MCA Notifies “
The Ministry of Corporate Affairs (MCA) has notified the “Companies (Acceptance of Deposits) Second Amendment Rules, 2017”, making amendment in the proviso to Rule 3(3) relating to allowed limit of deposits applicable for a specified IFSC Public company/ private company and Form for Return of Deposits (DPT-3) as under:
In exercise of the powers conferred by sections 73 and 76 read with 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 Companies (Acceptance of Deposits) Rules, 2014, namely:—
1. (1) These rules may be called the Companies (Acceptance of Deposits) Second Amendment Rules, 2017
(2) They shall come into force on the date of their publication in the Official Gazette.
2. In the Companies (Acceptance of Deposits) Rules, 2014 (hereinafter referred to as the principal rules), in rule 3, in sub-rule (3), for the proviso the following shall be substituted namely:-
Provided that a Specified IFSC Public company and a private company may accept from its members monies not exceeding one hundred per cent of aggregate of the paid up share capital, free reserves and securities premium account and such company shall file the details of monies so accepted to the Registrar in Form DPT-3
Explanation.—For the purpose of this rule, a Specified IFSC Public company means an unlisted public company which is licensed to operate by the Reserve Bank of India or the Securities and Exchange Board of India or the Insurance Regulatory and Development Authority of India from the International Financial Services Centre located in an approved multi services Special Economic Zone set-up under the Special Economic Zones Act, 2005 (28 of 2005) read with the Special Economic Zones Rules, 2006:
Provided further that the maximum limit in respect of deposits to be accepted from members shall not apply to following classes of private companies namely:—
(i) a private company which is a start-up, for five years from the date of its incorporation;
(ii) a private company which fulfils all of the following conditions namely:—
(a) which is not an associate or a subsidiary company of any other company;
(b) the borrowings of such a company from banks or financial institutions or any body corporate is less than twice of its paid up share capital or fifty crore rupees, whichever is less and
(c) such a company has not defaulted in the repayment of such borrowings subsisting at the time of accepting deposits under section 73:
Provided also that all the companies accepting deposits shall file the details of monies so accepted to the Registrar in Form DPT-3
3. In the principal rules, in the Annexure, for Form DPT−3 shall be substituted
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Only Tata, Sekhsaria can appeal as minority shareholders in Tata Sons: NCLAT
Out of 51 shareholders of Tata Sons only Ratan Tata and Narotam Sekhsaria are eligible to file against oppression and mismanagement as minority shareholders, NCLAT has observed while granting waiver to Cyrus Mistry on the minimum shareholding rule calling it 'exceptional' and 'compelling circumstances'. The National Company Law Appellate Tribunal (NCLAT) had waived the minimum shareholding rule to the ousted Tata Sons chairman, Mistry to file a case of alleged oppression of minority shareholders against Tata Sons. We find that except Ratan Naval Tata having issued shareholding of 31.43 per cent and Narotam S Sekhsaria having 17.01 per cent shareholding capital of the company, none of the 49 members are eligible to file an application under Section 241 individually having less than 10 per cent of the shareholding, NCLAT said in the order, uploaded.
Section 241 of the Companies Act 2013 empowers a minority shareholder of the company to approach NCLT against oppression and mismanagement. However, Section 244 mandates that they should have at least 10 per cent ownership in a company and the tribunal has power to grant the waiver While Tata is the Chairman Emeritus of Tata Sons, the holding firm of the USD 105 billion salt-to-software group, NS Sekhsaria is Chairman, Non-Independent and Non-Executive Director of Ambuja Cement. The appellate tribunal further said that under the shareholding pattern of Tata Sons, as on December 21, 2016, unless other minority shareholders join together whose total shareholding would come up to 10 per cent of the issued share capital of the company, none of them can file application alleging oppression and mismanagement. It will remain only in the hands of major shareholders namely Mr Ratan Naval Tata or Mr Narotam S Sekhsaria, who only have right and their prerogative to file such application said NCLAT. It further said one or the other minority shareholder cannot be asked or directed to form a group of 10 per cent of the members which in the present case would be six members, "as it will be dependent on the prerogative of the other member(s)". We are of the view that this is one of the exceptional and compelling circumstances which merit the application for 'waiver' subject to the question whether (proposed) application under Section 241 relates to 'oppression and mismanagement' it added. The tribunal also observed that the plain reading of the two petitions filed by the two investment firms will show that the "allegations relate to 'oppression and mismanagement' it cannot be stated to be a frivolous application However, it added: We are not expressing any opinion with regard to merit of such allegation but have only noticed the allegations The tribunal has remitted the matter back to the Mumbai bench of the National Company Law Tribunal and decide within three months. The case is remitted to the Tribunal to register the (proposed) application under Section 241 and after notice to the parties decide the application on merit uninfluenced by impugned orders preferably within three months, it said.
Company Secretary GAURAV SHARMA+919990694230 Connect on Watts App with Gaurav Email us [email protected] Submit your guest articles for our website click here we will publish it Subscribe our Email updates like other 100,000 Members, Free/Easy/Comfortableway
The Ministry of Corporate Affairs (MCA) has notified the “Companies (Acceptance of Deposits) Second Amendment Rules, 2017”, making amendment in the proviso to Rule 3(3) relating to allowed limit of deposits applicable for a specified IFSC Public company/ private company and Form for Return of Deposits (DPT-3) as under:
In exercise of the powers conferred by sections 73 and 76 read with 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 Companies (Acceptance of Deposits) Rules, 2014, namely:—
1. (1) These rules may be called the Companies (Acceptance of Deposits) Second Amendment Rules, 2017
(2) They shall come into force on the date of their publication in the Official Gazette.
2. In the Companies (Acceptance of Deposits) Rules, 2014 (hereinafter referred to as the principal rules), in rule 3, in sub-rule (3), for the proviso the following shall be substituted namely:-
Provided that a Specified IFSC Public company and a private company may accept from its members monies not exceeding one hundred per cent of aggregate of the paid up share capital, free reserves and securities premium account and such company shall file the details of monies so accepted to the Registrar in Form DPT-3
Explanation.—For the purpose of this rule, a Specified IFSC Public company means an unlisted public company which is licensed to operate by the Reserve Bank of India or the Securities and Exchange Board of India or the Insurance Regulatory and Development Authority of India from the International Financial Services Centre located in an approved multi services Special Economic Zone set-up under the Special Economic Zones Act, 2005 (28 of 2005) read with the Special Economic Zones Rules, 2006:
Provided further that the maximum limit in respect of deposits to be accepted from members shall not apply to following classes of private companies namely:—
(i) a private company which is a start-up, for five years from the date of its incorporation;
(ii) a private company which fulfils all of the following conditions namely:—
(a) which is not an associate or a subsidiary company of any other company;
(b) the borrowings of such a company from banks or financial institutions or any body corporate is less than twice of its paid up share capital or fifty crore rupees, whichever is less and
(c) such a company has not defaulted in the repayment of such borrowings subsisting at the time of accepting deposits under section 73:
Provided also that all the companies accepting deposits shall file the details of monies so accepted to the Registrar in Form DPT-3
3. In the principal rules, in the Annexure, for Form DPT−3 shall be substituted
__________
Only Tata, Sekhsaria can appeal as minority shareholders in Tata Sons: NCLAT
Out of 51 shareholders of Tata Sons only Ratan Tata and Narotam Sekhsaria are eligible to file against oppression and mismanagement as minority shareholders, NCLAT has observed while granting waiver to Cyrus Mistry on the minimum shareholding rule calling it 'exceptional' and 'compelling circumstances'. The National Company Law Appellate Tribunal (NCLAT) had waived the minimum shareholding rule to the ousted Tata Sons chairman, Mistry to file a case of alleged oppression of minority shareholders against Tata Sons. We find that except Ratan Naval Tata having issued shareholding of 31.43 per cent and Narotam S Sekhsaria having 17.01 per cent shareholding capital of the company, none of the 49 members are eligible to file an application under Section 241 individually having less than 10 per cent of the shareholding, NCLAT said in the order, uploaded.
Section 241 of the Companies Act 2013 empowers a minority shareholder of the company to approach NCLT against oppression and mismanagement. However, Section 244 mandates that they should have at least 10 per cent ownership in a company and the tribunal has power to grant the waiver While Tata is the Chairman Emeritus of Tata Sons, the holding firm of the USD 105 billion salt-to-software group, NS Sekhsaria is Chairman, Non-Independent and Non-Executive Director of Ambuja Cement. The appellate tribunal further said that under the shareholding pattern of Tata Sons, as on December 21, 2016, unless other minority shareholders join together whose total shareholding would come up to 10 per cent of the issued share capital of the company, none of them can file application alleging oppression and mismanagement. It will remain only in the hands of major shareholders namely Mr Ratan Naval Tata or Mr Narotam S Sekhsaria, who only have right and their prerogative to file such application said NCLAT. It further said one or the other minority shareholder cannot be asked or directed to form a group of 10 per cent of the members which in the present case would be six members, "as it will be dependent on the prerogative of the other member(s)". We are of the view that this is one of the exceptional and compelling circumstances which merit the application for 'waiver' subject to the question whether (proposed) application under Section 241 relates to 'oppression and mismanagement' it added. The tribunal also observed that the plain reading of the two petitions filed by the two investment firms will show that the "allegations relate to 'oppression and mismanagement' it cannot be stated to be a frivolous application However, it added: We are not expressing any opinion with regard to merit of such allegation but have only noticed the allegations The tribunal has remitted the matter back to the Mumbai bench of the National Company Law Tribunal and decide within three months. The case is remitted to the Tribunal to register the (proposed) application under Section 241 and after notice to the parties decide the application on merit uninfluenced by impugned orders preferably within three months, it said.
Company Secretary GAURAV SHARMA+919990694230 Connect on Watts App with Gaurav Email us [email protected] Submit your guest articles for our website click here we will publish it Subscribe our Email updates like other 100,000 Members, Free/Easy/Comfortableway
