or lent to the company was considered as an independent director, section 1496 of the companies act, 20hereinafter the act states unequivocally that a. To pay for any rights or property acquired by the company and. I, the undersigned, hereby give my consent to act as a director of the captioned company pursuant to the provisions of section 26422661a of the companies act, 1956. Every company is required to follow the company law otherwise it will be treated as punishable offence under the companies act, 1956. Duty of statutory auditor to report on disqualification.
The bill for an act with this short title will usually have been known as a companies bill during its passage through parliament companies acts may be a generic name either for legislation. Indian companies act, 1956 the company limited by shares. Content introduction definition characteristics of a company types of company 2. All the four transactions are frequently taken place in any company and henceforth the section becomes more important and therefore it requires to special heed by virtue of strict penal provisions and. To engage, employ, suspend and dismiss agents, managers, workers, clerks and other servants and. Group 1 aarti singh, azhar hussain, jyoti nawlani, nemchand meena, renuka sharma companies act. Appointment of directors and proportion of those who are to retire by rotation. B remuneration of directors the directors are not paid any remuneration by way of sitting fees, etc.
Introduction to companies act 19561 board of directors. Directors general duties under the companies act 20. Jurisdiction of high court under sections 435, 436 and 437 to be exercised at any time and at any stage. No ce pursuant to sec on 192a2 of the companies act, 1956 read with the. The definition in companies act, 1956 was inclusive. As per section 309 3, wholetime director or managing director may be paid either by way of monthly payment or at a specified percentage of profits or partly by one way and partly by the other to the extent of 5% of net profit for one such director and 10% for all of such director. Point 3 is required to be marked in case of appointment of director and or managing director and the company. Companies act 1956 and company bill 2011 laws in india. Power of high court to retain winding up proceedings in district court. Companies act 1956, 20 pdf bare act, bare act pdf, law. Disqualifications under clause g of subsection 1 of section 274 of the companies act, 1956. Where the provisions of the companies act, 20 have not been notified or are otherwise not in force, the corresponding provisions of the 1956 act shall apply. Introduction to companies act 19561 free download as powerpoint presentation. Facts aron salomon, carrying on business as leather and shoe.
Appointment of additional director, alternate director and nominee director 1 the articles of a company may confer on its board of directors the power to appoint any person, other than a person who fails to get appointed as a director in a general meeting, as an additional director at any time who shall hold office up to the date of the. Subject to the provisions of the act, the board of directors of a company shall be entitled to exercise all such powers, and to do all such acts and things, as the company is. Liability of directors and shareholders under certain. Company to inform director identification number to registrar. The definition of director as given in section 234 of companies act, 20 corresponding to section 2 of companies act, 1956 director refers to one who has been appointed as such by the board this definition is restrictive. The section 4 of the companies act, 1956 herein after referred to as act relates to the meaning of holding company and subsidiary. Classification on the basis of number of members private company a private company means a company which has a minimum paid up capital of rs. Section 277 choice by person becoming director of more than fifteen companies after commencement of act.
No person to be a director of more than fifteen companies 276. Companies act the companies act is a successor to the indian companies act of 19 and is a consolidation of many successive amendment acts, statutory rules and principles laid down in decisions of. The pdf file you are about to download is not created by writinglaw. Be it enacted by parliament in the sixth year of the republic of india as follows 1. Companies act with its variations is a stock short title used for legislation in botswana, hong kong, india, kenya, malaysia, new zealand, south africa and the united kingdom in relation to company law. Choice by person becoming director of more than fifteen companies after commencement of act 278. Companies act 1956 by study material lecturing notes pdf. The section 4 7 of the act was inserted by the companies amendment act, 1960 and it states as follows. Main provisions of companies act 1956 presented by.
Format of consent to act as director under companies act, 1956. As per section 3141 b read together with section 314 1b, the following compliances need to be done. Definitions of company, existing company, private company and public company 4. Subject to the foregoing, words or expressions contained in these. The regulations contained in table a in the first schedule to the companies act, 1956 shall apply to the extent which is not repugnant to the context or meaning hereof. Subject to the provisions of section 293a of the companies act, 1956 to contribute to the funds of any association or to any individual, firmor body corporate which in the opinion of the company is beneficial to the company. This can also be accessed via cakart android app and can be read on move using your android mobile phones. This note covers duties owed by a director, in his capacity as director, to the company and does not cover other duties under the 20 act. Independent director, director appoint under section 408 by central government, nominee director on psu appoint by government shall be held liable for any act of omission or commission by the company or by any officers of the company which constitute a breach or violation of any provision of the companies act, 1956, and which occurred with his. Documents forms to be filed with the registrar of companies under. Appointment of additional, alternate and nominee director. Companies disqualification of directors under section 2741g of the companies act, 1956 rules, 2003. The concept of place of profit for directors and relatives are detailed in section 314 of the companies act 1956, here we restrict it to the relatives, as our scope of the legal opinion is for the relative of director. Choice to be made by director of more than fifteen companies at commencement of act 277.
Reduction of share capital as per section 100 to 105 of the companies act, 1956 capital reduction refers to the cancellation of that part of paid up capital which is lost in operations or which is not represented by existing assets. Subjects to the applicable provisions of the companies act, 1956, to distribute among the members in specie any property of the company, or any proceeds of sale or disposal of any property of the capital be made except with the sanction if any for the time being required by law. A company owes its existence either to a special act of parliament or to company legislation. Reference to act shall also include the secretarial standards issued by the institute of company secretaries of india constituted under the company secretaries act, 1980.
Power of central government to declare an establishment not to be a branch office. Obligation to indicate director identification number. Right of persons other than retiring directors to stand for directorship. The companies registered under the companies act, 1956 or the earlier companies.
Introductionwhat is company a company is an artificial person created by law. An act to consolidate and amend the law relating to companies and certain other associations. Companies act, 20 passed in lok sabha on 18th december, 2012. The indian companies act, 1956 basic concept the word. Appointment of a nominee director by the board some. A company means a group of persons associated together for the attainment of a common end, social or economic. Section 291 of the companies act, 1956 confers general power on the board of directors. Indian companies act, 1956 the company limited by shares articles of association of palakkad coconut producer company limited preliminary 1. Nominee directors appointed on the board of assisted concern or other public companies by a public financial institution within the meaning of section 4a of the companies act, 1956. A note on disqualification of a director under section 274. One person company under new companies act,20 taxguru. Withdrawal and transfer of winding up from one district court to another. Return of appointment of managing director or wholetime director or manager, to be filed with the registrar. The department of company affairs vide its general circular no.
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