1. Extension of time for holding Annual General Meeting (AGM) under section 96(1) of the Companies Act, 2013-Companies registered in State of Jammu and Kashmir.
Ministry of Corporate Affairs (“MCA”) vide circular 45/2014 dated 18th
November, 2014 granted the extension of Annual General Meeting (“AGM”) time up to 31st
December, 2014 to those Companies registered in the State of Jammu and Kashmir who could not hold their AGM’s (other than first AGM) for the financial year 2013-14 within the stipulated time due to the unprecedented floods.
2. Company Law Settlement Scheme, 2014 (ClSS-2014)
Ministry of Corporate Affairs (“MCA”) has issued a General Circular No.44/2014 dated 14th
November, 2014 in continuation to the Circular No. 34/2014 dated 12.08.2014 and 40/2014 dated 15/10/2014, extending the Company Law Settlement Scheme (CLSS 2014) up to 31st
3. Issue of Foreign Currency Convertible Bonds (FCCBs) and Foreign Currency Bonds (FCBs) Clarification regarding applicability of provisions of Chapter III of the Companies Act, 2013.
Ministry of Corporate Affairs (“MCA”) has vide its issued Circular No.43/2014 dated 13th
November, 2014, clarified on the applicability of provisions of Chapter III of the Companies Act, 2013 (“the Act”) with regard to the issue of Foreign Currency Convertible Bonds (“FCCB’s”) by Indian Companies exclusively to persons resident outside India in accordance with applicable sectoral regulatory provisions.
Issue of FCCB’s and FCB’s by Companies are regulated by the Ministry of Finance’s regulations contained in Issue of Foreign Currency convertible Bonds and Ordinary Shares (Through Depository Receipts Mechanism) Scheme, 1993 (“Scheme”) and by Reserve Bank of India (“RBI”) through its various directions/ regulations. Accordingly, it has been clarified that unless otherwise provided in the Scheme or the directions/ regulations issued by RBI, the provisions of Chapter III of the Act shall not apply to an issue of FCCB’s or FCB’s made exclusively to person’s resident outside India in accordance with the above mentioned regulations.
4. Clarifications on matters relating to the Companies (Cost Records and Audit) Rules, 2014
Ministry Corporate Affairs (“MCA”) has vide its circular No. 42/2014 dated 12th
November, 2014, extended the date of filing of the Form CRA-2 without any penalty/late fee up to 31st
January, 2015. Further, MCA has clarified that Form CRA-2 will be made available on the MCA website soon.
MCA also clarified that some companies who have filed Form 23C for appointment of Cost Auditor for the financial year 2014-15 are not required to file form CRA-2 afresh for the financial year 2014-15.
5. Company Law Board (Fees on Applications and Petitions) Amendment Rules, 2014
Ministry of Corporate Affairs has vide its notification G.S.R 772(E) dated 3rd
November, 2014 announced an amendment in Company Law Board (Fees on Applications and Petitions) Rules, 1991 (“Rules”).
In the above said Rules, in the Schedule, after serial number 33 the following shall be inserted, namely:
||2(41) of the Companies Act, 2013
||Allowing any period other than April to March as financial year.
||58 and 59 of the Companies Act, 2013
||Rectification of register of members
||73(4) of the Companies Act, 2013 read with section 76
||Directing the company to pay the sum due or for any loss or damage incurred as a result of such non-payment.
||74(2) of the Companies Act, 2013
||Allow further time as considered reasonable to the company to repay the deposit.