Legislation UpdatesRules & Regulations

G.S.R. 351(E).—In exercise of the powers conferred by sub-section (1) and sub-section (2) of Section 469 of the Companies Act, 2013 (18 of 2013), the Central Government hereby makes the following rules further to amend the National Company Law Tribunal Rules, 2016, namely:-

1. (1) These Rules may be called the National Company Law Tribunal (Second Amendment) Rules, 2019.

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

2. In the National Company Law Tribunal Rules, 2016 (hereinafter referred to as the principal rules), in Rule 84, after sub-rule

    (2), the following sub-rules shall be inserted, namely: –

“(3) In case of a company having a share capital, the requisite number of member or members to file an application under sub-section (1) of Section 245 shall be –

(i) (a) at least five per cent. of the total number of members of the company; or

    (b) one hundred members of the company, whichever is less; or

(ii) (a) member or members holding not less than five per cent. of the issued share capital of the company, in case of an unlisted company;

     (b) member or members holding not less than two per cent. of the issued share capital of the company, in case of a listed company.

(4) The requisite number of depositor or depositors to file an application under sub-section (1) of Section 245 shall be –

  (i) (a) at least five per cent. of the total number of depositors of the company; or

      (b) one hundred depositors of the company, whichever is less; or;

(ii) depositor or depositors to whom the company owes five per cent. of total deposits of the company.”

3. In the principal rules, in the schedule of fees, serial No. 28 shall be omitted.


[Notification dt. 08-05-2019]

Ministry of Corporate Affairs

Legislation UpdatesRules & Regulations

Ministry of Corporate Affairs has revised the National Voluntary Guidelines on Social, Environmental and Economic Responsibilities of Business, 2011 (NVGs) and formulated the “National Guidelines on Responsible Business Conduct “(NGRBC). These guidelines urge businesses to actualise the principles in letter and spirit.

These principles are:

1.      Businesses should conduct and govern themselves with integrity in a manner that is Ethical, Transparent and Accountable.

2.      Businesses should provide goods and services in a manner that is sustainable and safe

3.      Businesses should respect and promote the well-being of all employees, including those in their value chains.

4.      Businesses should respect the interests of and be responsive to all their stakeholders.

5.      Businesses should respect and promote human rights.

6.      Businesses should respect and make efforts to protect and restore the environment.

7.      Businesses, when engaging in influencing public and regulatory policy, should do so in a manner that is responsible and transparent.

8.      Businesses should promote inclusive growth and equitable development.

9.      Businesses should engage with and provide value to their consumers in a responsible manner.

In furtherance to updation of NVGs and formulation of the NGRBCs, the Ministry of Corporate Affairs has constituted the Committee on Business Responsibility Reporting (BRR) to develop BRR formats for listed and unlisted companies. Non financial reporting is increasingly forming the basis for enhancing investor confidence in businesses and increasing their creditworthiness. The Committee is to develop comprehensive yet simple formats situating the various stakeholders at the center so as to not increase or duplicate reporting burden. The proposed formats are to reflect linkages to prevalent non-financial reporting formats, viz, Global Reporting Initiative (GRI), Integrated Reporting (IR) etc., and SDGs from a NGRBC perspective.

The Ministry of Corporate Affairs is also in the process of developing India’s National Action Plan on Business & Human Rights (NAP) in consultation with various Ministries and State Governments by 2020. A Zero Draft of India’s NAP demonstrating implementation of the three pillars of UNGPs has also been released and uploaded on the website of the Ministry.

[SOURCE: PIB]

Ministry of Corporate Affairs

Hot Off The PressNews

Supreme Court: The Bench comprising of CJ Dipak Misra and AM Khanwilkar and Dr DY Chandrachud, JJ., sought centre’s response on the plea seeking court-monitored CBI probe into the alleged suicide of BK Bansal, Ministry of Corporate Affairs’ official.

BK Bansal was the former Director General Corporate Affairs, who had hanged himself along with his son with a suicide note stating the reason to be “harassment” by CBI. Bansal was on bail when he committed suicide.

Further, a notice was issued to Centre in the same regard after the PIL was mentioned.

[Source: PTI]

Hot Off The PressNews

Supreme Court: Admitting the petition against the order giving relief to the directors of the companies struck off by the Registrar of Companies last year, Supreme Court stayed Bombay High Court’s order on the special leave petition filed by the Ministry of Corporate Affairs.

In accordance to the stated order of the Bombay High Court, the companies’ directors who had been disqualified by the Ministry of Corporate Affairs (MCA) no longer stood to be disqualified as had been directed to the Registrar of Companies.

Further, if any other High Court had issued any such order as that of the Bombay High Court, then all of those similar orders would stand stayed in around 2000 cases.

It is pertinent to note that in September last year the Ministry of Corporate Affairs had disqualified more than 3 lakh directors of various companies that failed to file financial statements and annual returns for 3 consecutive years.

[Source: moneycontrol.com]

Amendments to existing laws

The Central Government in the exercise of the powers conferred by Section 203 (i) of the Companies Act, 2013 (18 of 2013) read with Section 2 (51) and Section 469 of the said Act, amended the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 to introduce Rule 8A stating that a company other than a company covered under rule 8 which has a paid up share capital of five crore rupees or more shall have a whole-time company secretary.

To read the full notification, click here

Amendments to existing laws

The Central Government in exercise of powers conferred by Section 73 and 76 read with Section 469(1); of the Companies Act, 2013 amended the Rule 5(1); of the Companies (Acceptance of Deposits) Rules, 2014 by an amendment called the Companies (Acceptance of Deposits) Amendment Rules, 2014 dated June 6, 2014 wherein the proviso has been inserted that the companies may accept the deposits without deposit insurance contract till the 31st March, 2015.

To read the notification, click here

Amendments to existing laws

The Central Government in exercise of the powers conferred under Section 470(1); of the Companies Act, 2013, passed an order called the Companies (Removal of Difficulties) Second Order, 2014 dated June 2, 2014 to the effect that the Company Law Board shall exercise the jurisdiction, powers, authority and functions under Section 74(2) of the Act until a date is notified by the Central Government under Section 434(1); of the Act.

 To read the Order, click here