The freshly minted Companies Act, 2013 (the “2013 Act”), which is yet to take effect in full, is already in the process of undergoing change. Late last year, the NDA Government introduced amendments to the legislation in the form of the Companies (Amendment) Bill, 2014 (the “Bill”). A copy of the Bill as introduced in Parliament is available here, although the Government has moved further...
Integrated Form for Company Incorporation
The Ministry of Corporate Affairs (MCA) has with effect from today prescribed a new Form INC-29 for incorporation of companies, and it integrates several requirements that were earlier required to be filed separately. The integrated form as well as an instruction kit can be accessed on MCA’s website (here). The purpose for the form has been stated as follows: EForm INC-29 deals with the single...
Analysing the KBR Case through Indian Corporate Law
[The following guest post is contributed by Suprotik Das, a 3rd year law student at the Jindal Global Law School, Sonepat, Haryana. This is a follow-up to a previous post “Whistleblowing and Confidentiality Agreements”.] KBR, a US company, required employees and former employees to sign confidentiality agreements when they were being interviewed for internal compliance issues with...
Gender Diversity on Corporate Boards: The Need to Move Beyond Rhetoric
Over the last few days, the financial press has been abuzz with the efforts of listed companies in India to recruit at least one woman director on their board in order to comply with the requirement under clause 49 of the listing agreement that takes effect today. This requirement also emanates from the Companies Act, 2013. In a last-minute scramble, it is estimated that as many as 250 companies...
Role of the Regional Director in a Scheme of Arrangement
Mergers, demergers and other forms of corporate restructuring are usually effected through a scheme of arrangement that not only requires the approval of different classes of shareholders and creditors, but also the sanction of the relevant court of law. The provisions of the Companies Act, 1956, specifically sections 391 to 394, contain an elaborate framework to give effect to such schemes of...
Rule Change for E-Voting
[The following guest post is contributed by Nidhi Bothra and Vinita Nair, Vinod Kothari & Co, Corporate Law Services Group. The authors can be contacted at [email protected] and [email protected] respectively] Under the erstwhile system of holding general meetings, the resolutions were put to vote by way of show of hands or a poll could be demanded. Since only such members who were...
FCRA: CSR by foreign companies
[The following guest post is contributed by Swati Rampuria at Vinod Kothari & Co. She can be contacted at [email protected]] Introduction The Foreign Contribution (Regulation) Act, 2010 (‘FCRA’), regulates the receipt and utilization of foreign contribution by certain persons and also disallows acceptance and utilization of foreign contribution for certain activities. Being a special...
Electoral Reforms: Political Contributions by Companies
In the past, we have had a chance to discuss various issues pertaining to election campaign financing by the corporate sector (here, here and here). Last week, the Law Commission of India issued its Report No. 255 on Electoral Reforms that, among other matters, touches upon reforms in the area of corporate financing of political parties. In this post, I briefly examine some of the key issues. Of...
Guide to Staff Loans under the Companies Act, 2013
[The following guest post is contributed by Munmi Phukon at Vinod Kothari & Co. The author can be contacted at [email protected]] One of the incogruities in the Companies Act, 2013 (Act, 2013) has been section 186 which subjected companies to certain threshold limits while giving loans to any person or other body corporate. However, the provisions were not explicit as to whether the term...
Is provisioning a necessary precursor to CSR spending?
[The following post is contributed by Prachi Narayan and Swati Rampuria at Vinod Kothari & Co. They can be contacted at [email protected] and [email protected] respectively] Introduction Corporate social responsibility (‘CSR’) was made mandatory by Companies Act, 2013 (‘Act’). Al though it has been a year since this concept has entered the Indian corporate regime, still there are...
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