EXEMPTION TO GOVERNMENT COMPANIES - By Notification 13.06.2017
EXEMPTION TO GOVERNMENT COMPANIES - By Notification 13.06.2017
SHORT SUMMARY:
In this Flash editorial, the
author begins by referring the powers of central government providing under
Section 462 of Companies Act, 2013. The Central Government, in the interest of
public, hereby amends the notification of the Government of india, in the
Ministry of Corporate Affairs, vide number G.S.R. 464(E) dated the 5th June,
2015 published in the Gazette of India, Extraordinary, Part-ll, Section 3,
Subsection (i), dated the 5rh June 2015 (hereinafter referred to as the
principal notification), namely:
This is article no. 234 of the series of editorials
written by the author on corporate laws {Including Companies Act, 2013, SEBI,
RBI Regulations, IBC, LLP Act, 2008 etc.}.
INTRODUCTION:
Ministry of Corporate Affairs On
5th June, 2015 lay down exemption to Government Company from some the provision
of the Companies Act, 2013. According to the exemptions Provisions of companies
act, 2013 given in principle notification shall not apply or shall apply with
such exceptions, modifications and adaptations, as specified in the principle
notification. (Link of principle
Notification http://www.mca.gov.in/Ministry/pdf/Exemptions_to_govt_companies_05062015.pdf
MCA has laid down the copy of the
Notification under section 462 of the Companies Act 2013 (“the Act”) providing some
more exemptions to Government Company from the provisions of the Companies Act,
2013 in addition to the exemption notification dated 5th June, 2015.
New Exemption in addition to
earlier exemption- By Notification on 13th June, 2017
MCA lay down below given
exemption to Government Companies from the provision of the Companies Act,
2013.
S.N
|
Chapter/
Section of the Act
|
Particular
|
Exemption Provided in MCA Notification
|
|
A.
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Chapter VII,
Sub section (2)
of section 96.
|
In the exemption notification dated 5th June, 2015, in the
table, for serial number 5 , the following serial no. shall be Substituted, namely:-
(2) Every annual general meeting shall be called during
business hours, that is, between 9 a.m. and 6 p.m. on any day that is not a
National Holiday and shall be held either at the registered office of the
company or such
other place within the city, town or village in which the registered office
of the Company is situate or such other place as the Central Government may
approve in this behalf”
Provided that the Central Government may exempt any
company from the provisions of this sub-section subject to such conditions as
it may impose.
|
For the Government Companies Sub section (2) shall be read
as follow:
In sub-section (2), for the words "such other place
as the Central Government may approve in this behalf" shall be
substituted” shall be substituted by “such other place within the city, town
or village in which the registered office of the Company is situate or such
other place as the Central Government may approve in this behalf”
“the words "such other place as the Central
Government may approve in this behalf" shall be substituted.
Note:
Annual General Meeting of Company shall be held at
registered office of the Company or such other place within the city, town or
village in which the registered office of the Company is situate or such
other place as the Central Government may approve in this behalf.
|
|
B.
|
Chapter XI, Sub
Section (6) and (7) of Section 152
|
[1]In the exemption notification dated
5th June, 2015, in the table, for serial number 15 , the following serial no.
shall be Substituted, namely:-
As per Notification dated 5th June, 2015 Sub
section (6) and (7) shall not apply to followings:
(a) a Government Company in which the entire paid up share
capital is held by the Central Government, or by any State Government or
Governments or by the Central Government and
one or more State Governments;
(b) a subsidiary of a Government company, referred to in
(a) above, in which the entire paid up share capital is held by that
Government company.
|
As per current notification Sub Section (6) and (7) shall
not apply to followings:
a)
a Government company, which is not a listed company, in which not less
than fifty-one per cent. of paid up share capital is held by the Central
Government, or by any State Government or Governments or by the Central
Government and one or more State Governments;
b)
a subsidiary of a Government company, referred to in (a) above.".
|
|
C.
|
Chapter XV,
section 230 to
232.
|
230. Power to compromise or make arrangements with
creditors and members
231. Power of Tribunal to enforce compromise or
arrangement
232. Merger and amalgamation of companies
|
In Section 230, 231 and 232 the word “Tribunal” wherever
it occurs, the word “Central Government” shall be substituted.
|
(Author
– CS Divesh Goyal, GOYAL DIVESH & ASSOCIATES Company Secretary in Practice
from Delhi and can be contacted at csdiveshgoyal@gmail.com)
Disclaimer:
The
entire contents of this document have been prepared on the basis of relevant
provisions and as per the information existing at the time of the preparation.
Although care has been taken to ensure the accuracy, completeness and
reliability of the information provided, I assume no responsibility therefore.
Users of this information are expected to refer to the relevant existing
provisions of applicable Laws. The user of the information agrees that the
information is not a professional advice and is subject to change without
notice. I assume no responsibility for the consequences of use of such
information. IN NO EVENT SHALL I SHALL BE LIABLE FOR ANY DIRECT, INDIRECT,
SPECIAL OR INCIDENTAL DAMAGE RESULTING FROM, ARISING OUT OF OR IN CONNECTION
WITH THE USE OF THE INFORMATION.
[1] The exceptions, modifications and adoptions provided in
column (B) of the aforesaid table shall be applicable to a Government Company
which has not committed a default in filing its financial statements under
Section 137 of the said Act or annual return under section 92 of the said Act
with the Registrar.
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