Related Party Transactions Private companies can no longer be private in their operations and will now need to follow prescribed procedure and disclose the details through filings. However there is still some respite to the smaller private companies i.e. those below the prescribed threshold and those who only conduct business on an arm's length basis.... Continue Reading →
Master Circular – Corporate Governance
Today, SEBI has issued a Master Circular to bring the provisions of Clause 49 (Corporate Governance) and Clause 35B (E-Voting) in line with the new Companies Act. The master circular is a consolidated document and is intended to supersede all earlier circulars issued by SEBI on Clauses 35B and 49 of the Equity Listing Agreement.... Continue Reading →
Compliances with Companies Act, 2013 for Private Limited Companies (Part 1)
The following is intended to provide a general overview of the Companies Act, 2013 (“Act”) as applicable to private limited companies. This first part deals with changes to stationery and company material as well as repayment of deposits prior to commencement of the Act: Stationery One of the changes that companies need to effect immediately... Continue Reading →
Which compliance is immediate: Independent Directors or Resident Directors
A mix-up has arisen with respect to compliance with Section 149 (3). Section 149 (3) imposes a requirement on every company that the board shall have a resident director i.e. a person who has been in India for a total period of not less than one hundred and eighty-two days in the previous calendar year.... Continue Reading →
Clarity on Co-existence – Powers of Board
The Ministry of Corporate Affairs ("MCA") has issued a clarification last night with regard to section 180 of the Companies Act, 2013. Circular no 04/2014 (dated 25th March 2014) has clarified that resolutions passed under section 293 dealing with restrictions on powers of Board of Directors of the Companies Act, 1956 prior to 12.09.2013 with reference... Continue Reading →
Special Courts: Blurring of boundaries or an unnecessary evil?
This innocuous little chapter 28 (dealing with Special Courts) has been one of the least discussed and debated chapters of the Companies Bill, 2012. Neither the Parliament nor the media appears to have paid any attention to it. I can only imagine, this is so, because as a country we have become accustomed to specialist... Continue Reading →
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