Indian Corporate Law Service Rules, 2015

Published vide Notification No. G.S.R. 454(E), dated 4th June, 2015

G.S.R. 454(E). – In exercise of the powers conferred by the proviso to Article 309 of the Constitution and in supersession of the Indian Corporate Law Service Rules, 2008, except as respects things done or omitted to be done before such supersession, the President hereby makes the following rules, namely:-

  1. Short title and commencement. – (1) These rules may be called the Indian Corporate Law Service Rules, 2015.

(2) They shall come into force on the date of their publication in the Official Gazette.

2.  Definitions. – In these rules, unless the context otherwise requires, –

(a) “Commission” means the Union Public Service Commission;

(b) “Controlling Authority” means the Central Government in the Ministry of Corporate Affairs;

(c) “Departmental Promotion Committee” means a Departmental Promotion Committee specified in Schedule III to these rules;

(d) “Duty post” means any post, specified in Schedule I whether permanent or temporary;

(e) “Examination” means the Civil Services Examination held by the Commission for recruitment to Central Services Group ‘A’;

(f) “Government” means the Central Government;

(g) “Grade” means a grade specified in column (2) of Schedule I;

(h) “Other Backward Classes” shall comprise the classes and communities notified by the Central Government from time to time;

(i) “Regular service” in relation to any grade means the period or periods of service in that grade rendered after selection according to prescribed procedure for regular appointment to the grade and includes any period or periods during which an officer would have held a duty post in that grade but for his being on leave, deputation or otherwise not being available for holding such a post;

(j) “Schedule” means a schedule appended to these rules;

(k) “Scheduled Castes” and “Scheduled Tribes” shall have the meanings respectively assigned to them in clauses (24) and (25) of article 366 of the Constitution; and

(l) “Service” means the Indian Corporate Law Service constituted under rule 3.

3.  Constitution of Indian Corporate Law Service. – (1) The service, known as the Indian Corporate Law Service, shall comprise of five grades namely, Higher Administrative Grade, Senior Administrative Grade, Junior Administrative Grade, Senior Time Scale and Junior Time Scale.
(2) All the posts included in the service shall be classified as Group ‘A’ posts.

4.  Grades, authorised strength and its review. – (1) The duty posts included in the various grades of the Service, their number and the Level in the Pay Matrix or pay scale on the date of commencement of these rules shall be as specified in Schedule I.
(2) After the commencement of these rules, the authorised strength of the duty posts in the various grades shall be such as may, from time to time, be determined by the Government.
(3) The Government may, from time to time make such alteration in the sanctioned strength of the duty posts in various grades as it thinks necessary.
(4) The Controlling Authority may, in consultation with the Commission, include in the service such posts (other than those included in Schedule I) as may be deemed equivalent to the posts included in the service in status, grades, [Level in the Pay Matrix or pay scale] and professional context, or exclude from the service any posts included in the said Schedule.

(5) The Controlling Authority may, in consultation with the Commission, appoint an officer, whose post is included in the service under sub-rule (4), to the appropriate grade of the service on regular basis, as it thinks fit and fix his seniority in that grade in accordance with the general orders or instructions issued by the Government from time to time.

5.  Members of the Service. – (1) The following persons shall be the members of the Service, namely :-
(a) the existing officers of Indian Corporate Law Service holding duty posts in various grades of the Service on regular basis or holding lien on such posts on the date of commencement of these rules, shall deemed to have been appointed to the duty posts; and

(b) persons appointed to the duty posts under rule 6;

(2) A person referred to in clause (a) of sub-rule (1) shall be a member of the Service in the appropriate grade applicable to him.
(3) A person referred to in clause (b) of sub-rule (1) shall be a member of the Service in the appropriate grade applicable to him from the date of such appointment.
(4) The regular continuous service of officers referred to in sub-rule (1) in the respective corresponding Grades, rendered prior to the commencement of these rules, shall be counted as qualifying service for purpose of seniority, confirmation, promotion, non-functional up-gradation and pension.

6.  Future maintenance of the Service. – The posts in any of the grades shall be governed by and filled in the following manner, namely:-
(a) sixty per cent of the vacancies in the grade of Junior Time Scale shall be filled by direct recruitment on the basis of result of the examination and the remaining forty per cent vacancies arising in the grade shall be filled by promotion of regular incumbents of the posts as specified in Schedule II.

(b) Appointment in the grade of Senior Time scale and above in the Service except Junior Administrative Grade (Non-Functional Selection Grade) shall be made by promotion on selection basis from officers in the grade immediately below with the minimum qualifying service as specified in column (4) of Schedule II and on the basis of the recommendation of the Departmental Promotion Committee constituted in accordance with the Schedule III.

(c) The appointment to the grade of Junior Administrative Grade (Non-Functional Selection Grade) of the Service shall be made by placement based on seniority subject to suitability on the basis of eligibility prescribed in column (4) of the Schedule II and on the recommendation of a Screening Committee constituted in accordance with Schedule III.

(d) All officers shall have to complete a mandatory training of 2 to 4 weeks in the relevant area or field as specified by the Ministry of Corporate Affairs before promotion or placement to the grades of Junior Time Scale, Senior Time Scale, Junior Administrative Grade and Junior Administrative Grade (Non Functional Selection Grade).

7.  Non Functional Upgradation. – (1) Whenever an Indian Administrative Services Officer of the State or Joint Cadre is posted at the Centre to a particular grade [in Level 11 to 15 in the Pay Matrix or pay scale], the officers belonging to the batch of Indian Corporate Law Service who are senior by two years or more and have not so far been promoted to that particular grade shall be granted the same grade on non-functional basis from the date of posting of the Indian Administrative Services Officer in that particular grade at the Centre on the recommendation of the Departmental Screening Committee constituted in accordance with Schedule III.
(2) All the prescribed eligibility criteria and promotional norms including ‘benchmark’ for upgradation to a particular [Level in the Pay Matrix or pay scale] shall be met at the time of screening for grant of higher [Level in the Pay Matrix or pay scale] a per Annexure-I of the Office Memorandum No. AB.14017/64/2008-Estt. (RR) dated the 24th April, 2009 of the Department of Personnel and Training.
(3) The other terms and conditions for grant of higher [Level in the Pay Matrix or pay scale] on Non-Functional basis shall be as per the orders and instructions issued on the matter by the Central Government from time to time.

8.  Seniority. – (1) The relative seniority of a member of the Service, appointed to any grade of the Service under initial constitution of the Service referred to in clause (a) of rule 6 shall continue until altered, modified or amended by the Government:
Provided that if the seniority of any such member has not been specifically determined immediately before commencement of these rules, the same shall be determined by the Controlling Authority in accordance with the general orders or instructions issued by the Central Government from time to time.
(2) The seniority of persons appointed to various Grades of the Service on and from the date of commencement of these rules shall be determined in accordance with the general orders or instructions on seniority issued by the Government from time to time.

9.  Probation. – (1) Every officer on appointment to the Service either by direct recruitment or on promotion in the grade of Junior Time Scale of the Service shall be on probation for a period of two years:
Provided that the Controlling Authority may extend the period of probation in accordance with the orders or instructions issued by the Government from time to time in this regard:
Provided further that any decision for extension of the period of probation shall be taken ordinarily within eight weeks after the expiry of the previous period of probation and communicated in writing to the officer together with the reasons for so doing within the said period.
(2) On completion of the period of the probation or any extension thereof, the officers shall, if considered fit for permanent appointment be retained in his appointment on regular basis and be confirmed in due course against the available substantive vacancy.
(3) If during the period of probation or any extension thereof, as the case may be, the Government is of the opinion that an officer is not fit for permanent appointment, the Government may –
(a) if he was appointed by direct recruitment, discharge him from the Service;

(b) if he was appointed on promotion, revert him to the post held by him immediately before such appointment.

(4) During the period of probation or any extension thereof, the officer may be required by the Government to undergo such courses of training and instructions and to pass such examinations and tests as the Government may consider necessary as a condition for satisfactory completion of the probation.
(5) As regards other matters relating to probation, the members of the Service will be governed by the orders or instructions issued by the Government from time to time in this regard.

10.  Appointment to the Service. – All appointments to the Service shall be made by the Controlling Authority for all the duty posts in various grades of the Service.

11.  Liability for service in any part of India and other conditions of Service. – (1) The members appointed to the Service shall be liable to serve anywhere in India or outside.
(2) The conditions of service of the members of the Service in respect of matters for which no provision has been made in these rules shall be the same as are applicable from time to time, to the Group ‘A’ officers of the Central Civil Service.

12.  Deputation. – The Controlling Authority may require any member of the Service to hold for a specified period a post in any other Department of the Government or in any Corporation owned or controlled by the Government.

13.  Disqualification. – No person, –
(a) who, has entered into or contracted a marriage with a person having a spouse living; or

(b) who, having a spouse living, has entered into or contracted a marriage with any person, shall be eligible for appointment to the Service:

Provided that the Government may, if satisfied that such marriage is permissible under the personal law applicable to such person and the other party to the marriage and that there are other grounds for so doing, exempt any person from the operation of this rule.

14.  Power to relax. – Where the Government is of the opinion that it is necessary or expedient so to do, it may by order and for reasons to be recorded in writing, and in consultation with the Commission relax any of the provisions of these rules with respect to any class or category or persons.

15.  Saving. – Nothing in these rules shall affect reservation, relaxation of age limit and other concessions required to be provided for the Scheduled Castes, the Scheduled Tribes, Other Backward Classes, Ex-servicemen and other special categories of persons in accordance with the orders issued by the Government from time to time in this regard.

16.  Interpretation. – If any question relating to interpretation of these rules arise, it shall be decided by the Central Government in consultation with the Commission.

Schedule-I

[See rules 2(d) and 4]

Designation, Number and [Level in the Pay Matrix or pay scale] of duty posts included in the various grade of the Indian Corporate Law Service

S. No. [Level in the Pay Matrix or pay scale] Designation No. of posts
1 Higher Administrative Grade (HAG) ([Level 15 in pay matrix Rs. 1,82,200-2,24,100]) Director General of Corporate Affairs 1
2 Senior Administrative Grade (SAG) ([Level 14 in pay matrix Rs. 1,44,200-2,18,200] 1. Regional Director
2. Director of Inspection and Investigation
3. Director (Legal and Prosecution)
4. Director (Public Grievances)
10
3 Junior Administrative Grade (Non Functional Selection Grade) ( [Level 13 in pay matrix Rs. 1,18,500-2,14,100]) **
4 Junior Administrative Grade (JAG) ([Level 12 in pay matrix Rs. 78,800-2,09,200]) 1. Secretary, Company Law Board
2. Registrar of Companies
3. Official Liquidator
4. Joint Director
5.Registrar of Companies-cum-Official Liquidator
65
5 Senior Time Scale(STS) ( [Level 11 in pay matrix Rs. 67,700-2,08,700]) 1. Registrar of Companies
2. Official Liquidator 3.
Deputy Registrar of Companies
4. Deputy Official Liquidator
5. Deputy Director
6. Registrar of Companies-cum-Official Liquidator
80
6 Junior Time Scale (JTS) ( [Level 10 in pay matrix Rs. 56,100-1,77,500]) 1. Registrar of Companies
2. Official Liquidator
3. Registrar of Companies-cum-Official Liquidator
4. Assistant Registrar of Companies
5. Assistant Official Liquidator
6. Assistant Director
7. Bench Officer
137

Note: The Junior Administrative Grade (Selection Grade) is Non-functional and the maximum number of posts in this grade shall be equal to 30 per cent of the Senior Duty Posts (i.e. all duty posts at the level of Senior Time Scale and above in the service) and the maximum number of posts in this grade shall be limited to the number of sanctioned posts in the Junior Administrative Grade.

Schedule – II

[See rule 6]

(i) Method of recruitment, field of selection and minimum qualifying service in the next lower grade for appointment of officers on promotion to duty posts included in the various grades of the Indian Corporate Law Service.

(ii) Field of selection, minimum qualifying service and method for grant of Non-Functional Selection Grade to Junior Administrative Grade officers of the Indian Corporate Law Service.

S.No.

Grade Method of recruitment Whether by selection or non-selection Field of selection and the minimum qualifying service for promotion or grant of Non-Functional Selection Grade

1

Higher Administrative Grade (HAG) Promotion Selection Senior Administrative Grade officers with three years regular service in the grade Pay of [Level 14 in Pay Matrix Rs. 1,44,200-2,18,200], or
Officers with twenty–five years’ regular service in Group ‘A’ posts in the service out of which at least one year’s regular service should be in the Senior Administrative Grade, or
Officers with twenty-one years’ regular service in Group ‘A’ posts in the service out of which at least one year’s regular service should be in the Senior Administrative Grade for officers who had entered in the service at the level of Senior Time Scale, or
Officers with sixteen years’ regular service in Group ‘A’ posts in the service out of which at least one year’s regular service should be in the Senior Administrative Grade for officers who had entered in the service at the level of Junior Administrative Grade.

2

Senior Administrative Grade (SAG) Promotion Selection Junior Administrative Grade officers with eight years regular service in the [Level 12 in Pay Matrix Rs. 78,800-2,09,200] including Non-Functional Selection Grade, or
Officers with seventeen years regular service in Group ‘A’ posts in the service out of which at least four years’ regular service should be in the Junior Administrative Grade (including service rendered in the Non-Functional Selection Grade of the Junior Administrative Grade), or
Officers with thirteen years regular service in Group ‘A’ posts in the service out of which at least four years’ regular service should be in the Junior Administrative Grade (including service rendered in the Non-Functional Selection Grade of the Junior Administrative Grade) for officers who had entered in the service at the level of Senior Time Scale.

3

Junior Administrative Grade (Non-Functional Selection Grade) Placement subject to suitability

1. Officers in Junior Administrative Grade with five years’ regular service in Grade; or
2. Officers of the Junior Administrative Grade who have entered the fourteenth year of service as on the 1st January of the year calculated from the year of selection on the basis of which the officer was appointed or recruited to Group ‘A’ post; or
3. Officers of the Junior Administrative Grade who have entered the tenth year of service as on the 1st January of the year calculated from the year of selection on the basis of which the officer was appointed or recruited to Group ‘A’ posts in the case of officers who had entered in the service at the Senior Time Scale.

4

Junior Administrative Grade (JAG) Promotion Selection Senior Time Scale officers with five years regular service in the [Level 11 in Pay Matrix Rs. 67,700-2,08,700].

5

Senior Time Scale (STS) Promotion Selection Junior Time Scale officers with four years regular service in the [Level 10 in Pay Matrix Rs. 56,100-1,77,500].

6

Junior Time Scale (JTS) (i)*40 per cent. by promotion
(ii) 60 per cent. by direct recruitment (through Civil Services Examination conducted by Commission)
Selection

Examination

Promotion :
i) Senior Technical Assistant in the [Level 7 in Pay Matrix Rs. 44,900-1,42,400] with three years regular service.
ii) Company Prosecutor in the [Level 7 in Pay Matrix Rs. 44,900-1,42,400] with three years regular service.
iii) Superintendent-cum-Accountant in the [Level 6 in Pay Matrix Rs. 35,400-1,12,400] with eight years regular service.
iv) Investigating Officer in the [Level 7 in Pay Matrix Rs. 44,900-1,42,400] with three years regular service.

Note : 1. Officers who have completed five years of regular service in case of those who are directly recruited in the Junior Administrative Grade prior to coming into force of these rules shall also be considered for Junior Administrative Grade (Non-Functional Selection Grade).

Note : 2. Officers who have completed ten years of regular service in case of those who are directly recruited in the Senior Time Scale prior to coming into force of these rules and holding the post in the Junior Administrative Grade shall also be considered for Junior Administrative Grade (Non-Functional Selection Grade).

Note : 3. The Junior Administrative Grade Officers who entered the service by the method of promotion in the Junior Time Scale of Indian Corporate Law Service Group ‘A’ shall also be considered eligible for appointment in the Junior Administrative Grade (Non-Functional Selection Grade), provided they have entered the fourteenth year of service in Group ‘A’ by following the Rules governing seniority along with officers who entered the fourteenth year of service through the method of direct recruitment.

Note : 4. Where juniors who have completed their qualifying or eligibility service are being considered for promotion, to any of the above mentioned five promotion grade, the seniors would also be considered provided they are not short of the requisite qualifying service/eligibility service by more than half of such qualifying or eligibility service or two years, whichever is less, and have successfully completed probation period from promotion to the next higher grade along with their juniors who have already completed such qualifying/ eligibility service.

Note : 5. The eligibility list for promotion shall be prepared with reference to the date of completion of the prescribed qualifying service by the officers in the respective grade or post.

Schedule – III

[See rule 6]

(i) Composition of Departmental Promotion Committee for considering cases for promotion and confirmation in the Indian Corporate Law Service.

(ii) Composition of Selection Committee for considering cases for grant of Non Functional Selection Grade in the Indian Corporate Law Service.

(iii) Composition of Screening Committee for considering cases for grant of Non Functional Upgradation to officers of Indian Corporate Law Service.

S.No. Grade Departmental Promotion Committee/Selection Committee for considering cases of promotion/Non Functional Selection Grade Departmental Promotion Committee for considering confirmation Screening Committee for considering cases for grant of Non Functional Up-gradation
(1) (2) (3) (4) (5)
1 Higher Administrative Grade (HAG) Chairman – Chairman or Member, Union Public Service Commission
Member –Secretary, Ministry of Corporate Affairs
Member – Secretary, Ministry of Law and Justice, Department of Legal Affairs
Chairman–Secretary, Ministry of Corporate Affairs
Member – Secretary of any Ministry under Government of India
Member-Secretary of any Ministry under Government of India
2 Senior Administrative Grade (SAG) Chairman – Chairman or Member, Union Public Service Commission
Member –Secretary, Ministry of Corporate Affairs
Member – Director General Corporate Affairs or Additional Secretary, Ministry of Corporate Affairs
Chairman–Secretary, Ministry of Corporate Affairs
Member – Director General Corporate Affairs or Additional Secretary of any Ministry under Government of India
Member -Additional Secretary, Ministry of Corporate Affairs
3 Junior Administrative Grade (Non Functional Selection Grade) Chairman -Secretary, Ministry of Corporate Affairs
Member –Additional Secretary or Joint Secretary, Ministry of Corporate Affairs
Member – Regional Director (NR) or Joint Secretary, Ministry of Corporate Affairs
Member – Joint Secretary (AT & A), Department of Personnel and Training
Chairman – Secretary, Ministry of Corporate Affairs
Member -Additional Secretary or Joint Secretary, Ministry of Corporate Affairs
Member – Regional Director (NR) or Joint Secretary, Ministry of Corporate Affairs
4 Junior Administrative Grade (JAG) Chairman – Chairman or Member, Union Public Service Commission
Member –Additional Secretary or Joint Secretary, Ministry of Corporate Affairs
Member – Regional Director (NR) or Joint Secretary, Ministry of Corporate Affairs
Chairman–Secretary, Ministry of Corporate Affairs
Member – Additional Secretary or Joint Secretary, Ministry of Corporate Affairs
Member –Regional Director (NR) or Joint Secretary, Ministry of Corporate Affairs
5 Senior Time Scale (STS) Chairman –Additional Secretary or Joint Secretary, Ministry of Corporate Affairs
Member –Director or Deputy Secretary, Ministry of Corporate Affairs
Member – Joint Director, Ministry of Corporate Affairs
Chairman-Secretary, Ministry of Corporate Affairs
Member – Joint Secretary, Ministry of Corporate Affairs
Member – Joint Director, Ministry of Corporate Affairs
6 Junior Time Scale (JTS) Chairman – Chairman or Member, Union Public Service Commission
Member –Director or Deputy Secretary, Ministry of Corporate Affairs
Member – Joint Director or Deputy Secretary, Ministry of Corporate Affairs
Chairman -Additional Secretary or Joint Secretary, Ministry of Corporate Affairs
Member – Director or Deputy Secretary, Ministry of Corporate Affairs
Member – Joint Director or Deputy Secretary, Ministry of Corporate Affairs

Corporate Laws Advisory Services

  1. SEBI Act, Securities Contracts (Regulation) Act and rules and regulations made thereunder
  2. Foreign Exchange Management Act
  3. Consumer Protection Act
  4. Depositories Act
  5. Environment and Pollution Control Laws
  6. Labour and Industrial Laws
  7. Co-operative Societies Act
  8. Mergers and Amalgamations and Strategic Alliances
  9. Foreign Collaborations and Joint Ventures
  10. Setting up subsidiaries abroad
  11. Competition Policy and Competition Law Compliances
  12. IPR Protection, Management, Valuation and Audit
  13. Drafting of Legal Documents

Representing on behalf of a company and other persons before–

Company Law Board
National Company Law Tribunal
Competition Commission of India
Securities Appellate Tribunal

Telecom Disputes Settlement and Appellate Tribunal
Tax Tribunals and
Other quasi-judicial bodies and Tribunals

Registrar of Companies
Consumer Forums

Corporate Law Practice

Corporate Laws

 

What is a Corporation

Corporations may be divided into two main classes, namely, corporations aggregate and corporations sole. We are not concerned in the present case with corporation sole. “A Corporation aggregate has been defined as a collection of individuals united into one body under a special denomination, having perpetual succession under an artificial form, and vested by the policy of the law with the capacity of acting in several respects as an individual, particularly of taking and granting property, of contracting obligations and of suing and being sued, of enjoying privileges and immunities in common, and of exercising a variety of political rights, more or less extensive, according to the design of its institution, or the powers conferred upon it, either at the time of its creation or at any subsequent period of its existence”. (Halsbury’s Laws of England, 3rd Edn. Vol. 9, page 4.)

A corporation aggregate has therefore only one capacity, namely, its corporate capacity. A corporation aggregate may be a trading corporation or a non-trading corporation. The usual examples of a trading corporation are (1) charter companies, (2) companies incorporated by special acts of parliament, (3) companies registered under the Companies Act, etc. Non-trading corporations are illustrated by (1) municipal corporations, (2) district boards, (3) benevolent institutions, (4) universities etc. An essential element in the legal conception of a corporation is that its identity is continuous, that is, that the original member of members and his or their successors are one. In law the individual corporators, or members, of which it is composed are something wholly different from the corporation itself; for a corporation is a legal persona just as much as an individual.

Thus, it has been held that a name is essential to a corporation; that a corporation aggregate can, as a general rule, only act or express its will by deed under its common seal; that at the present day in England a corporation is created by one or other of two methods, namely, by Royal Charter of incorporation from the Crown or by the authority of Parliament that is to say, by or by virtue of statute. There is authority of long standing for saying that the essence of a corporation consists in (1) lawful authority of incorporation, (2) the persons to be incorporated, (3) a name by which the persons are incorporated, (4) a place, and (5) words sufficient in law to show incorporation. No particular words are necessary for the creation of a corporation; any expression showing an intention to incorporate will be sufficient.

COMPANY LAW MANUAL [INDIAN]

KEYWORD:- COMPANY- CORPORATE LAW-
 
  1. Artificial Personality
  2. History of Company and Corporation
  3. British East India Company [31 December 1600] 
  4. Joint-stock Company and its Votaries
  5. Ownership of the Company and Board of Directors
  6. Supervisory directors and Managing Directors
  7. Marger and Amalgamation of Companies
  8. The Companies Act, 2013
  9. Sebi Guidelines
  10. Companies (Acceptance of Deposits) Rules, 2014
  11. Companies (Adjudication of Penalties) Rules, 2014
  12. Companies (Appointment and Qualification of Directors) Rules, 2014
  13. Companies (Authorised to Registered) Rules, 2014
  14. Companies (Compromises, Arrangements and Amalgamations) Rules, 2016
  15. Companies (Compromises, Arrangements and Amalgamations) Rules, 2016
  16. Companies (Corporate Social Responsibility Policy) Rules, 2014
  17. Companies (Cost records and audit) Rules, 2014
  18. Companies (Incorporation) Rules, 2014
  19. Companies (Indian Accounting Standards) Rules, 2015
  20. Companies (Management and Administration) Rules, 2014
  21. Companies (Mediation and Conciliation) Rules, 2016
  22. Companies (Meetings of Board and its Powers) Rules, 2014
  23. Companies (Miscellaneous) Rules, 2014
  24. Companies (Registration Offices and Fees) Rules, 2014
  25. Companies (Registration of Foreign Companies) Rules, 2014
  26. Companies (Removal of Names of Companies from the Register of Companies) Rules, 2016
  27. Companies (Removal of Names of Companies from the Register of Companies) Rules, 2016
  28. Companies (Share Capital and Debentures) Rules, 2014
  29. Companies (Transfer of Pending Proceedings) Rules, 2016
  30. Companies Act, 1956
  31. Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016
  32. Investor Education and Protection Fund Authority (Appointment of Chairperson and Members, holding of meetings and provision for offices and officers) Rules, 2016
  33. National Company Law Appellate Tribunal (Salaries and Allowances and other terms and conditions of service of the Chairperson and other Members) Rules, 2015
  34. National Company Law Appellate Tribunal Rules, 2016
  35. National Company Law Tribunal (Procedure for Reduction of Share Capital of Company) Rules, 2016
  36. National Company Law Tribunal (Salary, Allowances and other Terms and Conditions of Service of President and other Members) Rules, 2015
  37. National Company Law Tribunal Rules, 2016

Indian Corporate Law Manual

 

 

Corporate-Laws-Manual [Circulars]

Corporate Laws Manual [Click]

Important circulars


Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009

SEBI Circular regarding SEBI (ICDR) Regulations

I. Modes of despatch of refunds in public issues
II. Extending number of centers where refund shall be made through ECS in public/rights issues
III. Instructions to registered Merchant Bankers regarding PAN and procedure for addressing issue related complaints
IV. Additional mode of payment through Applications Supported by Blocked Amount (hereinafter referred to as “ASBA”)
V. Effective date of ASBA process and clarification on clause 2.8 of SEBI (Disclosure and Investor Protection (DIP)) Guidelines, 2000
VI. Applications Supported by Blocked Amount (ASBA) facility in Rights Issues
VII. Application Supported by Blocked Amount (ASBA) process

A. SEBI Circular related to ASBA issued Post Regulations
1. Applications Supported by Blocked Amount (ASBA) facility in public issues and rights issues
2. Applications Supported by Blocked Amount (ASBA) facility in public issues
3. Reduction in time between issue closure and listing
4. Applications Supported by Blocked Amount (ASBA) facility in public issues
5. Applications Supported by Blocked Amount (ASBA) facility in public issues
6. Applications Supported by Blocked Amount (ASBA) facility
7. Adjustment of differential pricing amount at the time of application for allotment of specified securities
8. Contents of Application-Cum-Bidding Form and Manner of disclosure
9. Disclosure of Price Information of past issues handled by Merchant Bankers
10. Application Supported by Blocked Amount (ASBA) facility in public/rights issue
11. Application Supported by Blocked Amount (ASBA)
12. Public issues in electronic form and use of nationwide broker network of Stock Exchanges for submitting application forms
13. Application Supported by Blocked Amount (ASBA) facility in public/rights issue
14. Application Supported by Blocked Amount (ASBA) facility

B. Jurisdiction of SEBI Offices for Filing of Offer Documents
1. Filing of offer documents with the Board under Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009
2. Filing Offer Documents under SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2009
3. Filing Offer Documents with SEBI under SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2009
4. Filing Offer Documents under SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2009
5. Filing Offer Documents under SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2009

C. Illustrative format of Statement of Assets & Liabilities in SEBI (ICDR) Regulations, 2009

D. Increasing the investment bucket for anchor investor and regulations concerning the preferential issue norms — Amendments to SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2009

 

Company Law at a glance

ADVOCATETANMOY

Company Law & Practice BULLET 2

Quick summary of  Companies Act 2013

ARROWThe 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 or the Insurance Regulatory and Development Authority Act, 1999;
(c) banking companies, except in so far as the said provisions are inconsistent with the provisions of the Banking Regulation Act, 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;
(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.

ARROW Preparation of company financial Statement

“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;

ARROW Management of the Company

“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;

“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 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

ARROW  One person Company allowed

ARROW Company registered under old  Company Law shall continue without reregistration u/s 2(67)

(i) Acts relating to companies in force before the Indian Companies Act, 1866;
(ii) the Indian Companies Act, 1866;
(iii) the Indian Companies Act, 1882;
(iv) the Indian Companies Act, 1913;
(v) the Registration of Transferred Companies Ordinance, 1942;
(vi) the Companies Act, 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; 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, 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, 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;

ARROWEstablishment of Serious Fraud Investigation Office for Investigation into affairs of Company by Serious Fraud Investigation Office in connection with Investigation into affairs of the company

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Know also-

Companies Act, 1956[substituted by 2013 Act]
Companies (Acceptance Of Deposits) Rules, 1975
Companies (Appointment and Qualifications of Secretary) Rules, 1988
Companies (Appointment of the Small Shareholders’ Director) Rules, 2001
Companies (Branch Audit Exemption) Rules, 1961
Companies (Compliance Certificate) Rules, 2001
Companies (Court) Rules, 1959
Companies (Declaration of Dividend Out of Reserves) Rules, 1975
Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988
Companies (Fees on Applications) Rules, 1999
Companies (Issue of Share Capital with Differential Voting Rights) Rules, 2001
Companies (Issue of Share Certificates) Rules, 1960
Company’s Liquidation Accounts Rules, 1965
Companies (Official Liquidator’s Accounts) Rules, 1965
Companies (Particulars of Employees) Rules, 1975
Companies (Passing of Resolution by Postal Ballot) Rules, 2001
Companies (Preservation and Disposal of Records) Rules, 1966
Companies Unpaid Dividend (Transfer to General Revenue Account of the Central Government) Rules, 1978
Company Law Board Regulations, 1991


attentionThe National Company Law Tribunal has been constituted w.e.f. 1st June,2016 and by virtue of Section 466(1) of Companies Act,2013, the Company Law Board stands dissolved.

Devider