SCHEDULE IA

[See section 6(c)]

LIST OF RELATIVES

1.	Father.
2.	Mother (including step-mother).
3.	Son (including step-son).
4.	Son’s wife.
5.	Daughter (including step-daughter).
6.	Father’s father.
7.	Father’s mother.
8.	Mother’s mother.
9.	Mother’s father.
10.	Son’s son.
11.	Son’s son’s wife.
12.	Son’s daughter.
13.	Son’s daughter’s husband.
14.	Daughter’s husband.
15.	Daughter’s son.
16.	Daughter’s son’s wife.
17.	Daughter’s daughter.
18.	Daughter’s daughter’s husband.
19.	Brother (including step-brother).
20.	Brother’s wife.
21.	Sister (including step-sister).
22.	Sister’s husband.
23.
to	[Omitted by the Companies (Amendment) Act, 1965, w.e.f. 15-10-1965.]
49.

PART I

SCHEDULE II

[See sections 44(2)(a) and 56]

MATTERS TO BE SPECIFIED IN PROSPECTUS AND REPORTS
TO BE SET OUT THEREIN

PART I

I. General information :

(a) Name and address of registered office of the company.

(b) (i)Consent of the Central Government for the present issue and declaration of the Central Government about non-responsibility for financial soundness or correctness of statements.

(ii) Letter of intent/industrial licence and declaration of the Central Government about non-respo nsibility for financial soundness or correctness of statements.

(d) Provisions of sub-section (1) of section 68A of the Companies Act, relating to punishment for fictitious applications.

(e) Statement/declaration about refund of the issue if minimum subscription of 90% is not received within 90 days from closure of the issue.

(f) Declaration about the issue of allotment letters/refunds within a period of 10 weeks and interest in case of any delay in refund at the prescribed rate under section 73(2)/(2A).

(g) Date of opening of the issue.

Date of closing of the issue.

Date of earliest closing of the issue.

(h) Names and addresses of auditors and lead managers.

(i) Name and address of trustee under debenture trust deed (in case of debenture issue).

(j) Whether rating from Crisil or any rating agency has been obtained for the proposed debenture/preference shares issue.

If no rating has been obtained, this should be answered as “No”.

If “yes” the rating should be indicated.

(k) Underwriting of the issue

(Names and addresses of the underwriters and the amount under-written by them).

(Declaration by Board of directors that the underwriters have sufficient resources to discharge their respective obligations.)

(l) a statement by the Board of directors stating that—

(i) all monies received out of issue of shares or debentures to public shall be transferred to a separate bank account other than the bank account referred to in sub-section (3) of section 73;

(ii) details of all monies utilised out of the issue referred to in sub-item (i) shall be disclosed under an appropriate separate head in the balance-sheet of the company indicating the purpose for which such monies had been utilised; and

(iii) details of all unutilised monies out of the issue of shares or debentures, if any, referred to in sub-item (i) shall be disclosed under an appropriate separate head in the balance-sheet of the company indicating the form in which such unutilised monies have been invested.].

II. Capital structure of the company

(a) Authorised, issued, subscribed and paid-up capital.

(b) Size of present issue giving separately reservation for preferential allotment to promoters and others.

(i) after the present issue

(ii) after conversion of debentures (if applicable).

III. Terms of the present issue

(a) Terms of payments.

(b) Rights of the instrument holders.

(d) Any special tax benefits for company and its shareholders.

IV. Particulars of the issue

(a) Objects.

(b) Project cost.

V. Company, management and project

(a) History and main objects and present business of the company.

(b) Subsidiary(ies) of the company, if any

(For financial data, refer to auditor’s report in Part II).

(d) Names, addresses and occupation of manager, managing director and other directors including nominee-directors, wholetime directors (giving their directorships in other companies).

(e) Location of project.

(f) Plant and machinery, technology, process, etc.

(g) Collaboration, any performance guarantee or assistance in marketing by the collaborators.

(h) Infrastructure facilities for raw materials and utilities like water, electricity, etc.

(i) Schedule of implementation of the project and progress made so far, giving details of land acquisition, civil works, installation of plant and machinery, trial production, date of commercial production, etc.

(j) The products :

(i) Nature of the product/s - consumer/industrial and end users

(ii) Approach to marketing and proposed marketing set up

(iii) Export possibilities and export obligations, if any (in case of a company providing any “service” particulars, as applicable, be furnished).

(k) Future prospects - expected capacity utilisation during the first three years from the date of commencement of production, and the expected year when the company would be able to earn cash profits and net profits.

Stock market data for shares/debentures of the company high/low price in each of the last three years and monthly high/low during the last six months (where applicable).

VI. Following particulars in regard to the company and other listed companies under the same management within the meaning of section 370(1B), which made any capital issue during the last three years :

Name of the company

Year of issue

Type of issue

(Public/rights/composite)

Amount of issue

Date of closure of issue

Date of completion of delivery of share/debenture certificates

Date of completion of the project, where object of the issue was financing of a project

Rate of dividend paid

VII. (a) Outstanding litigation pertaining to—

(i) matters likely to affect operation and finances of the company including disputed tax liabilities of any nature; and

(ii) criminal prosecution launched against the company and the directors for alleged offences under the enactments specified in paragraph 1 of Part I of Schedule XIII to the Companies Act, 1956.

(b) Particulars of default, if any, in meeting statutory dues, institutional dues, and towards instrument holders like debentures, fixed deposits, and arrears on cumulative preference shares, etc. (also give the same particulars about the companies promoted by the same private promoters and listed on stock exchanges).

(c) Any material development after the date of the latest balance-sheet and its impact on performance and prospects of the company.

VIII. Management perception of risk factors (i.e., sensitivity to foreign exchange rate fluctuations, difficulty in availability of raw materials or in marketing of products, cost/time overrun, etc.).

PART II

A. General information.

1. Consent of directors, auditors, solicitors/advocates, managers to the issue, Registrar of Issue, bankers to the company, bankers to the issue and experts.

2. Expert opinion obtained, if any.

3. Change, if any, in directors and auditors during the last three years, and reasons thereof.

4. Authority for the issue and details of resolution passed for the issue.

5. Procedure and time schedule for allotment and issue of certificates.

6. Names and addresses of the company secretary, legal adviser, lead managers, co-managers, auditors, bankers to the company, bankers to the issue, and brokers to the issue.

B. Financial information

Reports to be set out

1. A report by the auditors of the company with respect to—

(a) profits and losses and assets and liabilities, in accordance with sub-clause (2) or (3) of this clause, as the case may require; and

(b) the rates of the dividends, if any, paid by the company in respect of each class of shares in the company for each of the five financial years immediately preceding the issue of the prospectus, giving particulars of each class of shares on which such dividends have been paid and particulars of the cases in which no dividends have been paid in respect of any class of shares for any of those years; and, if no accounts have been made up in respect of any part of the period of five years ending on a date of three months before the issue of the prospectus, containing a statement of that fact (and accompanied by a statement of the accounts of the company in respect of that part of the said period up to a date not earlier than six months of the date of issue of the prospectus indicating the profit or loss for that period and the assets and liabilities position as at the end of that period together with a certificate from the auditors that such accounts have been examined and found correct by them. The said statement may indicate the nature of provision or adjustments made or are yet to be made).

2. If the company has no subsidiaries, the report shall—

(a) so far as regards profits and losses, deal with the profits or losses of the company (distinguishing items of a non-recurring nature) for each of the five financial years immediately preceding the issue of the prospectus; and

(b) so far as regards assets and liabilities, deal with the assets and liabilities of the company at the last date to which the accounts of the company were made up.

3. If the company has subsidiaries, the report shall—

(a) so far as regards profits and losses, deal separately with the company’s profits or losses as provided by sub-clause (2) and in addition deal either—

(i) as a whole with the combined profits or losses of its subsidiaries, so far as they concern members of the company; or

(ii) individually with the profits or losses of each subsidiary, so far as they concern members of the company; or, instead of dealing separately with the company’s profits or losses, deal as a whole with the profits or losses of the company, and, so far as they concern members of the company, with the combined profits or losses of its subsidiaries; and

(b) so far as regards assets and liabilities, deal separately with the company’s assets and liabilities as provided by sub-clause (2) and in addition, deal either—

(i) as a whole with the combined assets and liabilities of its subsidiaries, with or without the company’s assets and liabilities; or

(ii) individually with the assets and liabilities of each subsidiary; and shall indicate as respects the assets and liabilities of the subsidiaries, the allowance to be made for persons other than members of the company.

4. If the proceeds, or any part of the proceeds, of the issue of the shares or debentures are or is to be applied directly or indirectly—

(i) in the purchase of any business; or

(ii) in the purchase of an interest in any business and by reason of that purchase, or anything to be done in consequence thereof, or in connection therewith; the company will become entitled to an interest as respects either the capital or profits and losses or both, in such business exceeding fifty per cent, thereof; a report made by accountants (who shall be named in the prospectus) upon—

(a) the profits or losses of the business for each of the five financial years immediately preceding the issue of the prospectus; and

(b) the assets and liabilities of the business at the last date to which the accounts of the business were made up, being a date not more than one hundred and twenty days before the date of the issue of the prospectus.

5. (1) If—

(a) the proceeds, or any part of the proceeds, of the issue of the shares or debentures are or is to be applied directly or indirectly in any manner resulting in the acquisition by the company of shares in any other body corporate; and

(b) by reason of that acquisition or anything to be done in consequence thereof or in connection therewith, that body corporate will become a subsidiary of the company; a report made by accountants (who shall be named in the prospectus) upon—

(i) the profits or losses of the other body corporate for each of the five financial years immediately preceding the issue of the prospectus; and

(ii) the assets and liabilities of the other body corporate at the last date to which its accounts were made up.

(2) The said report shall—

(a) indicate how the profits or losses of the other body corporate dealt with by the report would, in respect of the shares to be acquired, have concerned members of the company and what allowance would have fallen to be made, in relation to assets and liabilities so dealt with for holders of other shares, if the company had at all material times held the shares to be acquired; and

(b) where the other body corporate has subsidiaries deal with the profits or losses and the assets and liabilities of the body corporate and its subsidiaries in the manner provided by sub-clause (2) above in relation to the company and its subsidiaries.

6. Principal terms of loan and assets charged as security

C. Statutory and other information

1. Minimum subscription

2. Expenses of the issue giving separately fee payable to :

(a) Advisers.

(b) Registrars to the issue.

(d) Trustees for the debenture-holders.

3. Underwriting commission and brokerage

4. Previous issue for cash

5. Previous public or rights issue, if any : (during last five years)

(a)	Date of allotment :	Closing date :

	Date of refunds :

	Date of listing on the stock exchange :

(b)	If the issue(s) at premium or discount and the amount thereof.

(c)	The amount paid or payable by way of premium, if any, on each share which had been issued within the two years preceding the date of the prospectus or is to be issued, stating the dates or proposed dates of issue and, where some shares have been or are to be issued at a premium and other shares of the same class at a lower premium, or at par or at a discount, the reasons for the differentiation and how any premiums received have been or are to be disposed of.

6. Commission or brokerage on previous issue.

7. Issue of shares otherwise than for cash.

8. Debentures and redeemable preference shares and other instruments issued by the company outstanding as on the date of prospectus and terms of issue.

9. Option to subscribe.

9A. The details of option to subscribe for securities to be dealt with in a depository.]

10. Purchase of property :

(i) As respects any property to which this clause applies—

(a) the names, addresses, descriptions and occupations of the vendors;

(b) the amount paid or payable in cash, shares or debentures to the vendor and, where there is more than one separate vendor, or the company is a sub-purchaser, the amount so paid or payable to each vendor, specifying separately the amount, if any, paid or payable for goodwill;

(d) short particulars of every transaction relating to the property completed within the two preceding years, in which any vendor of the property to the company or any person who is, or was at the time of the transaction, a promoter, or a director or proposed director of the company had any interest, direct or indirect, specifying the date of the transaction and the name of such promoter, director or proposed director and stating the amount payable by or to such vendor, promoter director or proposed director in respect of the transaction.

(ii) The property to which sub-clause (i) applies, is a property purchased or acquired by the company or proposed to be purchased or acquired, which is to be paid for wholly or partly out of the proceeds of the issue offered for subscription by the prospectus or the purchase or acquisition of which has not been completed at the date of issue of the prospectus, other than property—

(a) the contract for the purchase or acquisition whereof was entered into in the ordinary course of the company’s business, the contract not being made in contemplation of the issue nor the issue in consequence of the contract; or

(b) as respects which the amount of the purchase money is not material.

(iii) For the purpose of this clause, where a vendor is a firm, the members of the firm shall not be treated as separate vendors.

(iv) If the company proposes to acquire a business which has been carried on for less than three years, the length of time during which the business has been carried on.

11. (i) Details of directors, proposed directors, wholetime directors, their remuneration, appointment and remuneration of managing directors, interests of directors, their borrowing powers and qualification shares.

Any amount or benefit paid or given within the two preceding years or intended to be paid or given to any promoter or officer and consideration for payment of giving of the benefit.

(ii) The dates, parties to, and general nature of—

(a) every contract appointing or fixing the remuneration of a managing director or manager whenever entered into, that is to say, whether within or more than, two years before the date of the prospectus;

(b) every other material contract, not being a contract entered into in the ordinary course of the business carried on or intended to be carried on by the company or a contract entered into more than two years before the date of the prospectus.

A reasonable time and place at which any such contract or a copy thereof may be inspected.

(iii) Full particulars of the nature and extent of the interest, if any, of every director or promoter—

(a) in the promotion of the company; or

(b) in any property acquired by the company within two years of the date of the prospectus or proposed to be acquired by it.

Where the interest of such a director or promoter consists in being a member of a firm or company, the nature and extent of the interest of the firm or company, with a statement of all sums paid or agreed to be paid to him or to the firm or company in cash or shares or otherwise by any person either to induce him to become, or to qualify him as, a director, or otherwise for services rendered by him or by the firm or company, in connection with the promotion or formation of the company.

12. Rights of members regarding voting, dividend, lien on shares and the process for modification of such rights and forfeiture of shares.

13. Restrictions, if any, on transfer and transmission of shares/debentures and on their consolidation/splitting.

14. Revaluation of assets, if any (during last five years).

15. Material contracts and inspection of documents, e.g.

A. Material contracts.

B. Documents.

C. Time and place at which the contracts together with documents will be available for inspection from the date of prospectus until the date of closing of the subscription list.

Part III

Provisions applying to parts I and II of the Schedule

16. Every person shall, for the purpose of this Schedule, be deemed to be a vendor who has entered into any contract, absolute or conditional, for the sale or purchase or for any option of purchase, of any property to be acquired by the company, in any case where—

(a) the purchase money is not fully paid at the date of the issue of the prospectus;

(b) the purchase money is to be paid or satisfied, wholly or in part, out of the proceeds of the issue offered for subscription by the prospectus;

17. Where any property to be acquired by the company is to be taken on lease, this Schedule shall have effect as if the expression “vendor” included the lesser, the expression “purchase money” included the consideration for the lease, and the expression “sub-purchaser” included a sub-lessee.

18. If in the case of a company which has been carrying on business, or of a business which has been carried on for less than five financial years, the accounts of the company or business have only been made up in respect of four such years, three such years, two such years or one such year, Part II of this Schedule shall have effect as if references to four financial years, three financial years, two financial years or one financial year, as the case may be, were substituted for references to five financial years.

19. Where the five financial years immediately preceding the issue of prospectus which are referred to in Part II of this Schedule or in this Part cover a period of less than five years, references to the said five financial years in either Part shall have effect as if references to a number of financial years the aggregate period covered by which is not less than five years immediately preceding the issue of the prospectus were substituted for references to the five financial years aforesaid.

20. Any report required by Part II of this Schedule shall either—

(a) indicate by way of note any adjustments as respects the figures of any profits or losses or assets and liabilities dealt with by the report which appear to the persons making the report necessary; or

(b) make those adjustments and indicate that adjustments have been made.

21. Any report by accountants required by Part II of this Schedule—

(a) shall be made by accountants qualified under this Act for appointment as auditors of the company; and

(b) shall not be made by any accountant who is an officer or servant, or a partner or in the employment of an officer or servant, of the company or of the company’s subsidiary or holding company or of a subsidiary of the company’s holding company.

For the purposes of this clause, the expression “officer” shall include a proposed director but not an auditor.

22. Inspection of documents :

Reasonable time and place at which copies of all balance sheets and profit and loss accounts, if any, on which the report of the auditors is based, and material contracts and other documents may be inspected.

Note : Term “year” wherever used here in earlier, means financial year.

[Declaration : That all the relevant provisions of the Companies Act, 1956, and the guidelines issued by the Government or the guidelines issued by the Securities and Exchange Board of India established under section 3 of the Securities and Exchange Board of India, Act, 1992, as the case may be, have been complied with and no statement made in prospectus is contrary to the provisions of Companies Act, 1956 or the Securities and Exchange Board of India Act, 1992 or rules made thereunder or guidelines issued, as the case may be.]

Place :

Date :

Signatures of directors]

Schedule III

[See section 70]

Form of statement in lieu of prospectus to be delivered to registrar by a company which does not issue a prospectus or which does not go to allotment on a prospectus issued, and
reports to be set out therein

Part I

Form of statement and particulars to be contained therein

The Companies Act, 1956

Statement in lieu of prospectus delivered for registration by

[Insert the name of the company]

Pursuant to section 70 of the Companies Act, 1956

Delivered for registration by

The nominal share capital of the company Divided into	Rs.

		shares of Rs	each

Amount (if any) of above capital which consists of redeemable preference shares	shares of Rs	each

The earliest date on which the company has power to redeem these shares.
Names, addresses, descriptions and occupations of —
(a) directors or proposed directors;

(b) managing director or proposed managing director;

(c) [managing agent or proposed managing agent;

(d) secretaries and treasurers or proposed secretaries and treasurers];

(e) manager or proposed manager.

Any provision in the articles of the company, or in any contract irrespective of the time when it was entered into, as to the appointment of and remuneration payable to the persons referred to in (a), (b), (c), (d) and (e) above.

If the share capital of the company is divided into different classes of shares, the right of voting at meetings of the company conferred by, and the rights in respect of capital and dividends attached to, the several classes of shares respectively.

Number and amount of shares and debentures agreed to be issued as fully or partly paid-up otherwise than in cash.	1.	shares of Rs. fully paid.
	2.	shares upon which Rs. per share credited as paid.
	3.	debentures Rs.
The consideration for the intended issue of those shares and debentures.	4.	Consideration :_____________
Number, description and amount of any shares or debentures which any person has or is entitled to be given an option to subscribe for, or to acquire from, a person to whom they have been allotted or agreed to be allotted with a view to his offering them for sale	1.	shares of Rs. and debentures of Rs.
Period during which the option is exercisable.	2.	Until
Price to be paid for shares or debentures subscribed for or acquired under the option.	3.	________________
Consideration for the option or the right to option.	4.	Consideration_________________
Persons to whom the option or the right to option was given or, if given to existing shareholders or debenture holders as such, the relevant shares or debentures.	5.	Names and addresses
Names, occupations and addresses of vendors of property purchased or acquired, or proposed to be purchased or acquired by the company except where the contract for its purchase or acquisition was entered into in the ordinary course of the business intended to be carried on by the company or the amount of the purchase money is not material.

Amount (in cash, shares or debentures) payable to each separate vendor.		Total purchase price : Rs.

Amount (if any) paid or payable (in cash, shares or debentures) for each such property, specifying amount (if any) paid or payable for goodwill.	Cash	Rs.	________
	Shares	Rs.	________
	Debentures	Rs.	________
	Goodwill	Rs.	________
Short particulars of every transaction relating to each such property which was completed within the two preceding years and in which any vendor to the company or any person who is, or was at the time thereof, a promoter, director or proposed director of the company had any interest, direct or indirect.
Amount (if any) paid or payable as commission for subscribing or agreeing to subscribe or procuring or agreeing to procure subscriptions for any shares or debentures in the company;	Amount paid__________ Amount payable__________
or
Rate of the commission	Rate per cent______________
The number of shares, if any, which persons have agreed to subscribe for a commission.

If it is proposed to acquire any business, the amount, as certified by the persons by whom the accounts of the business have been audited, of the net profits of the business in respect of each of the five years immediately preceding the date of this statement, provided that in the case of a business which has been carried on for less than five years and the accounts of which have only been made up in respect of four years, three years, two years or one year, the above requirements shall have effect as if references to four years, three years, two years or one year, as the case may be, were substituted for references to five years, and in any such case the statement shall say how long the business to be acquired has been carried on.

Where the financial year with respect to which the accounts of the business have been made up is greater or less than a year, references to five years, four years, three years, two years, and one year in this paragraph shall have effect as if references to such number of financial years as in the aggregate, cover a period of not less than five years, four years, three years, two years or one year, as the case may be, were substituted for references to three years, two years and one year respectively.

Estimated amount of preliminary expenses	Rs.
By whom those expenses have been paid or are payable.
Amount paid or intended to be paid to any promoter.	Name of promoter____________ Amount Rs._______________
Consideration for the payment	Consideration
Any other benefit given or intended to be given to any promoter	Name of promoter_____________ Nature and value of benefit
Consideration for the benefit	Consideration
Dates of, parties to, and general nature of—
(a) contract appointing or fixing the remuneration of directors, [managing director, managing agent, secretaries and treasurers,] or manager; and

(b) every other material contract (other than (i) contracts entered into in the ordinary course of the business intended to be carried on by the company or (ii) entered into more than two years before the delivery of this statement)

Time and place at which (1) the contracts or copies thereof or (2)(i) in the case of a contract not reduced into writing, a memorandum giving full particulars thereof, and (ii) in the case of a contract wholly or partly in a language other than English, a copy of a translation thereof in English or embodying a translation in English of the parts in the other language, as the case may be, being a translation certified in the prescribed manner to be a correct translation, may be inspected.

Names and addresses of the auditors of the company (if any)

Full particulars of the nature and extent of the interest of every director, managing director, [, managing agent, secretaries and treasurers] or manager in the promotion of or in the property proposed to be acquired by the company, or where the interest of such a director consists in being a partner in a firm, the nature and extent of the interest of the firm, with a statement of all sums paid or agreed to be paid to him or to the firm in cash or shares, or otherwise, by any person either to induce him to become, or to qualify him as, a director, or otherwise for services rendered by him or by the firm in connection with the promotion or formation of the company.

(Signatures of the persons above named as	………………………………

directors or proposed directors, or of their	………………………………

agents authorised in writing)	………………………………

Date

Part II

Reports to be set out

1. Where it is proposed to acquire a business, a report made by accountants (who shall be named in the statement) upon—

(a) the profits or losses of the business in respect of each of the five financial years immediately preceding the delivery of the statement to the Registrar; and

(b) the assets and liabilities of the business as at the last date to which the accounts of the business were made up.

2. (1) Where it is proposed to acquire shares in a body corporate which by reason of the acquisition or anything to be done in consequence thereof or in connection therewith will become as subsidiary of the company, a report made by accountants (who shall be named in the statement) with respect to the profits and losses and assets and liabilities of the other body corporate in accordance with sub-clause (2) or (3) of this clause, as the case may require, indicating how the profits or losses of the other body corporate dealt with by the report would, in respect of the shares to be acquired, have concerned members of the company, and what allowance would have fallen to be made, in relation to assets and liabilities so dealt with, for holders of other shares, if the company had at all material times held the shares to be acquired.

(2) If the other body corporate has no subsidiaries, the report referred to in sub-clause (1) shall—

(a) so far as regards profits and losses, deal with the profits or losses of the body corporate in respect of each of the five financial years immediately preceding the delivery of the statement to the Registrar; and

(b) so far as regards assets and liabilities, deal with the assets and liabilities of the body corporate as at the last date to which the accounts of the body corporate were made up.

(3) If the other body corporate has subsidiaries, the report referred to in sub-clause (1) shall—

(a) so far as regards profits and losses, deal separately with the other body corporate’s profits or losses as provided by sub-clause (2), and in addition deal either—

(i) as a whole with the combined profits or losses of its subsidiaries so far as they concern members of the other body corporate; or

(ii) individually with the profits or losses of each subsidiary, so far as they concern members of the other body corporate; or, instead of dealing separately with the other body corporate’s profits or losses, deal as a whole with the profits or losses of the other body corporate, and, so far as they concern members of the other body corporate, with the combined profits or losses of its subsidiaries; and

(b) so far as regards assets and liabilities, deal separately with the other body corporate’s assets and liabilities as provided by sub-clause (2) and, in addition, deal either—

(i) as a whole with the combined assets and liabilities of its subsidiaries, with or without the other body corporate’s assets and liabilities; or

(ii) individually with the assets and liabilities of each subsidiary; and shall indicate, as respect the assets and liabilities of the subsidiaries, the allowance to be made for persons other than members of the company.

Part III

Provisions applying to parts I and II OF this Schedule

3. (1) In this Schedule, the expression “vendor” includes a vendor as defined in Part III of Schedule II.

(2) Clause 31 of Schedule II shall apply to the interpretation of Part II of this Schedule as it applies to the interpretation of Part II of Schedule II.

4. If in the case of a business which has been carried on, or of a body corporate which has been carrying on business, for less than five financial years, the accounts of the business or body corporate have only been made up in respect of four such years, three such years, two such years or one such year, Part II of this Schedule shall have effect as if references to four financial years, three financial years, two financial years or one financial year, as the case may be, were substituted for references to five financial years.

5. Any report required by Part II of this Schedule shall either—

(a) indicate by way of note any adjustments as respects the figures of any profits or losses or assets and liabilities dealt with by the report which appear to the person making the report necessary; or

(b) make those adjustments and indicate that adjustments have been made.

6. Any report by accountants required by Part II of this Schedule—

(a) shall be made by accountants qualified under this Act for appointment as auditors of a company; and

For the purposes of this clause, the expression “officer” shall include a proposed director but not an auditor.

Schedule IV

[See section 44(2) (b)]

Form of statement in lieu of prospectus to be delivered to
registrar by a private company on becoming a public
company and reports to be set out therein

Part I

Form of statement and particulars to be contained therein

the Companies Act, 1956

Statement in lieu of prospectus delivered for registration by

[Insert the name of the company]

Pursuant to clause (b) of sub-section (2) of section 44
of the Companies Act, 1956

Delivered for registration by	_______________________
The nominal share capital of the company	Rs.___________________
Divided into	shares of Rs. each


Amount (if any) of above capital which consists of redeemable preference shares	shares of Rs. each
The earliest date on which the company has power to redeem these shares.
Names, addresses, descriptions and occupations of —
(a) directors or proposed directors;

(b) managing director or proposed managing director;

(c) managing agent or proposed managing agent;

(d) secretaries and treasurers or proposed secretaries and treasurers];

(e) manager or proposed manager.

Any provision in the articles of the company, or in any contract irrespective of the time when it was entered into, as to the appointment of and remuneration payable to the persons referred to in (a), (b), (c), (d) and (e) above.

Amount of shares issued	shares

Amount of commission paid or payable in connection therewith

Amount of discount, if any, allowed on the issue of any shares, or so much thereof as has not been written off at the date of the statement. Unless more than two years have elapsed since the date on which the company was entitled to commence business :--

Amount of preliminary expenses.	Rs.

By whom those expenses have been paid or are payable.

Amount paid or intended to be paid to any	Name of promoter__________________
promoter.	Amount Rs._______________
Consideration for the payment	Consideration_______________
Any other benefit given or intended to be	Name of promoter____________________
given to any promoter	Nature and value of benefit
	______________________
Consideration for the benefit	Consideration___________________
If the share capital of the company is divided into different classes of shares, the right of voting at meetings of the company conferred by, and the rights in respect of capital and dividends attached to, the several classes of shares respectively

Number and amount of shares and debentures issued within the two years preceding the date of this statement as fully or partly paid-up otherwise than for cash or agreed to be so issued at the date of this statement.	1. shares of Rs. fully paid.
	2. shares upon which Rs. per share credited as paid.
	3. debentures of Rs. each.
Consideration for the issue of those shares or debentures.	4. Consideration
Number, description and amount of any shares or debentures which any person has or is entitled to be given an option to subscribe for, or to acquire from, a person to whom they have been allotted or agreed to be allotted with a view to his offering them for sale.	1. shares of Rs. and_________debentures of Rs.
Period during which the option is exercisable.	2. Until
Price to be paid for shares or debentures subscribed for or acquired under the option.	3.______________________
Consideration for the option or the right to option.	4. Consideration_________________
Persons to whom the option or the right to option was given or, if given to existing shareholders or debenture holders as such, the relevant shares or debentures.	5. Names and addresses
Names, addresses, descriptions and occupations of vendors of property (1) purchased or acquired by the company within the two years preceding the date of this statement or (2) agreed or proposed to be purchased or acquired by the company, except where the contract for its purchase or acquisition was entered into in the ordinary course of business and there is no connection between the transaction and the company ceasing to be a private company or where the amount of the purchase money is not material.
Amount (in cash, shares or debentures) paid or payable to each separate vendor	Total purchase price : Rs.
Amount paid or payable in cash, shars or	Cash	Rs.______________
debentures for each such property, specifying	Shares	Rs.______________
the amount paid or payable for goodwill.	Debentures	Rs.______________
	Goodwill	Rs.______________
Short particulars of every transaction relating to each such property which was completed within the two preceding years and in which any vendor to the company or any person who is, or was at the time thereof, a promoter, director or proposed director of the company had any interest, direct or indirect.
Amount (if any) paid or payable as commission for subscribing or agreeing to subscribe or procuring or agreeing to procure subscriptions for any shares or debentures in the company; or rate of the commission	Amount paid
	Amount payable
	Rate per cent

The number of shares, if any, which persons have agreed to subscribe for a commission.

If it is proposed to acquire any business, the amount, as certified by the persons by whom the accounts of the business have been audited, of the net profits of the business in respect of each of the five years immediately preceding the date of this statement, provided that in the case of a business which has been carried on for less than five years and the accounts of which have only been made up in respect of four years, three years, two years or one year, the above requirements shall have effect as if references to four years, three years, two years or one year, as the case may be, were substituted for references to five years, and in any such case the statement shall say how long the business to be acquired has been carried on. Where the financial year with respect to which the accounts of the business have been made up is greater or less than a year, references to five years, four years, three years, two years, and one year in this paragraph shall have effect as if references to such number of financial years as in the aggregate, cover a period of not less than five years, four years, three years, two years or one year, as the case may be, were substituted for references to three years, two years and one year respectively.

Dates of, parties to, and general nature of—
(a) contract appointing or fixing the remuneration of directors, managing director [, managing agent, secretaries and treasurers,] or manager; and

(b) every other material contract (other than (i) contracts entered into in the ordinary course of the business intended to be carried on by the company or (ii) entered into more than two years before the delivery of this statement)

Time and place at which (1) the contracts or copies thereof or (2)(i) in the case of a contract not reduced into writing, a memorandum giving full particulars thereof, and (ii) in the case of a contract wholly or partly in a language other than English, a copy of a translation thereof in English or embodying a translation in English of the parts in the other language, as the case may be, being a translation certified in the prescribed manner to be a correct translation, may be inspected.

Names and addresses of the auditors of the company (if any)

Full particulars of the nature and extent of the interest of every director, managing director,[, managing agent, secretaries and treasurers] or manager, in any property purchased or acquired by the company within the two years preceding the date of this statement or proposed to be purchased or acquired by the company or, where the interest of such a director consists in being a partner in a firm, the nature and extent of the interest of the firm, with a statement of all sums paid or agreed to be paid to him or to the firm in cash or shares, or otherwise, by any person either to induce him to become, or to qualify him as, a director or otherwise for services rendered or to be rendered to the company by him or by the firm.

Rates of the dividends (if any) paid by the company in respect of each class of shares in the company in each of the five financial years immediately preceding the date of this statement or since the incorporation of the company, whichever period is shorter.

Particulars of the cases in which no dividends have been paid in respect of any class of shares in any of these years.

(Signatures of the persons abovenamed as directors or

proposed directors, or of their agents authorized in

writing)
Date_________________

Part II

Reports to be set out

1. If unissued shares or debentures of the company are to be applied in the purchase of a business, a report made by accountants (who shall be named in the statement) upon—

(a) the profits or losses of the business in respect of each of the five financial years immediately preceding the delivery of the statement to the Registrar; and

(b) the assets and liabilities of the business as at the last date to which the accounts of the business were made up.

2. (1)If unissued shares or debentures of the company are to be applied directly or indirectly in any manner resulting in the acquisition of shares in a body corporate which by reason of the acquisition or anything to be done in consequence thereof or in connection therewith will become a subsidiary of the company, a report made by accountants (who shall be named in the statement) with respect to the profits and losses and assets and liabilities of the other body corporate in accordance with sub-clause (2) or (3) of this clause, as the case may require, indicating how the profits or losses of the other body corporate dealt with by the report would, in respect of the shares to be acquired, have concerned members of the company, and what allowance would have fallen to be made, in relation to assets and liabilities so dealt with, for holders of other shares, if the company had at all material times held the shares to be acquired.

(2) If the other body corporate has no subsidiaries, the report referred to in sub-clause (1) shall—

(b) so far as regards assets and liabilities, deal with the assets and liabilities of the body corporate as at the last date to which the accounts of the body corporate were made up.

(3) If the other body corporate has subsidiaries, the report referred to in sub-clause (1) shall—

(a) so far as regards profits and losses, deal separately with the other body corporate’s profits or losses as provided by sub-clause (2), and in addition deal either—

(i) as a whole with the combined profits or losses of its subsidiaries, so far as they concern members of the other body corporate; or

(ii) individually with the profits or losses of each subsidiary, so far as they concern members of the other body corporate; or, instead of dealing separately with the other body corporate’s profits or losses, deal as a whole with the profits or losses of the other body corporate and, so far as they concern members of the other body corporate, with the combined profits or losses of its subsidiaries; and

(b) so far as regards assets and liabilities, deal separately with the other body corporate’s assets and liabilities as provided by sub-clause (2) and in addition, deal either—

(i) as a whole with the combined assets and liabilities of a subsidiaries, with or without the other body corporate’s assets and liabilities; or

(ii) individually with the assets and liabilities of each subsidiary; and shall indicate, as respects the assets and liabilities of the subsidiaries, the allowance to be made for persons other than members of the company.

Part III

Provisions applying to parts I and II of this schedule

3. (1) In this Schedule, the expression “vendor” includes a vendor as defined in Part III of Schedule II.

(2) Clause 31 of Schedule II shall apply to the interpretation of Parts I and II of this Schedule as it applies to the interpretation of Part II of Schedule II.

4. If in the case of a business which has been carried on, or of a body corporate which has been carrying on business, for less than five financial years, the accounts of the business or body corporate have only been made up in respect of four such years, three such years, two such years or one such year, Parts I and II of this Schedule shall have effect as if references to four financial years, three financial years, two financial years or one financial year, as the case may be, were substituted for references to five financial years.

5. Any report required by Part II of this Schedule shall either—

(b) make those adjustments and indicate that adjustments have been made.

6. Any report by accountants required by Part II of this Schedule shall—

(a) be made by accountants qualified under this Act for appointment as auditors of a company; and

(b) shall not be made by any accountant who is an officer or servant or a partner or in the employment of an officer or servant, of the company, or of the company’s subsidiary or holding company or of a subsidiary of the company’s holding company.

For the purposes of this clause, the expression “officer” shall include a proposed director but not an auditor.

Schedule V

[See section 159]

Annual return

CONTENTS AND FORM OF ANNUAL RETURN OF A COMPANY
HAVING A SHARE CAPITAL

PART I

CONTENTS

1. The address of the registered office of the company.

2. A summary specifying the following in respect of each class of shares:

(a) the amount of the authorised share capital of the company and the number of shares into which it is divided;

(b) the number of shares issued, from the date of commencement of the company to the date of the company’s last annual general meeting;

(d) the paid-up share capital upto that date.

3. The total number of non-convertible, partly convertible and fully convertible debentures issued and outstanding on the date referred to in sub-clause (b) of clause 2.

4. Particulars of the total amount of the indebtedness of the company on the date referred to in sub-clause (b) of clause 2 in respect of all charges including mortgages which are required to be registered with the Registrar under this Act.

5. A list—

(a) containing the names and addresses of all persons who, on the date of the company’s last annual general meeting, are members or debenture holders of the company and of persons who have ceased to be members or debenture holders on or before that day and since the date of the annual general meeting with reference to which the last return was submitted or in the case of the first return, since the incorporation of the company;

(b) stating the number of shares or debentures held by each of the existing members or debenture holders, as the case may be, at the date referred to in sub-clause (b) of clause 2, specifying the number of shares or debentures transferred since the date of the annual general meeting with reference to which the last return was submitted or in the case of the first return, since the date of the incorporation of the company by persons who are still members or debenture holders respectively, the dates of registration of transfers, and the names of transferees and the relevant folio containing particulars thereof;

(c) if the names aforesaid are not arranged in alphabetical order having annexed thereto an index sufficient to enable the name of any person therein to be easily found.

6. Particulars specifying name, nationality, date of birth, date of appointment, Election Commission’s Identity Card No. if issued and residential address with respect to the persons who at the date of the company’s last annual general meeting are the directors of the company and with respect to any person who at the date is the manager or the secretary of the company together with all such particulars, with respect to those who had ceased to hold such office that is the office of the director, manager or secretary on or before the date of the last annual general meeting and since the date of the annual general meeting with respect to which the last return was submitted or in the case of the first return, since the incorporation of the company.

7. Information whether the shares of the company are listed on a recognised stock exchange.

FORM OF ANNUAL RETURN OF A COMPANY HAVING A SHARE CAPITAL

ANNUAL RETURN

THE COMPANIES ACT, 1956 (1 OF 1956)

SCHEDULE V

[See section 159]

PART II

I.	Registration Details

Registration No.

State Code

(Refer Code List)

Registration Date

Whether shares listed on recognised Stock Exchange(s)

Date

Month

Year

Y-Yes

N-No

If Yes, Stock Exchange Code (Totals)

(Refer Code List 2)

AGM Held

Y - Yes

Date of AGM/

N - No	Due date			-			-
		Date			Month			Year

II.

Name and Registered Office Address of Company :

Company Name

Address

Town/City

State

Pin Code

Telephone

with STD

Area Code

Number

Fax Number

Mail Address

III.	Capital Structure of the Company (Amount in Rs. Thousands)
	Authorised Share Capital Breakup

Type of Shares

No. of Shares

Nominal value (in Rs.)

(i) Equity

(ii) Preference

Total Authorised Capital

Issued Share Capital Breakup

Type of Shares

No. of Shares

Nominal value (in Rs.)

(i) Equity

(ii) Preference

Total Issued Capital

Subscribed Share Capital Breakup

Type of Shares

No. of Shares

Nominal value (in Rs.)

(i) Equity

(ii) Preference

Total Subscribed Capital

Paid-up Share Capital Breakup

Type of Shares

No. of Shares

Amount paid up (in Rs.)

(i) Equity

(ii) Preference

Total Paid-up Capital

Debentures Breakup

Type of Debenture

No. of Debentures

Nominal value (in Rs.)

(i) Non-Convertible

(ii) Partly Convertible

(iii) Fully Convertible

Total Amount

IV. Directors/Manager/Secretary Information (Past and Present) [Refer clause 6 of Part I of Schedule V]

Name

Surname

Middle Name

First Name

Nationality		I - Indian	Date of Birth			-			-
		F - Foreign		Date			Month			Year

Designation		C - Chairman-cum-Managing Director
		W - Whole Time Director, S - Secretary, R – Manager
		D - Director, M - Managing Director

Date of

Appointment

Date

Month

Year

Ceasing

Date

Month

Year

Election Commission

Identity Card No. (if issued)

Name

Surname

Middle Name

First Name

Nationality		I - Indian	Date of Birth			-			-
		F - Foreign		Date			Month			Year

Designation		C - Chairman-cum-Managing Director
		W - Whole Time Director, S - Secretary, R – Manager
		D - Director, M - Managing Director

Date of

Appointment

Date

Month

Year

Ceasing

Date

Month

Year

Election Commission

Identity Card No.

(if issued)

Name

Surname

Middle Name

First Name

Nationality		I - Indian	Date of Birth			-			-
		F - Foreign		Date			Month			Year

Designation		C - Chairman-cum-Managing Director
		W - Whole Time Director, S - Secretary, R - Manager
		D - Director, M - Managing Director

Date of

Appointment

Date

Month

Year

Ceasing

Date

Month

Year

Election Commission

Identity Card No.

(if issued)

Residential Address

Town/City

District

State

Pin Code

Residential Address

Town/City

District

State

Pin Code

Residential Address

Town/City

District

State

Pin Code

*Note : Additional Sheets may be attached if needed.

V. Details of Shares/Debentures held at date of AGM*

Ledger Folio of Share/Debenture Holder

Share/Debenture

Holder’s Name

Surname

Middle Name

First Name

Father’s/

Husband’s Name

Type of Share/

1 - Equity, 2 - Preference Shares

Debenture

3 - Debentures, 4 - Stock

Number of Shares/

Amount

Debentures held/

per share

Stock, if any

(in Rs.)

Ledger Folio of Share/Debenture Holder

Share/Debenture

Holder’s Name

Surname

Middle Name

First Name

Father’s/

Husband’s Name

Type of Share/

1 - Equity, 2 - Preference Shares

Debenture

3 - Debentures, 4 - Stock

Number of Shares/

Amount

Debentures held/

per share

Stock, if any

(in Rs.)

Ledger Folio of Share/Debenture Holder

Share/Debenture

Holder’s Name

Surname

Middle Name

First Name

Father’s/

Husband’s Name

Type of Share/

1 - Equity, 2 - Preference Shares

Debenture

3 - Debentures, 4 - Stock

Number of Shares/

Amount

Debentures held/

per share

Stock, if any

(in Rs.)

Note : Separate sheet may be attached if needed. If number of such shareholders exceed 10. If so desired a text file may be submitted on a floppy or a cartridge tape in the format given in Annexure III.

Address

Town/City

District

State

Pin Code

Address

Town/City

District

State

Pin Code

Address

Town/City

District

State

Pin Code

VI. Details of Shares/Debentures transfers since date of last AGM (or in the case of the first return at any time since the incorporation of the company)*

Date of Previous AGM			-			-
	Date			Month			Year

Date of Registration of

Transfer of Shares			-			-
	Date			Month			Year

Type of Transfer

1 - Equity, 2 - Preference Shares, 3 - Debentures, 4 – Stock

Number of Shares/

Amount

Debentures Trans-	per Share
ferred	(in Rs.)

Ledger Folio of Transferor

Transferor’s Name

Surname

Middle Name

First Name

Ledger Folio of Transferee

Transferee’s Name

Surname

Middle Name

First Name

Date of Registration of

Transfer of Shares			-			-
	Date			Month			Year

Type of Transfer

1 - Equity, 2 - Preference Shares, 3 - Debentures, 4 - Stock

Number of Shares/

Amount

Debentures Trans-	per Share
Ferred	(in Rs.)

Ledger Folio of Transferor

Transferor’s Name

Surname

Middle Name

First Name

Ledger Folio of Transferee

Transferee’s Name

Surname

Middle Name

First Name

Note : Separate sheet may be attached if needed. If number of such transactions exceed 10, if so desired a text file may be submitted on a floppy or cartridge in the format given in Annexure IV.

VII. Indebtedness of the Company (Amount in Rs. Thousands) [Secured Loans including interest outstanding/accrued but not due for payment].

Amount

VIII. Equity Share Capital Breakup (Percentage of Total Equity)

(i) Govt. [Central & State(s)]

(ii) Govt. Companies

(iii) Public Financial Institutions

(iv) Nationalised/Other Banks

(v) Mutual Funds

(vi) Venture Capital

(vii) Foreign Holdings

(FIIs/FCs/FFIs/NRIs/OCBs)

(viii) Bodies Corporate

(Not mentioned above)

(ix) Directors/Relatives of

Directors

(x) Other top 50 shareholders

(other than those listed above)

We certify that :

(a) the return states the facts as they stood on the date of the annual general meeting aforesaid, correctly and completely;

(b) since the date of the last annual return the transfer of all shares, debentures, the issue of all further certificates of shares and debentures have been appropriately recorded in the books maintained for the purpose;

[(c) the whole of amounts envisaged in clauses (a) to (e) of sub-section (2) of section 205C of the Companies Act, 1956 remaining unpaid or unclaimed for a period of seven years from the date they become payable by a company have been credited to the investor education and production in Fund;]

(d) the company has not, since the date of the annual general meeting with reference to which the last return was submitted, or in the case of a first return, since the date of the incorporation of the company, issued any invitation to the public to subscribe for any shares or debentures of the company;

(e) where the annual return discloses the fact that the number of members of the company exceeds fifty, the excess consists wholly of persons who under sub-clause (1) of section 3 are not to be included in reckoning the number of fifty;

(f) since the date of annual general meeting with reference to which the first return was submitted or in the case of a first return since the date of the incorporation of the private company, no public company or deemed public company has or have held twenty-five per cent, or more of its paid-up share capital;

(g) the company did not have an average turnover of Rs. 10 crores or more during the relevant period;

(h) since the date of the annual general meeting with reference to which the last annual return was submitted or since the date of incorporation of the company, if it is first return, the company did not hold twenty-five per cent or more of the paid-up share capital of one or more public companies; and

(i) the private company did not accept or renew or invite deposits from the public.

Signed

Director

………………………..

Director/Managing Director/Manager/Secretary

………………………...

Secretary in whole time practice

………………………..

CP No.

………………………..

Note : Certificates to be given by a Director and Manager/Secretary or by two Directors where there is no manager or secretary. In the case of a company whose shares are listed on a recognised stock exchange, the certificates shall also be signed by a secretary in whole time practice.

ANNEXURE I

CODE LIST 1 : STATE CODES

State Code	State Name	State Code	State Name
01	Andhra Pradesh	02	Assam
03	Bihar	04	Gujarat
05	Haryana	06	Himachal Pradesh
07	Jammu & Kashmir	08	Karnataka
09	Kerala	10	Madhya Pradesh
11	Maharashtra	12	Manipur
13	Meghalaya	14	Nagaland
15	Orissa	16	Punjab
17	Rajasthan	18	Tamil Nadu
20	Uttar Pradesh	21	West Bengal
22	Sikkim	23	Arunachal Pradesh
24	Goa	52	Andaman Islands
53	Chandigarh	54	Dadra Islands
55	Delhi	56	Daman & Diu
57	Lakshadweep	58	Mizoram
59	Pondicherry

ANNEXURE II

CODE LIST 2 : STOCK EXCHANGE CODES

Exchange Code	Stock Exchange	Exchange Code	Stock Exchange
A1	Bombay	B1	OTCEI
A2	Delhi	B2	Nagpur
A4	Calcutta	B4	Coimbatore
A8	Madras	B8	Cochin
A16	Bangalore	B16	MP
A32	Hyderabad	B32	Jaipur
A64	Ahmedabad	B64	Rajkot
A128	Pune	B128	Gauhati
A256	Kanpur	B256	Bhubaneshwar
A512	Ludhiana	B512	Magadh
A1024	National Stock	B1024	Vadodara
	Exchange	B2048	Rajkot

Note : If listed in more than one exchange, add the respective codes to arrive at the Totals under the same category. For example a company listed in Bombay, Pune, Nagpur and Cochin will fill in the exchange codes as follows :

ANNEXURE III

SHARES/DEBENTURES HELD : (FORMAT FOR FLOPPIES)

I.	Registration Details :

Field		Type	Length	Format/Value
State Code	Number	2	-
Registration No.	Number	6	-
Date of AGM	Date	8	(DD/MM/YY)
Date of last AGM	Date	8	(DD/MM/YY)

Note : The first text file cid.txt will contain the data for above field for Company Identification.

V.	Shares held by Shareholders :

Field	Type	Length	Format/Value
Ledger folio of shareholder	Character	8	-
Name of shareholder	Character	20	Surname/Middle Name/First Name
Father’s/Husband’s name	Character	20	Surname/Middle Name/First Name
Residential address	Character	40	-
Town/City	Character	20	-
State	Character	20	-
Pin Code	Number	6	-
Type of Share/Debenture	Number	1	1 - Equity, 2 - Preference, 3 - Debentures, 4 - Stock
Number of Shares/ Debenture	Number	6	-
Amount per Share/ Debenture	Number	6	-

Note : The second text file shht.txt will contain the data for above fields for the shareholders/debenture holders.

The files may be submitted in 5.25" or 3.5" floppies (preferably 3.5") or 60/150 MB Normal Cartridge Tapes (mini Cartridges not acceptable). The Floppies/Cartridges may be formatted in DOS/Unix.

ANNEXURE IV

SHARES TRANSFERRED : (FORMAT FOR FLOPPIES)

I.	Registration Details :

Field	Type	Length	Format/Value
State Code	Number	2	-
Registration No.	Number	6	-
Date of AGM	Date	8	(DD/MM/YY)
Date of last AGM	Date	8	(DD/MM/YY)

Note : The first text file cid.txt will contain the data for above field for Company Identification.

VI.

Transactions after the last AGM :

Field	Type	Length	Format/Value
Date of transfer of shares	Date	8	(DD/MM/YY)
Type of Share/Debenture	Number	1	1 - Equity, 2 - Preference, 3 - Debentures, 4 - Stock
Number of Shares/Debentures	Number	6	-
Amount per Share/Debenture	Number	6	-
Ledger folio of Transferor	Character	8	-
Name of Transferor	Character	20	Surname/Middle Name/First Name
Ledger folio of Transferee	Character	8	-
Name of Transferee	Character	20	Surname/Middle Name/First Name

Note : The second text file shht.txt will contain the data for above fields for each such share transfer.

The files may be submitted in 5.25" or 3.5" floppies (preferably 3.5") or 60/150 MB Normal Cartridge Tapes (mini Cartridges not acceptable). The Floppies/Cartridges may be formatted in DOS/Unix.

SCHEDULE VI

[See section 211]

Part I

Form of Balance sheet

[The balance sheet of a company shall be either in horizontal form or vertical form :

A. Horizontal form

Balance sheet of________________________________________

[Here enter the name of the company]

AS AT _____________________________________________________

[Here enter the date as at which the balance sheet is made out]

	LIABILITIES		ASSETS
Instructions in accordance with which liabilities should be made out	Figures for the previous year Rs. (b)	Figures for the current year Rs. (b)	Figures for the previous year Rs. (b)	Figures for the current year Rs. (b)	Instructions in accordance with which assets should be made out
	*SHARE CAPITAL:		*FIXED ASSETS
*Terms of redemption or conversion (if any) of any redeemable preference capital to be stated, together with earliest date of redemption or conversion.	Authorised___________shares of Rs._____________ each †Issued (distinguishing between the various classes of capital and stating the particulars specified below, in respect of each class)______________ shares of Rs.___________ each.		Distinguishing as far as possible between expenditure upon (a) goodwill, (b) land, (c) buildings, (d) leaseholds, (e) railway sidings, (f) plant and machinery, (g) furniture and fittings, (h) development of property, (i) patents, trade marks and designs, (j) livestock, and (k) vehicles, etc.		*Under each head the original cost, and the additions thereto and deductions therefrom during the year, and the total depreciation written off or provided up to the end of the year to be stated.
†Particulars of any option on un-issued share capital to be specified. †Particulars of the different classes of preference shares to be given.	†Subscribed (distinguishing between the various classes of capital and stating the particulars specified below, in respect of each class). (c)______________shares of Rs____________each. Rs___________called up. Of the above shares shares are allotted as fully paid-up pursuant to a contract without payments being received in cash.
[*Specify the source from which bonus shares are issued, e.g., capitalisation of profits or Reserves or from Share Premium Account.	Of the above shares….. shares are allotted as fully paid-up by way of bonus shares Less : Calls unpaid: [(i) By managing agent or secretaries and treasurers and where the managing agent or secretaries and treasurers are a firm, by the partners thereof, and where the managing agent or secretaries and treasurers are a private company, by the directors or members of that company. (ii) By directors. (iii) By others.				[Where the original cost aforesaid and additions and deductions thereto, relate to any fixed asset which has been acquired from a country outside India, and in consequence of a change in the rate of exchange at any time after the acquisition of such asset, there has been an increase or reduction in the liability of the company, as expressed in Indian currency, for making payment towards the whole or a part of the cost of the asset or for repayment of the whole or a part of moneys borrowed by the company from any person, directly or indirectly, in any foreign currency specifically for the purpose of acquiring the assets (being in either case the liability existing immediately before the date on which the change in the rate of exchange takes effect), the amount by which the liability is so increased or reduced during the year, shall be added to, or, as the case may be, deducted from the cost, and the amount arrived at after such addition or deduction shall be taken to be the cost of the fixed asset.
[†Any capital profit on reissue of forfeited shares should be transferred to Capital Reserve	[†Add : Forfeited shares (amount originally paid-up.				Explanation 1 : This paragraph shall apply in relation to all balance-sheets that may be made out as at the 6th day of June, 1966, or any day thereafter and where, at the date of issue of the notification of the Government of India, in the Ministry of Industrial Development and Company Affairs (Department of Company Affairs), G.S.R. No. 129, dated the 3rd day of January, 1968, any balance sheet, in relation to which this paragraph applies, has already been made out and laid before the company in Annual General Meeting, the adjustment referred to in this paragraph may be made in the first balance sheet made out after the issue of the said notification. Explanation 2 : In this paragraph, unless the context otherwise requires, the expressions “rate of exchange”, “foreign currency” and “Indian currency” shall have the meanings respectively assigned to them under sub-section (1) of section 43A of the Income-tax Act, 1961 (43 of 1961), and Explanation 2 and Explanation 3 of the said sub-section shall, as far as may be, apply in relation to the said paragraph as they apply to the said sub-section (1). [In every case where the original cost cannot be ascertained, without unreasonable expense or delay, the valuation shown by the books shall be given. For the purposes of this paragraph, such valuation shall be the net amount at which an asset stood in the company’s books at the commencement of this Act after deduction of the amounts previously provided or written off for depreciation or diminution in value, and where any such asset is sold, the amount of sale proceeds shall be shown as deduction. Where sums have been written off on a reduction of capital or a revaluation of assets, every balance sheet, (after the first balance sheet) subsequent to the reduction or revaluation shall show the reduced figures and with the date of the reduction in place of the original cost. Each balance sheet for the first five years subsequent to the date of the reduction, shall show also the amount of the reduction made. Similarly, where sums have been added by writing up the assets, every balance sheet subsequent to such writing up shall show the increased figures with the date of the increase in place of the original cost. Each balance sheet for the first five years subsequent to the date of writing up shall also show the amount of increase made. [Explanation : Nothing contained in the preceding two paragraphs shall apply to any adjustment made in accordance with the second paragraph.]
	*RESERVES AND SURPLUS :		INVESTMENTS:
*Additions and deductions since last balance sheet to be shown, under each of the specified heads. The word “fund” in relation to any “Reserve” should be used only where such Reserve is specifically represented by earmarked investments.	[(1) Capital Reserves. (2) Capital Redemption Reserve. (3) Share Premium Account (cc). (4) Other reserves specifying the nature of each reserve and the amount in respect thereof. Less : Debit balance in profit and loss account (if any) (h). (5) Surplus, i.e., balance in profit and loss account after providing for proposed allocations, namely :— Dividend, bonus or reserves. (6) Proposed additions to reserves. (7) Sinking Funds]		Showing nature of investments and mode of valuation, for example, cost or market value and distinguishing between— (1) Investments in Government or Trust Securities. (2) Investments in shares, debentures or bonds (showing separately shares, fully paid-up and partly paid-up and also distinguishing the different classes of shares and showing also in similar details investments in shares, debentures or bonds of subsidiary companies. (3) Immovable properties. [(4) Investments in the capital of partnership firms] [(5) Balance of unutilised monies raised by issue		*Aggregate amount of company’s quoted investment and also the market value thereof shall be shown. Aggregate amount of company’s un-quoted investments shall also be shown. [All unutilised monies out of the issue must be separately disclosed in the balance sheet of the company indicating the form in which such unutilised funds have been invested
	SECURED LOANS:		CURRENT ASSETS, LOANS AND ADVANCES:
[Loans from Directors, [the Managing Agents, Secretaries and Treasurers, Manager should be shown separately. Interest accrued and due on Secured Loans should be included under the appropriate sub-heads under the head “SECURED LOANS”. *The nature of the security to be specified in each case. Where loans have been guaranteed by [managing agents, secretaries and treasurers, managers and/or directors, a mention thereof shall also be made and also the aggregate amount of such loans under each head. †Terms of redemption or conversion (if any) of debentures issued to be stated together with earliest date of redemption or conversion.	(1) Debentures (2) Loans and advances from banks. (3) Loans and advances from subsidiaries. (4) Other loans and advances.		(A) CURRENT ASSETS (1) Interest accrued on Investments. ††(2) Stores and spare parts. [(3) Loose tools.] ††(4) Stock-in-trade. **(5) Works-in-progress. †(6) Sundry debtors— (a) Debts outstand-ing for a period exceeding six months. (b) Other debts. [Less: Provision		††Mode of valuation of stock shall be stated and the amount in respect of raw material shall also be stated separately where practicable. **Mode of valuation of works-in-progress shall be stated. †In regard to sundry debtors particulars to be given separately of—(a) debts considered good and in respect of which the company is fully secured; and (b) debts considered good for which the company holds no security other than the debtor’s personal security; and (c) debts considered doubtful or bad. Debts due by directors or other officers of the company or any of them either severally or jointly with any other person or debts due by firms or private companies respectively in which any director is a partner or a director or a member to be separately stated. [Debts due from other companies under the same management within the meaning of sub-section (1B) of section 370, to be disclosed with the names of the companies.] The maximum amount due by directors or other officers of the company at any time during the year to be shown by way of a note. The [provisions] to be shown under this head should not exceed the amount of debts stated to be considered doubtful or bad and any surplus of such [provision, if already created, should be shown at every closing under “Reserves and Surplus” (in the Liabilities side) under a separate sub-head “Reserve for Doubtful or Bad Debts”.
			[(7A) Cash balance on hand. *(7B) Bank balances— (a) wit h Scheduled banks; and (b) with others.		[*In regard to bank balances, particulars to be given separately of— (a) the balances lying with Scheduled Banks on current accounts, call accounts, and deposit accounts; (b) the names of the bankers other than Scheduled Banks and the balance lying with each such banker on current accounts, call accounts and deposit accounts and the maximum amount outstanding at any time during the year from each such banker; and (c) the nature of the interest, if any, of any director or his relative [or the managing agent/secretaries and treasurers of any associate of the latter in each of the bankers (other than Scheduled Banks) referred to in (b) above.

	UNSECURED LOANS:
[Loans from Directors, [the managing agents, secretaries and treasurers, manager, should be shown separately. Interest accrued and due on Unsecured Loans should be included under the appropriate sub-heads under the head “UNSECURED LOANS”.]	(1) Fixed deposits. †(2) Loans and advances from subsidiaries. †*(3) Short-term loans and advances: (a) From Banks. (b) From others. †(4) Other loans and advances: (a) From Banks. (b) From others.				[All unutilized monies out of the issue must be separately disclosed in the balance sheet of the company indicating the form in which such unutilised funds have been invested.] †The above instructions regarding “Sundry Debtors” apply to “Loans and Advances” also.
†Where loans have been guaranteed by managing agents, secretaries and treasurers, managers and/or directors, a mention thereof shall also be made and also the aggregate amount of such loans under each head.			†(B) LOANS AND ADVANCES (8)^[(a)] Advances and loans to subsidiaries. [(b) Advances and loans to partnership firms in which the company or any of its subsidiaries is a partner. (9) Bills of Exchange. (10) Advances recover-able in cash or in kind or for value to be received, e.g., rates, taxes, insurance, etc. (11) Balances on current account with managing agents or secretaries and treasurers (12) Balances with customs, port trust, etc. (where payable on demand)
*See note (d) at foot of Form. The name(s) of the small scale industrial undertaking(s) to whom the company owe any sum together with interest outstanding for more than thirty days, are to be disclosed	CURRENT LIABILITIES AND PROVISIONS: A. CURRENT LIABILITIES: (1) Acceptances. (2) Sundry creditors (i) Total outstanding dues to small scale industrial undertaking(s); and (ii) Total outstanding dues of creditors other than small scale industrial undertaking(s); (3) Subsidiary companies. (4) Advance payments and unexpired discounts for the portion for which value has still to be given e.g., in the case of the following classes of companies :— Newspaper, Fire Insurance, theatres, clubs, banking, steamship companies, etc. [(5) Investor Education and Protection Fund shall be credited by the following amounts namely :- (a) Unpaid dividend; (b) Unpaid application money received by the companies for allotment of securities and due for refund; (c) Unpaid Matured Deposits; (d) Unpaid Matured Debentures; (e) Interest accrued on (a) to (d) above (6) Other liabilities (if any) (7) Interest accrued but not due on loans. B. PROVISIONS [(8) Provision for taxation. (9) Proposed dividends. (10) For contingencies. (11) For provident fund scheme. (12) For insurance, pension and similar staff benefit schemes. (13) Other provisions. A foot note to the balance-sheet may be added to show separately :— (1) Claims against the company not acknowledged as debts. (2) Uncalled liability on shares partly paid.
††The period for which the dividends are in arrear or if there is more than one class of shares, the dividends on each such class are in arrear, shall be stated. The amount shall be stated before deduction of income-tax, except that in the case of tax-free dividends the amount shall be shown free of income-tax and the fact that it is so shown shall be stated. †The amount of any guarantees given by the company on behalf of directors or other officers of the company shall be stated and where practicable, the general nature and amount of each such contingent liability, if material, shall also be specified.	††(3) Arrears of fixed cumulative dividends. (4) Estimated amount of contracts remaining to be executed on capital account and not provided for. †(5) Other money for which the company is contingently liable.		MISCELLANEOUS EXPENDITURE: (to the extent not written off [or adjusted): (1) Preliminary expenses. (2) Expenses including commission or brokerage on underwriting or subscription of shares or debentures. (3) Discount allowed on the issue of shares or debentures. (4) Interest paid out of capital during construction (also stating the rate of interest). (5) Development expenditure not adjusted. (6) Other items (specifying nature).
			[†PROFIT AND LOSS ACCOUNT		[†Show here the debit balance of profit and loss account carried forward after deduction of the uncommitted reserves, if any.]

NOTES

General instructions for preparation of balance sheet

(a) The information required to be given under any of the items or sub-items in this Form, if it cannot be conveniently included in the balance sheet itself, shall be furnished in a separate Schedule or Schedules to be annexed to and to form part of the balance sheet. This is recommended when items are numerous.

(b) Naye Paise can also be given in addition to Rupees, if desired.

(c) In the case of subsidiary companies the number of shares held by the holding company as well as by the ultimate holding company and its subsidiaries must be separately stated.

The auditor is not required to certify the correctness of such shareholdings as certified by the management.

[(cc) The item “Share Premium Account” shall include details of its utilisation in the manner provided in section 78 in the year of utilisation.

(d) Short-term loans will include those which are due for not more than one year as at the date of the balance sheet.

(e) Depreciation written off or provided shall be allocated under the different asset heads and deducted in arriving at the value of fixed assets.

(f) Dividends declared by subsidiary companies after the date of the balance sheet [should] not be included unless they are in respect of period which closed on or before the date of the balance sheet.

(g) Any reference to benefits expected from contracts to the extent not executed shall not be made in the balance sheet but shall be made in the Board’s report.

[(h) The debit balance in the Profit and Loss Account shall be shown as a deduction from the uncommitted reserves, if any.

(i) As regards Loans and Advances, [amounts due by the Managing Agents or Secretaries and Treasurers, either severally or jointly with any other persons to be separately stated;] [the amounts due from other companies under the same management within the meaning of sub-section (1B) of section 370 should also be given with the names of the companies] the maximum amount due from every one of these at any time during the year must be shown.

(j) Particulars of any redeemed debentures which the company has power to issue should be given.

(k) Where any of the company’s debentures are held by a nominee or a trustee for the company, the nominal amount of the debentures and the amount at which they are stated in the books of the company shall be stated.

[(l) A statement of investments (whether shown under “Investment” or under “Current Assets” as stock-in-trade) separately classifying trade investments and other investments should be annexed to the balance sheet, showing the names of the bodies corporate (indicating separately the names of the bodies corporate under the same management) in whose shares or debentures, investments have been made (including all investments, whether existing or not, made subsequent to the date as at which the previous balance sheet was made out) and the nature and extent of the investment so made in each such body corporate; provided that in the case of an investment company, that is to say, a company whose principal business is the acquisition of shares, stock, debentures or other securities, it shall be sufficient if the statement shows only the investments existing on the date as at which the balance sheet has been made out. In regard to the investments in the capital of partnership firms, the names of the firms (with the names of all their partners, total capital and the shares of each partner), shall be given in the statement.

(m) If, in the opinion of the Board, any of the current assets, loans and advances have not a value on realisation in the ordinary course of business at least equal to the amount at which they are stated, the fact that the Board is of that opinion shall be stated.

(n) Except in the case of the first balance sheet laid before the company after the commencement of the Act, the corresponding amounts for the immediately preceding financial year for all items shown in the balance sheet shall be also given in the balance sheet. The requirement in this behalf shall, in the case of companies preparing quarterly or half-yearly accounts, etc., relate to the balance sheet for the corresponding date in the previous year.

(o) The amounts to be shown under Sundry Debtors shall include the amounts due in respect of goods sold or services rendered or in respect of other contractual obligations but shall not include the amounts which are in the nature of loans or advances.

[(p) Current accounts with directors ^$[, managing agents, secretaries and treasurers] and manager, whether they are in credit, or debit, shall be shown separately.]

[(q) A small scale industrial undertaking has the same meaning as assigned to it under clause (j) of section 3 of the Industries (Development and Regulation) Act, 1951.]

Note : References to managing agents, secretaries & treasurers should be omitted.

B. Vertical Form

Name of the Company

Balance Sheet as at

		Schedule No.	Figures as at the end of current financial year	Figures as at the end of previous financial year
1	2	3	4	5
I.	Source of Funds
	(1) Shareholders’ funds :
	(a) Capital

	(b) Reserves and surplus
	(2) Loan funds :
	(a) Secured loans

	(b) Unsecured loans

	Total
II.	Application of funds
	(1) Fixed assets :

	(a) Gross : block

	(b) Less : Depreciation

	(c) Net block

	(d) Capital work-in-progress

	(2) Investments

	(3) Current assets, loans and advances :
	(a) Inventories

	(b) Sundry debtors

	(c) Cash and bank balances

	(d) Other current assets

	(e) Loans and advances

	Less :

	Current liabilities and provisions :
	(a) Liabilities

	(b) Provisions

	Net current assets

(4)	(a) Miscellaneous expenditure to the extent not written off or adjusted

	(b) Profit and loss account

	Total

Notes :

1. Details under each of the above items shall be given in separate Schedules. The Schedules shall incorporate all the information required to be given under A-Horizontal Form read with notes containing general instructions for preparation of balance sheet.

2. The Schedules, referred to above, accounting policies and explanatory notes that may be attached shall form an integral part of the balance sheet.

3. The figures in the balance sheet may be rounded off as under :—

Where the turnover of the company in any financial year is :		Round off permissible
(i)	less then one hundred crore rupees	to the nearest hundreds or thousands, or decimals thereof.
(ii)	one hundred crore rupees or more but less than five hundred crore rupees	to the nearest hundreds, thousands, lakhs or millions, or decimals thereof.
(iii)	five hundred crore rupees or more	to the nearest hundreds, thousands, lakhs, millions, or crores, or decimals thereof.

4. A footnote to the balance sheet may be added to show separately contingent liabilities.

Part II

Requirements as to profit and loss account

1. The provisions of this Part shall apply to the income and expenditure account referred to in sub-section (2) of section 210 of the Act, in like manner as they apply to a profit and loss account, but subject to the modification of references as specified in that sub-section.

2. The profit and loss account—

(a) shall be so made out as clearly to disclose the result of the working of the company during the period covered by the account; and

(b) shall disclose every material feature, including credits or receipts and debits or expenses in respect of non-recurring transactions or transactions of an exceptional nature.

3. The profit and loss account shall set out the various items relating to the income and expenditure of the company arranged under the most convenient heads; and in particular, shall disclose the following information in respect of the period covered by the account :

[(i) (a) The turnover, that is, the aggregate amount for which sales are effected by the company, giving the amount of sales in respect of each class of goods dealt with by the company, and indicating the quantities of such sales for each class separately.

(b) Commission paid to sole selling agents within the meaning of section 294 of the Act.

(d) Brokerage and discount on sales, other than the usual trade discount.

(ii) (a) In the case of manufacturing companies,—

(1) The value of the raw materials consumed, giving item-wise break-up and indicating the quantities thereof. In this break-up, as far as possible, all important basic raw materials shall be shown as separate items. The intermediates or components procured from other manufacturers may, if their list is too large to be included in the break-up, be grouped under suitable headings without mentioning the quantities, provided all those items which in value individually account for 10% or more of the total value of the raw material consumed shall be shown as separate and distinct items with quantities thereof in the break-up.

(2) The opening and closing stocks of goods produced, giving break-up in respect of each class of goods and indicating the quantities thereof.

(b) In the case of trading companies, the purchases made and the opening and closing stocks, giving break-up in respect of each class of goods traded in by the company and indicating the quantities thereof.

(c) In the case of companies rendering or supplying services, the gross income derived from services rendered or supplied.

(d) In the case of a company, which falls under more than one of the categories mentioned in (a), (b) and (c) above, it shall be sufficient compliance with the requirements herein if the total amounts are shown in respect of the opening and closing stocks, purchases, sales and consumption of raw material with value and quantitative break-up and the gross income from services rendered is shown.

(e) In the case of other companies, the gross income derived under different heads.

Note 1 : The quantities of raw materials, purchases, stocks and the turnover, shall be expressed in quantitative denominations in which these are normally purchased or sold in the market.

Note 2 : For the purpose of items (ii)(a), (ii)(b) and (ii)(d), the items for which the company is holding separate industrial licences, shall be treated as separate classes of goods, but where a company has more than one industrial licence for production of the same item at different places or for expansion of the licensed capacity, the item covered by all such licences shall be treated as one class. In the case of trading companies, the imported items shall be classified in accordance with the classification adopted by the Chief Controller of Imports and Exports in granting the import licences.

Note 3 : In giving the break-up of purchases, stocks and turnover, items like spare parts and accessories, the list of which is too large to be included in the break-up, may be grouped under suitable headings without quantities, provided all those items, which in value individually account for 10% or more of the total value of the purchases, stocks, or turnover, as the case may be, are shown as separate and distinct items with quantities thereof in the break-up.]

(iii) In the case of all concerns having works-in-progress, the amounts for which [such works have been completed] at the commencement and at the end of the accounting period.

(iv) The amount provided for depreciation, renewals or diminution in value of fixed assets.

If such provision is not made by means of a depreciation charge, the method adopted for making such provision.

If no provision is made for depreciation, the fact that no provision has been made shall be stated [and the quantum of arrears of depreciation computed in accordance with section 205(2) of the Act shall be disclosed by way of a note.]

(v) The amount of interest on the company’s debentures and other fixed loans, that is to say, loans for fixed periods, stating separately the amount of interest, if any, [paid or payable to the managing director [, the managing agent, the secretaries and treasurers] and the manager, if any.

(vi) The amount of charge for Indian income-tax and other Indian taxation on profits, including, where practicable, with Indian income-tax any taxation imposed elsewhere to the extent of the relief, if any, from Indian income-tax and distinguishing, where practicable, between income-tax and other taxation.

(vii) The [amounts reserved for—]

(a) repayment of share capital; and

(b) repayment of loans.

(viii)

(a) The aggregate, if material, of any amounts set aside or proposed to be set aside, to reserves, but not including provisions made to meet any specific liability, contingency or commitment known to exist at the date as at which the balance sheet is made up.

(b) The aggregate, if material, of any amounts withdrawn from such reserves.

(ix)

(a) The aggregate, if material, of the amounts set aside to provisions made for meeting specific liabilities, contingencies or commitments.

(b) The aggregate, if material, of the amounts withdrawn from such provisions, as no longer required.

(x) Expenditure incurred on each of the following items, separately for each item :—

(a) Consumption of stores and spare parts.

(b) Power and fuel.

(d) Repairs to buildings.

(e) Repairs to machinery.

(f) (1) Salaries, wages and bonus.

(2) Contribution to provident and other funds.

(3) Workmen and staff welfare expenses [to the extent not adjusted from any previous provision or reserve.

Note [1 : Information in respect of this item should also be given in the balance sheet under the relevant provision or reserve account.

Note [2 : * * *

(g) Insurance.

(h) Rates and taxes, excluding taxes on income.

(i) Miscellaneous expenses :

[Provided that any item under which the expenses exceed 1 per cent of the total revenue of the company or Rs. 5,000, whichever is higher, shall be shown as a separate and distinct item against an appropriate account head in the Profit and Loss Account and shall not be combined with any other item to be shown under ‘Miscellaneous expenses’.

(xi)

(a) The amount of income from investments, distinguishing between trade investments and other investments.

(b) Other income by way of interest, specifying the nature of the income.

(xii)

(a) Profits or losses on investments [showing distinctly the extent of the profits or losses earned or incurred on account of membership of a partnership firm] [to the extent not adjusted from any previous provision or reserve.

Note : Information in respect of this item should also be given in the balance sheet under the relevant provision or reserve account.]

(b) Profits or losses in respect of transactions of a kind, not usually undertaken by the company or undertaken in circumstances of an exceptional or non-recurring nature, if material in amount.

(xiii)

(a) Dividends from subsidiary companies.

(b) Provisions for losses of subsidiary companies.

(xiv) The aggregate amount of the dividends paid, and proposed, and stating whether such amounts are subject to deduction of income-tax or not.

(xv) Amount, if material, by which any items shown in the profit and loss account are affected by any change in the basis of accounting.

[4. [The profit and loss account shall also contain or give by way of a note detailed information, showing separately the following payments provided or made during the financial year to the directors (including managing directors) [the managing agents, secretaries and treasurers] or manager, if any, by the company, the subsidiaries of the company and any other person :—

(i) [managerial remuneration under section 198 of the Act paid or payable during the financial year to the directors (including managing directors), [the managing agent, secretaries and treasurers] or manager, if any;

[(ii) expenses reimbursed to the managing agent under section 354;

(iii) commission or other remuneration payable separately to a managing agent or his associate under sections 356, 357 and 358;

[[(iv) commission received or receivable under section 359 of the Act by the managing agent or his associate as selling or buying agent of other concerns in respect of contracts entered into by such concerns with the company;]]

(v) the money value of the contracts for the sale or purchase of goods and materials or supply of services, entered into by the company with the managing agent or his associate under section 360 during the financial year;

[(vi) other allowances and commission including guarantee commission (details to be given);

(vii) any other perquisites or benefits in cash or in kind (stating approximate money value where practicable);

(viii) pensions, etc.,—

(a) pensions,

(b) gratuities,

(d) compensation for loss of office,

(e) consideration in connection with retirement from office.

4A. The profit and loss account shall contain or give by way of a note a statement showing the computation of net profits in accordance with section 349 of the Act with relevant details of the calculation of the commissions payable by way of percentage of such profits to the directors (including managing directors), [the managing agents, secretaries and treasurers] or manager (if any).

4B. The profit and loss account shall further contain or give by way of a note detailed information in regard to amounts paid to the auditor, [whether as fees, expenses or otherwise for services rendered—

(a) as auditor; [* * *]

[(b) as adviser, or in any other capacity, in respect of—

(i) taxation matters;

(ii) company law matters;

(iii) management services; and

[4C. In the case of manufacturing companies, the profit and loss account shall also contain, by way of a note in respect of each class of goods manufactured, detailed quantitative information in regard to the following, namely :—

(a) the licensed capacity (where licence is in force);

(b) the installed capacity; and

Note 1 :The licensed capacity and installed capacity of the company as on the last date of the year to which the profit and loss account relates, shall be mentioned against items (a) and (b) above, respectively.

Note 2 :Against item (c), the actual production in respect of the finished products meant for sale shall be mentioned. In cases where semi-processed products are also sold by the company, separate details thereof shall be given.

Note 3 :For the purposes of this paragraph, the items for which the company is holding separate industrial licences shall be treated as separate classes of goods but where a company has more than one industrial licence for production of the same item at different places or for expansion of the licenced capacity, the item covered by all such licences shall be treated as one class.

4D. The profit and loss account shall also contain by way of a note the following information, namely :—

(a) value of imports calculated on C.I.F. basis by the company during the financial year in respect of :—

(i) raw materials;

(ii) components and spare parts;

(iii) capital goods;

(b) expenditure in foreign currency during the financial year on account of royalty, know-how, professional, consultation fees, interest, and other matters;

(c) value of all imported raw materials, spare parts and components consumed during the financial year and the value of all indigenous raw materials, spare parts and components similarly consumed and the percentage of each to the total consumption;

(d) the amount remitted during the year in foreign currencies on account of dividends, with a specific mention of the number of non-resident shareholders, the number of shares held by them on which the dividends were due and the year to which the dividends related;

(e) earnings in foreign exchange classified under the following heads, namely :—

(i) export of goods calculated on F.O.B. basis;

(ii) royalty, know-how, professional and consultation fees;

(iii) interest and dividend;

(iv) other income, indicating the nature thereof.

5. The Central Government may direct that a company shall not be obliged to show the amount set aside to provisions other than those relating to depreciation, renewal or diminution in value of assets, if the Central Government is satisfied that the information should not be disclosed in the public interest and would prejudice the company, but subject to the condition that in any heading stating an amount arrived at after taking into account the amount set aside as such, the provision shall be so framed or marked as to indicate that fact.

6. (1) Except in the case of the first profit and loss account laid before the company after the commencement of the Act, the corresponding amounts for the immediately preceding financial year for all items shown in the profit and loss account shall also be given in the profit and loss account.

(2) The requirement in sub-clause (1) shall, in the case of companies preparing quarterly or half-yearly accounts, relate to the profit and loss account for the period which entered on the corresponding date of the previous year.

Note : Reference to managing agents, secretaries & treasurers should be omitted.

Part III

Interpretation

7. (1) For the purposes of Parts I and II of this Schedule, unless the context otherwise requires,—

(a) the expression “provision” shall, subject to sub-clause (2) of this clause, mean any amount written off or retained by way of providing for depreciation renewals or diminution in value of assets, or retained by way of providing for any known liability of which the amount cannot be determined with substantial accuracy;

(b) the expression “reserve” shall not, subject as aforesaid, include any amount written off or retained by way of providing for depreciation, renewals or diminution in value of assets or retained by way of providing for any known liability;

(c) the expression “capital reserve” shall not include any amount regarded as free for distribution through the profit and loss account; and the expression “revenue reserve” shall mean any reserve other than a capital reserve; and in this sub-clause the expression “liability” shall include all liabilities in respect of expenditure contracted for and all disputed or contingent liabilities.

(2) Where—

(a) any amount written off or retained by way of providing for depreciation, renewals or diminution in value of assets, not being an amount written off in relation to fixed assets before the commencement of this Act; or

(b) any amount retained by way of providing for any known liability; is in excess of the amount which in the opinion of the directors is reasonably necessary for the purpose, the excess shall be treated for the purposes of this Schedule as a reserve and not as a provision.

8. For the purposes aforesaid, the expression “quoted investment” means an investment as respects which there has been granted a quotation or permission to deal on a recognised stock exchange, and the expression “unquoted investment” shall be construed accordingly.

PART IV

Balance sheet abstract and company’s general business profile

Registration Details

Registration No.

State Code

(Refer Code List)

Balance Sheet

Date

Month

Year

Capital raised during the year (Amount in Rs. Thousands)

Public Issue

Rights Issue

Bonus Issue

Private Placement

III

Position of Mobilisation and Deployment of Funds (Amount in Rs. Thousands)

Total Liabilities

Total Assets

Sources of Funds

Paid-up Capital

Reserves & Surplus

Secured Loans

Unsecured Loans

Application of Funds

Net Fixed Assets

Investments

Net Current Assets

Misc. Expenditure

Accumulated Losses

Performance of Company (Amount in Rs. Thousands)

Turnover

Total Expenditure

+ -

Profit/Loss before tax

+ -

Profit/Loss after tax

(Please tick appropriate box + for Profit – for Loss)

Earning per Share in Rs.

Dividend rate %

Generic Names of Three Principal Products/Services of Company (as per monetary terms)

Item Code No.

(ITC Code)

Product

Description

Item Code No.

(ITC Code)

Product

Description

Item Code No.

(ITC Code)

Product

Description

*Note : For ITC Code of Products please refer to the publication Indian Trade Classification based on harmonized commodity description and coding system by Ministry of Commerce, Directorate General of Commercial Intelligence & Statistics, Calcutta-700 001.

Annexure l I

Code List : State Codes

State Code	State Name	State Code	State Name
01	Andhra Pradesh	02	Assam
03	Bihar	04	Gujarat
05	Haryana	06	Himachal Pradesh
07	Jammu & Kashmir	08	Karnataka
09	Kerala	10	Madhya Pradesh
11	Maharashtra	12	Manipur
13	Meghalaya	14	Nagaland
15	Orissa	16	Punjab
17	Rajasthan	18	Tamil Nadu
20	Uttar Pradesh	21	West Bengal
22	Sikkim	23	Arunachal Pradesh
24	Goa	52	Andaman Islands
53	Chandigarh	54	Dadra Islands
55	Delhi	56	Daman & Diu
57	Lakshadweep	58	Mizoram
59	Pondicherry

Schedule VII

[See sections 368 and 379]

Restrictions on powers of managing agents/secretaries
and treasurers

The managing agents \ secretaries and treasurers shall not exercise any of the following powers except after obtaining the previous approval of the Board of directors of the company in regard to each such exercise :—

(1) [Omitted by the Companies (Amendment) Act, 1960.]

(2) Power to appoint as an officer or member of the staff of the company, payable from its funds (as distinguished from the funds of the managing agent\ secretaries and treasurers or from out of any remuneration payable to him\them by the company), any person—

(a) on a remuneration or scale of remuneration exceeding the limits laid down by the Board in this behalf; or

(b) who is a relative of the managing agent, or where the managing agent is\ secretaries and treasurers are a firm, of any partner in the firm; or where the managing agent is\ secretaries and treasurers are a private company, of any director or member or such company;

(3) Power to purchase capital assets for the company except where the purchase price is within the limits prescribed by the Board in this behalf;

(4) Power to sell the capital assets of the company, except where the sale price is within the limits prescribed by the Board in this behalf;

(5) Power to compound, or sanction the extension of time for the satisfaction or payment of, any claim or demand of the company against (including any debt claimed to be due to it from) the managing agent\ secretaries and treasurers or any associate of the managing agent\ secretaries and treasurers

(6) Power to compound any claim or demand made against the company (including any debt claimed to be due from it) by the managing agent\ secretaries and treasurers or any associate of the managing agent\ secretaries and treasurers

Schedule VIII

[See sections 347 and 379]

Declarations to be made by firms, private companies and
other bodies corporate acting as managing
agents/secretaries and treasurers

Definition

1. (1) In this Schedule, “relevant date” means—

(a) in the case of a firm or body corporate holding office at the commencement of this Act as the managing agent\ secretaries and treasurers of a company, the date of such commencement; and

(b) in the case of a firm or body corporate appointed or re-appointed after the commencement of the Act as the managing agent\secretaries and treasurers of a company , the date of such appointment, or re-appointment.

(2) For the purposes of sub-clause (1), the expressions “re-appointment” and “re-appointed” shall have the same meaning as they have for the purposes of sub-section (1) of section 328.

Firms

2. Every firm acting as the managing agent\secretaries and treasurers of any company or companies shall file with each company, whether public or private, of which it acts as such, a declaration specifying—

(a) the names of the partners constituting the firm on the relevant date;

(b) the share, or the extent of the interest, of each partner in the firm, on the relevant date;

(c) the names of persons, if any, other than partners who are interested, on the relevant date, in any share of, or amount forming part of, the remuneration payable to the managing agent\ secretaries and treasurers by the company; and the extent of the interest of each such person in such remuneration.

3. The declaration shall be signed by a partner of the firm and shall be filed within one month of the relevant date.

4. If any change occurs in regard to any of the matters specified in clause 2 after the relevant date, a declaration specifying the change and signed by a partner of the firm shall be filed, within three weeks of the occurrence of the change, with each of the companies referred to in that clause.

Private companies

5. Every private company which acts as managing agent\ secretaries and treasurersof any other company or companies, whether public or private, shall file with each of those companies, a declaration specifying—

(a) the names of the members of the private company on the relevant date;

(b) where the private company has a share capital, the shares held by each member of the company, on that date;

(c) where the private company has no share capital, the extent of the interest of each member of the company in it on that date;

(d) the manner in which each such member holds his shares or interest, that is to say, whether he holds the same beneficially, or on behalf of or in trust for any other person; and in the latter case, the name or names of the person or persons on whose behalf or in trust for whom the shares or interest is held and the extent of the interest of each such person;

(e) the names of the directors of the private company, and the name of its managing director, if any;

(f) the names of persons, if any, who are interested in any share of, or amount forming part of, the remuneration payable to the private company by the company under its management, otherwise than as members of the private company; and the extent of the interest of each such person in such remuneration;

(g) that no arrangement has been entered into the knowledge of the private company, under which the control of the private company is vested in any person other than the members of the company and the persons referred to in sub-clause (d):

Provided that the obligation to furnish information on the matters specified in sub-clauses (d) and (f) shall extend only to such particulars relating to those matters as are within the knowledge of the private company.

6. The declaration shall be signed by a director of the private company and shall be filed within two months of the relevant date.

7. If, to the knowledge of the private company, there is a sale or transfer of any shares in the company or an agreement has been entered into, for the sale or transfer of any such shares, or any other change occurs in regard to any of the matters specified in clause 5, a declaration specifying the sale, transfer, agreement or change and signed by a director of the company shall be filed, within six weeks thereof, with each of the companies referred to in that clause.

8. Where any shares are sold or transferred or agreed to be sold or transferred, the declaration referred to in clause 7 shall specify the name of the person or persons who part with or have agreed to part with the shares and also the name or names of the person or persons who acquire or have agreed to acquire them, with full details of the sale, transfer or agreement.

Other bodies corporate

9. The provisions of clauses 5 to 8 shall apply to every body corporate (other than a private company) acting as the managing agent\ secretaries and treasurers of any company, unless it is exempt from the operation of the provisions of this Schedule by virtue of section 347 \section 379 read with section 347

General

10. (1) All declarations filed with any company in pursuance of this Schedule shall be open to inspection, and extracts may be taken therefrom and copies thereof may be required, by any member of the company to the same extent, in the same manner and on payment of the same fee as in the case of the register of members of the company.

(2) All such declarations shall also be open to inspection by any director of the company, free of charge.

SCHEDULE IX

[See article 62 of the Table A and also section 176(6)]

FOrM OF PROXY

GENERAL FORM

“.................................. Name of Company

I/We ........................................... of ................................. in the district of ................................................ being a member/members of the above-named company hereby appoint..........................…..of........................................... in the district of ......................... or failing him ........................................of ........................................... in the district of ............................. as my/our proxy to vote for me/us on my/our behalf at the annual general meeting/general meeting (not being an annual general meeting) of the company to be held on the ................................. day of .......................... and at any adjournment thereof.

Signed this .............. day of .......................... 20 .......”

FORM FOR AFFORDING MEMBERS AN OPPORTUNITY OF VOTING
FOR OR AGAINST A RESOLUTION [*]

“............... Name of Company

I/We ......................................................... of ............................... in the district of ......................................., being a member/membersof the above-named Company, hereby appoint, .…………………………................................................. in the district of ........................................, or failing him, ......………………….............................. of ............................................ in the district of ........................................, as my/our proxy to vote for me/us on my/our behalf at the annual general meeting/general meeting (not being an annual general meeting) of the company, to be held on the .................................. day of .......................................... 19 .................... and at any adjournment thereof.

Signed this ................................day of ................................ 20 ............”

[This form is to be used †in favour of/†against the resolution. Unless otherwise instructed the proxy will act as he thinks fit.]

†Strike out whichever is not desired.

[SCHEDULE X

[See sections 574 and 611]

Table of Fees to be paid to the Registrar

I. In respect of a company having a share capital :

					Amount of fees to be paid
					Rs.
1.	For registration of a company whose nominal share capital does not exceed Rs. 1,00,000.				4,000
2.	For registration of a company whose nominal share capital exceeds Rs. 1,00,000 the above fee of Rs. 4,000 with the following additional fees regulated according to the amount of nominal capital :—
	(a)			for every Rs. 10,000 of nominal share capital or part of Rs. 10,000 after the first Rs. 1,00,000 upto Rs. 5,00,000	300
	(b)			for every Rs. 10,000 of nominal share capital or part of Rs. 10,000 after the first Rs. 5,00,000 upto Rs. 50,00,000	200
	(c)			for every Rs. 10,000 of nominal share capital or part of Rs. 10,000 after the first Rs. 50,00,000 upto Rs. 1 crore	100
	(d)			for every Rs. 10,000 of nominal share capital or part of Rs. 10,000 after the first Rs. 1 crore	50
	Provided that where the additional fees, regulated according to the amount of the nominal capital of a company, exceeds a sum of rupees two crores, the total amount of additional fees payable for the registration of such company shall not, in any case, exceed rupees two crores.
3.	[For filing a notice of any increase in the nominal share capital of a company, the difference between the fees payable on the increased share capital on the date of filing the notice for registration of company and the fees payable on existing authorised capital, at the rates prevailing on the date of filing the notice.]
4.	For registration of any existing company, except such companies as are by this Act exempted from payment of fees in respect of registration under this Act, the same fee is charged for registering a new company.
5.	For filing, registering or recording any document by this Act required or authorised to be filed, registered or recorded—
	(a)		In respect of a company having a nominal share capital of less than Rs. 1,00,000		100
	(b)		in respect of a company having a nominal share capital of Rs. 1,00,000 or more but less than Rs. 5,00,000		200
	(c)	in respect of a company having a nominal share capital of Rs. 5,00,000 or more but less than Rs. 25,00,000			300
	(d)	in respect of a company having a nominal share capital of Rs. 25,00,000 or more			500
6.	For making a record of or registering any fact by this Act required or authorised to be recorded or registered by the Registrar—
	(a)	in respect of a company having a nominal share capital of less than Rs. 1,00,000			100
	(b)	in respect of a company having a nominal share capital of Rs. 1,00,000 or more but less than Rs. 5,00,000			200
	(c)	in respect of a company having a nominal share capital of Rs. 5,00,000 or more but less than Rs. 25,00,000			300
	(d)	in respect of a company having a nominal share capital of Rs. 25,00,000 or more			500
II.	In respect of a company not having a share capital :
7.	For registration of a company whose number of members as stated in the articles of association, does not exceed 20				1,000
8.	For registration of a company whose number of members as stated in the articles of association, exceeds 20 but does not exceed 100				2,500
9.	For registration of a company whose number of members as stated in the articles of association, exceeds 100 but is not stated to be unlimited, the above fee of Rs. 2,500 with an additional Rs. 10 for every 50 members, or less number than 50 members, after the first 100.
10.	For registration of a company in which the number of members is stated in the articles of association to be unlimited.				5,000
11.	For registration of any increase in the number of members made after the registration of the company, the same fees as would have been payable in respect of such increase, if such increase had been stated in the articles of association at the time of registration : Provided that no company shall be liable to pay on the whole a greater fee than Rs. 5,000 in respect of its number of members, taking into account the fee paid on the first registration of the company.
12.	For registration of any existing company except such companies as are by this Act exempted from payment of fees in respect of registration under this Act, the same fee as is charged for registering a new company.
13.	For filing or registering any document by this Act required or authorised to be filed or registered with the Registrar.				50
14.	For making a record of or registering any fact by this Act required or authorised to be recorded or registered by the Registrar.]				50

SCHEDULE XI

[See section 406]

FORM IN WHICH SECTIONS 539 TO 544 OF ACT ARE TO APPLY TO CASES
WHERE AN APPLICATION IS MADE UNDER SECTION 397 OR 398

539. Penalty for falsification of books - If with intent to defraud or deceive any person, any officer or member of a company in respect of which an application has been made under section 397 or 398—

(a) destroys, mutilates, alters, falsifies or secrets any books, papers or securities, or is privy to the destruction, mutilation, alteration, falsification, or secreting of any books, papers or securities; or

(b) makes, or is privy to the making of, any false or fraudulent entry in any register, books of account or document belonging to the company, he shall be punishable with imprisonment for a term which may extend to seven years, and shall also be liable to fine.

540. Penalty for frauds by officers - If any person, being at the time of the commission of the alleged offence, an officer of a company in respect of which the [Tribunal] subsequently makes an order under section 397 or 398,—

(a) has, by false pretences or by means of any other fraud, induced any person to give credit to the company;

(b) with intent to defraud creditors of the company, has made or caused to be made any gift or transfer of or charge on, or has caused or connived at the levying of any execution against the property of the company; or

(c) with intent to defraud creditors of the company, has concealed or removed any part of the property of the company since the date of any unsatisfied judgment or order for payment of money obtained against the company, or within two months before that date; he shall be punishable with imprisonment for a term which may extend to two years and shall also be liable to fine.

541. Liability where proper accounts not kept -

(1) Where an application has been made to the [Tribunal] under section 397 or 398 in respect of a company, if it is shown that proper books of account were not kept by the company throughout the period of two years immediately preceding the making of the application, or the period between the incorporation of the company and the making of the application, whichever is shorter, every officer of the company who is in default shall, unless he shows that he acted honestly and that in the circumstances in which the business of the company was carried on, the default was excusable, be punishable with imprisonment for a term which may extend to one year.

(2) For the purposes of this section, proper books of account shall be deemed not to have been kept in the case of any company, if there have not been kept—

(a) such books of account as are necessary to exhibit and explain the transactions and financial position of the business of the company, including books containing entries made from day to day in sufficient detail of all cash received and all cash paid; and

(b) where the business of the company has involved dealings in goods, statements of the annual stock takings and (except in the case of goods sold by way of ordinary retail trade) of all goods sold and purchased showing the goods and the buyers and sellers thereof in sufficient detail to enable those goods and those buyers and sellers to be identified.

542. Liability for fraudulent conduct of business -

(1) If in the course of the proceedings on an application made to the [Tribunal] under section 397 or 398 in respect of a company, it appears that any business of the company has been carried on with intent to defraud creditors of the company, or any other persons, or for any fraudulent purpose, the [Tribunal] may, if it thinks it proper so to do, declare that any persons who were knowingly parties to the carrying on of the business in the manner aforesaid shall be personally responsible, without any limitation of liability, for all or any of the debts or other liabilities of the company as the [Tribunal] may direct.

(2)

(a) Where the [Tribunal] makes any such declaration, it may give such further directions as it thinks proper for the purpose of giving effect to that declaration.

(b) In particular, the [Tribunal] may make provision for making the liability of any such person under the declaration a charge on any debt or obligation due from the company to him, or on any mortgage or charge or any interest in any mortgage or charge on any assets of the company held by or vested in him, or any person on his behalf, or any person claiming as assignee from or through the person liable or any person acting on his behalf.

(c) The [Tribunal] may, from time to time, make such further orders as may be necessary for the purpose of enforcing any charge imposed under this sub-section.

(d) For the purpose of this sub-section, the expression “assignee” includes any person to whom or in whose favour, by the directions of the person liable, the debt, obligation, mortgage or charge was created, issued or transferred or the interest was created, but does not include an assignee for valuable consideration (not including consideration by way of marriage) given in good faith and without notice of any of the matters on the ground of which the declaration is made.

(3) Where any business of a company is carried on with such intent or for such purpose as is mentioned in sub-section (1), every person who was knowingly a party to the carrying on of the business in the manner aforesaid, shall be punishable with imprisonment for a term which may extend to two years, or with fine which may extend to five thousand rupees, or with both.

(4) This section shall apply, notwithstanding that the person concerned may be criminally liable in respect of the matters on the ground of which the declaration is to be made.

543. Power of [Tribunal] to assess damages against delinquent directors, etc. -

(1) If, in the course of the proceedings on an application made to the [Tribunal] under section 397 or 398, it appears that any person who has taken part in the promotion or formation of the company, or any past or present director, managing agent, secretaries and treasurers, manager or officer of the company—

(a) has misapplied or retained or become liable or accountable for any money or property of the company; or

(b) has been guilty of any misfeasance or breach of trust in relation to the company.

The [Tribunal] may, on the application of any creditor or member, examine into the conduct of such person, director, managing agent, secretaries and treasurers, manager or officer aforesaid, and compel him to repay or restore the money or property or any part thereof respectively, with interest at such rate as the [Tribunal] thinks just or to contribute such sum to the assets of the company by way of compensation in respect of the misapplication, retainer, misfeasance or breach of trust as the [Tribunal] thinks just.

(2) This section shall apply notwithstanding that the matter is one for which the person concerned may be criminally liable.

544. Liability under sections 542 and 543 to extend to partners or directors in firm or company - Where a declaration under section 542 or an order under section 543 is or may be made in respect of a firm or body corporate, the [Tribunal] shall also have power to make a declaration under section 542 or pass an order under section 543, as the case may be, in respect of any person who is a partner in that firm or a director of that body corporate.

SCHEDULE XII

[See section 644]

ENACTMENTS REPEALED

Year	No.	Subject to short title
1	2	3
1913	VII	The Indian Companies Act, 1913.
1942	LIV	The Registration of Transferred Companies Ordinance.
1951	LII	The Indian Companies (Amendment) Act, 1951.
1952	LI	The Indian Companies (Amendment) Act, 1952.

[SCHEDULE XIV
[See sections 205 and 350]
Rates of depreciation
Nature of assets		Single Shift		Double Shift		Triple Shift
Nature of assets		WDV	SLM	WDV	SLM	WDV	SLM
	1	2	3	4	5	6	7
I.	(a) BUILDINGS (other than factory buildings) [NESD]	5%	1.63%	.....	.....	.....	.....
	(b) FACTORY BUILDINGS	10%	3.34%	…..	…..	….	.….
	(c) PURELY TEMPORARY ERECTIONS such as wooden structures	100%	100%	…..	…..	…..	…..
II.	PLANT AND MACHINERY
	[(i) General rate applicable to,—
	(a) Plant and machinery (not being a ship) other than continuous process plant for which no special rate has been prescribed under (ii) below :	13.91%	4.75%	20.87%	7.42%	27.82%	10.34%
	(b) continuous process plant, [* * *] for which no special rate has been prescribed under (ii) below [NESD]	15.33%	5.28%	…..	…..	…..	….]
	(ii) Special rates A.1. Cinematograph films - Machinery used in the production and exhibition of cinematograph films [NESD] (a) Recording equipment, reproducing equipment, developing machines, editing machines, synchronisers and studio lights except bulbs (b) Projecting equipment of film exhibiting concerns	20%	7.07%	…..	…..	…..	…..
	2. Cycles [NESD] [3. Electrical machinery, X-ray and electrotherapeutic apparatus and accessories thereto, medical, diagnostic equipments, namely, cat-scan, ultrasound machines, ECG monitors, etc. [NESD]	20%	7.07%	…..	…..	…..	…..
	4. Juice boiling pans (karhais) [NESD]	20%	7.07%	…..	…..	…..	…..
	5. Motor-cars, motor-cycles, scooters and other mopeds (NESD]	25.89%	9.5%	…..	…..	…..	…..
	6. Electrically operated vehicles including battery powered or fuel cell powered vehicles [NESD]	20%	7.07%	…..	…..	…..	…..
	7. Sugarcane crushers (indigenous kolhus and belans) [NESD]	20%	7.07%	…..	…..	…..	…..
	8. Glass manufacturing oncerns except direct fire glass melting furnaces - Recuperative and regenerative glass melting furnaces	20%	7.07%	30%	11.31%	40%	16.21%
	9. Machinery used in the manufacture of electronic goods and components	15.62%	5.38%	23.42%	8.46%	31.23%	11.87%]
B.	1. [Aeroplanes, aero engines, simulators,visual system and quick engine change equipment [NESD]	16.2%	5.6%]
	2. Concrete pipes manufacture—Moulds [NESD]
	3. Drum container manufacture—dies [NESD]
	4. Earth-moving machinery employed in heavy construction works, such as dams, tunnels, canals, etc. [NESD]
	5. Glass manufacturing concerns except direct fire glass melting furnaces—Moulds [NESD]
	6. Moulds in iron foundries [NESD]
	7. Mineral oil concerns—Field operations(above ground)—Portable boilers, drilling tools, well-head tanks, rigs, etc. [NESD]	30%	11.31%	…..	…..	…..
	8. Mines and quarries—Portable underground machinery and earth-moving machinery used in open cast mining [NESD]
	9. Motor buses and motor lorries other than those used in a business of running them on hire [NESD]
	9A. Motor tractors, harvesting combines [NESD]
	10. Patterns, dies and templates [NESD]
	11. Ropeway structures Ropeways, ropes and trestle sheaves and connected parts [NESD]
	12. Shoe and other leather goods factories—Wooden lasts used in the manufacture of shoes	30%	11.31%	45%	18.96%	60%	29.05%
C.	1. [***]
	2. Motor buses, motor lorries and motor taxis used in a business of running them on hire [NESD]
	3. Rubber and plastic goods factories—Moulds [NESD]	40%	16.21%
	4. Data processing machines including computers [NESD]
	5. Gas cylinders including valves and regulators[NESD]
D.	1. Artificial silk manufacturing machinery wooden parts
	2. Cinematograph films—Bulbs of studio lights	100%	100%
	3. Flour mills—Rollers
	4. Glass manufacturing concerns— Direct fire glass melting furnaces
	[4A. Float Glass Melting Furnaces (NESD)	27%	10%]
	5. Iron and Steel industries—Rolling mill rolls
	6. Match factories—Wooden match frames
	7. Mineral oil concerns—(a) Plant used in field operations (below ground)—Distribution - returnable packages; (b) Plant used in field operations (below ground) but not including assets used in field operations (distribution)—Kerbside pumps including underground tanks and fittings	100%	100%	…..	…..	…..	…..
	8. Mines and quarries— (a) Tubs, winding ropes, haulage ropes and sand stowing pipes (b) Safety lamps
	9. Salt works—Salt pans, reservoirs and condensers, etc., made of earthy, sandy or clay material or any other similar material
	10.Sugar works—Rollers
III.	FURNITURE AND FITTINGS
	[1. General Rates [NESD]	18.1%	6.33%	…..	…..	…..	…..
	2. Rate for furniture and fittings used in hotels, restaurants and boarding houses; schools, colleges and other educational institutions, libraries; welfare centres; meeting halls, cinema houses; theatres and circuses; and for furniture and fittings let out on hire for use on the occasion of marriages and similar functions [NESD]	25.88%	9.5%	…..	…..	…..	…..]
IV.	SHIPS
	1. Ocean-going ships—
	(i) Fishing vessels with wooden hull [NESD]	27.05%	10%	…..	…..	…..	…..
	(ii) Dredgers, tugs, barges, survey launches and other similar ships used mainly for dredging purposes [NESD]	19.8%	7%	…..	…..	…..	…..
	(iii) Other ships [NESD]	14.6%	5%	…..	…..	…..	…..
	2. Vessels ordinarily operating on inland waters—
	(i) Speed boats [NESD]	20%	7.07%	…..	…..	…..	…..
	(ii) Other vessels [NESD]	10%	3.34%	…..	…..	……	…..

§ § WDV means written down value.

§ § SLM means straight-line method.

Notes

1. “Buildings” include roads, bridges, culverts, wells and tube-wells.

2. “Factory buildings” does not include offices, godowns, officers’ and employees’ quarters, roads, bridges, culverts, wells and tube-wells.

3. “Speed boat” means a motor boat driven by a high speed internal combustion engine capable of propelling the boat at a speed exceeding 24 kilometres per hour in still water and so designed that when running at a speed it will plane, i.e., its bow will rise from the water.

4. Where, during any financial year, any addition has been made to any asset, or where any asset has been sold, discarded, demolished or destroyed, the depreciation on such assets shall be calculated on a pro rata basis from the date of such addition or, as the case may be, up to the date on which such asset has been sold, discarded, demolished or destroyed.

5. The following information should also be disclosed in the accounts:

(i) Depreciation methods used; and

(ii) Depreciation rates or the useful lives of the assets, if they are different from the principal rates specified in the Schedule.

6. The calculations of the extra depreciation for double shift working and for triple shift working shall be made separately in the proportion which the number of days for which the concern worked double shift or triple shift, as the case may be, bears to the normal number of working days during the year. For this purpose, the normal number of working days during the year shall be deemed to be—

(a) in the case of a seasonal factory or concern, the number of days on which the factory or concern actually worked during the year or 180 days, whichever is greater;

(b) in any other case, the number of days on which the factory or concern actually worked during the year or 240 days, which-ever is greater.

The extra shift depreciation shall not be charged in respect of any item of machinery or plant which has been specifically, excepted by inscription of the letters “NESD” (meaning “no extra shift depreciation”) against it in sub-items above and also in respect of the following items of machinery and plant to which the general rate of depreciation of [13.91] per cent applies—

(1) Accounting machines.

(2) Air-conditioning machinery including room air-conditioners.

(3) Building contractor’s machinery.

(4) Calculating machines.

(5) Electrical machinery—switchgear and instruments, transformers and other stationary plant and wiring and fitting of electric light and fan installations.

(6) Hydraulic works, pipelines and sluices.

(7) Locomotives, rolling stocks, tramways and railways used by concerns, excluding railway concerns.

(8) Mineral oil concerns—field operations:

(a) [* * *]

(b) Prime movers

(d) Storage tanks (above ground)

(e) Pipelines (above ground)

(f) Jetties and dry docks

(9) Mineral oil concerns—field operations (distribution)—kerbside pumps, including underground tanks and fittings.

(10) Mineral oil concerns—refineries:

(a) [* * *]

(b) Prime movers

[(d) LPG Plant]

(11) Mines and quarries:

(a) Surface and underground machinery (other than electrical machinery and portable underground machinery)

(b) Head-gears

(d) [* * *]

(e) Shafts and inclines

(f) Tramways on the surface

(12) Neo-post franking machines.

(13) Office machinery.

(14) Overhead cables and wires.

(15) Railway sidings.

(16) Refrigeration plant containers, etc. (other than racks).

(17) Ropeway structures:

(a) Trestle and station steel work.

(b) Driving and tension gearing.

(18) Salt works—Reservoirs, condensers, salt pans, delivery channels and piers if constructed of masonry, concrete, cement, asphalt or similar materials; barges and floating plant; piers, quays and jetties; and pipelines for conveying brine if constructed of masonry, concrete, cement, asphalt or similar materials.

(19) Surgical instruments.

(20) Tramways electric and tramways run by internal combustion engines—permanent way : cars—car trucks, car bodies, electrical equipment and motors; tram cars including engines and gears.

(21) Typewriters.

(22) Weighing machines.

(23) Wireless apparatus and gear, wireless appliances and accessories.]

(24) [* * *]

[7. Continuous process plant’ means a plant which is required and designed to operate 24 hours a day.

8. Notwithstanding anything mentioned in this Schedule, depreciation on assets, whose actual cost does not exceed five thousand rupees, shall be provided depreciation at the rate of hundred per cent:]

[Provided that where the aggregate actual cost of individual items of plant and machinery costing Rs. 5,000 or less constitutes more than 10 per cent of the total actual cost of plant and machinery, rates of depreciation applicable to such items shall be the rates as specified in Item II of the Schedule.]

[Schedule XV

[See section 108B(2)(b)]

1. Arms and ammunition and allied items of defence equipment, defence aircrafts and warships.

2. Atomic energy.

3. [***]

4. [***]

5. [***]

6. [***]

7. Minerals specified in the Schedule to the Atomic Energy (Control of Production and Use) Order, 1953.

8. Railway transport.]

Appendix one

Old provisions of companies act

referred to in division one

Affected section/schedule on which footnote appears		Text of old provisions
(1)		(2)
Section 2(9)	(9)	“branch office” means any establishment described as a branch by the company, not being an establishment specified in an order passed by the Central Government in pursuance of section 8;
Section 2(11)	(11)	“the Court” means with respect to any matter relating to a company, the Court having jurisdiction under this Act with respect to that matter in relation to that company, as provided in section 10;
Section 2(18A)	(18A)	“group” means a group of two or more individuals, associations, firms or bodies corporate, or any combination thereof, which exercises or is in a position to exercise, or has the object of exercising, control over any body corporate, firm or trust.
		Explanation: If any question arises as to whether two or more individuals, associations, firms, or bodies corporate, or any combination thereof, constitute, or fall within, a “group”, the Company Law Board shall after giving such individuals, associations, firms or bodies corporate, or any combination thereof, a reasonable opportunity of being heard, decide the same;
Section 2(45)	(45)	[“secretary” means [any individual poss-essing the prescribed qualifications] appointed to perform the duties which may be performed by a secretary under this Act and any other [ministerial or administrative duties]];
Section 5	Meaning of “Officer who is in default”.—For the purpose of any provision in this Act which enacts that an officer of the company who is in default shall be liable to any punishment or penalty, whether by way of imprisonment, fine or otherwise, the expression “officer who is in default” means any officer of the company who is knowingly guilty of the default, non-compliance, failure, refusal or contravention mentioned in that provision, or who knowingly and wilfully authorises or permits such default, non-compliance, failure, refusal or contravention.
Section 6	Meaning of “relative”.—Two persons shall be deemed to be “relatives” if, and only if, they are husband and wife, or the one or the spouse of the one is related to the other or the spouse of the other, whether by legitimate or illegitimate descent or by adoption and whether by full blood or by half blood, in any of the following ways, namely :—
	(i) as parent and child,
	(ii) as grand-parent and grand-child;
	(iii) as brothers or sisters, or as brother and sister;
	(iv) as uncle or aunt and nephew or niece;
	(v) as first cousins, that is to say, as persons having a common grand-parent, provided the cousins are members of a Hindu joint family whether governed by the Mitakshara, the Dayabhaga, the Marumakkattayam, the Aliyasanthana or any other system of law.
Section 10E(1)	(1) As soon as may be after the commencement of the Companies (Amendment) Act, 1963, the Central Government shall, by notification in the Official Gazette, constitute a Board to be called the Board of Company Law Administration to exercise and discharge such powers and functions conferred on the Central Government by or under this Act or any other law as may be delegated to it by that Government.
Section 10E(4A)	[(4A) The Board, with the previous approval of the Central Government, may, by order in writing, authorize the chairman or any of its other members or its principal officer (whether known as secretary or by any other name) to exercise and discharge, subject to such conditions and limitations, if any, as may be specified in the order, such of its powers and functions as it may think fit; and every order made or act done in the exercise of such powers or discharge of such functions shall be deemed to be the order or act, as the case may be, of the Board.]
Section 10E(5) & (6)	(5) The procedure of the Company Law Board shall be such as may be prescribed.
	(6) In the exercise of its powers and discharge of its functions, the Company Law Board shall be subject to the control of the Central Government.
Section 13(1)(c)	(c) The objects of the company, and, except in the case of trading corporations, the State or States to whose territories the objects extend.
Section 17	Special resolution and confirmation by Company Law Board required for alteration of memorandum.—(1) A company may, by special resolution, alter the provisions of its memorandum so as to change the place of its registered office from one State to another, or with respect to the objects of the company so far as may be required to enable it—
	(a) to carry on its business more economically or more efficiently;
	(b) to attain its main purpose by new or improved means;
	(c) to enlarge or change the local area of its operations;
	(d) to carry on some business which under existing circumstances may conveniently or advantageously be combined with the business of the company;
	(e) to restrict or abandon any of the objects specified in the memorandum;
	(f) to sell or dispose of the whole, or any part, of the undertaking, or of any of the undertakings, of the company; or
	(g) to amalgamate with any other company or body of persons.
	(2) The alteration of the provisions of memorandum relating to the change of the place of its registered office from one State to another shall not take effect unless it is confirmed by the Company Law Board on petition.
	(3) Before confirming the alteration, the Company Law Board must be satisfied—
	(a) that sufficient notice has been given to every holder of the debentures of the company, and to every other person or class of persons whose interests will, in the opinion of the Company Law Board be affected by the alteration; and
	(b) that, with respect to every creditor who, in the opinion of the Company Law Board, is entitled to object to the alteration, and who signifies his objection in the manner directed by the Company Law Board, either his consent to the alteration has been obtained or his debt or claim has been discharged or has determined, or has been secured to the satisfaction of the Company Law Board.
	Provided that the Company Law Board may, in the case of any person or class of persons, for special reasons, dispense with the notice required by clause (a).
	(4) the Company Law Board shall cause notice of the petition for confirmation of the alteration to be served on the Registrar who shall also be given a reasonable opportunity to appear before the Company Law Board and state his objections and suggestions, if any, with respect to the confirmation of the alteration.
	(5) The Company Law Board may make an order confirming the alteration on such terms and conditions, if any, as it thinks fit, and may make such order as to costs as it thinks proper.
	(6) The Company Law Board shall, in exercising its powers under this section, have regard to the rights and interests of the members of the company and of every class of them, as well as to the rights and interests of the creditors of the company and of every class of them.
	(7) The Company Law Board may, if it thinks fit, adjourn the proceedings in order that an arrangement may be made to the satisfaction of the Company Law Board for the purchase of the interests of dissentient members; and may give such directions and make such orders as it thinks fit for facilitating, or carrying into effect, any such arrangement:
	Provided that no part of the capital of the company may be expended in any such purchase.
Section 18(1)	(1) A certified copy of the order confirming the alteration, together with a printed copy of the memorandum as altered, shall, within three months from the date of the order, be filed by the company with the Registrar, and he shall register the same, and shall certify the registration under his hand.
Section 19(2)	(2) If the registration is not effected within three months next after the date of the order of the Court confirming the alteration, or within such further time as may be allowed by the Court under sub-section (4) of section 18, such alteration and order and all proceedings connected therewith shall at the expiry of such period of three months or of such further time, as the case may be, become void :
	Provided that the Court may, on sufficient cause shown, revive the order on application made within a further period of one month.
Section 25(6)	(6) The body to which a licence is so granted shall be exempt from the provisions of this Act relating to—
	(a) the use of the word “Limited” or the words “Private Limited” as any part of its name,
	(b) the publishing of its name,
	(c) if the Central Government so directs and to the extent specified in the direction, the obligation laid on the company to send lists of its members to the Registrar, and
	(d) if the Central Government so directs and to the extent specified in the direction, the obligations laid on the company by section 303.
Section 25(8)	(8) Where a body in respect of which a licence under this section is in force alters the provisions of its memorandum with respect to its objects, the Central Government may—
	(a) revoke the licence if it sees fit to do so, or
	(b) vary the licence by making it subject to such conditions and regulations as the Central Government thinks fit, in lieu of, or in addition to, the conditions and regulations, if any, to which the licence was formerly subject.
Section 33(1)(c)	(c) the agreement, if any, which the company proposes to enter into with any individual, firm or body corporate to be appointed as its managing agent, or with any firm or body corporate to be appointed as its secretaries and treasurers.
Proviso to section 38	Provided that this section shall not apply in any case where the member agrees in writing either before or after a particular alteration is made, to be bound by the alteration.
Section 43A(6) and (7)	(6) Nothing in this section shall apply—
	(a) to a private company of which the entire paid-up share capital is held by another single private company or by one or more bodies corporate incorporated outside India; or
	[(aa) to a private company in which shares are held by one or more bodies corporate incorporated outside India, which or each of which, if incorporated in India, would be a private company within the meaning of this Act, if the Central Government, on an application made to it in this behalf by that private company, by order so directs; or]
	(b) to any other private company if, but only if, each of the following conditions is satisfied, namely :—
	(i) that the body corporate or each of the bodies corporate holding shares in the private company is itself a private company (hereinafter in this section referred to as a share holding company),
	(ii) that no body corporate is the holder of any shares in any such shareholding company,
	(iii) that the total number of shareholders of the shareholding company, or as the case may be, of all the shareholding companies together with the individual shareholders [not including the persons referred to in sub-clause (b) of clause (iii) of sub-section (1) of section 3], if any, of the private company, does not exceed fifty.
	(7) Every shareholding company shall, as soon as may be, inform the private company referred to in clause (b) of sub-section (6) about every change in the membership of the shareholding company taking place by a change in the number of its individual shareholders or by any body corporate becoming the holder of any of its shares.
Section 43A(8)(b)	(b) that though since the aforesaid date one or more bodies corporate have held twenty-five per cent or more of its paid-up share capital, the provisions of this section do not apply to it because it is a private company referred to in clause (a) or clause (b) of sub-section (6).
Section 60(3)	(3) The Registrar shall not register a prospectus,—
	(a) unless it is dated and the copy thereof signed in the manner required by this section and unless further it has endorsed thereon or attached thereto the documents (if any) specified as aforesaid; and
	(b) in case the prospectus names any person as the auditor, legal adviser, attorney, solicitor, banker or broker of the company or proposed company, unless also it is accompanied by the consent in writing of the person so named, to act in the capacity stated.
Section 69(4)	(4) All moneys received from applicants for shares shall be deposited and kept deposited in a Scheduled Bank until they are returned in accordance with the provisions of sub-section (5) or until the certificate to commence business is obtained under section 149.
	In the event of any contravention of the provisions of this sub-section, every promoter, director or other person who is knowingly responsible for such contravention shall be punishable with fine which may extend to five thousand rupees.
Section 73(1A)	(1A) Where a prospectus, whether issued generally or not, states that application has been or will be made for permission for the shares or debentures offered thereby to be dealt in on a recognised stock exchange, any allotment made on an application in pursuance of the prospectus, shall, whenever made, be void, if the permission has not been applied for before the tenth day after the first issue of the prospectus or, if the permission has not been granted before the expiry of four weeks from the date of the closing of the subscription lists or such longer period not exceeding seven weeks as may, within the said four weeks, be notified to the applicant for permission by or on behalf of the stock exchange.
Section 73(2), proviso	Provided that a director shall not be liable if he proves that the default in the repayment of the money was not due to any misconduct or negligence on his part.
Section 73(2A), proviso	Provided that a director shall not be liable if he proves that the default in the repayment of the money was not due to any misconduct or negligence on his part.
Section 73(5)	(5) For the purpose of this section it shall not be deemed that permission has not been granted if it is intimated that the application for permission though not at present granted, will be given further consideration.
Proviso to section 75(4)	Provided that, in case of default in filing with the Registrar any document required to be filed by this section within the time specified therein, the company, or any officer who is in default, may apply to the Court for relief, and the Court, if satisfied that the omission to file the document was accidental or due to inadvertence or that on other grounds it is just and equitable to grant relief, may make an order extending the time for the filing of the document for such period as the Court may think proper.
Section 81(3)	(3) This section shall not apply to a private company.
Proviso to section 81(3)	Provided that the terms of issue of such debentures or the terms of such loans include a term providing for such option and such term—
	(a) has been approved by a special resolution passed by the company in general meeting before the issue of the debentures or the raising of the loans; and also
	(b) either has been approved by the Central Government before the issue of the debentures or the raising of the loans, or is in conformity with the rules, if any, made by that Government in this behalf.
Section 90	Savings.—Nothing in sections 85 to 89 shall,—
	(a) in the case of any shares issued before the commencement of this Act, affect any voting rights attached to the shares save as otherwise provided in section 89, or any right attached to the shares as to dividend, capital or otherwise; or
	(b) apply to a private company, unless it is a subsidiary of a public company.
Section 106	Alteration of rights of holders of special classes of shares.—(1) In the case of a company the share capital of which is divided into different classes of shares, provision may be made by the memorandum or articles for authorising the variation of the rights attached to any class of shares in the company, subject to—
	(a) the consent of the holders of any specified proportion, not being less than three-fourths of the issued shares of that class, or
	(b) the sanction of a resolution passed at a separate meeting of the holders of those shares, and supported by the votes of the holders of any specified proportion, not being less than three-fourths of those shares.
	(2) Any provision in the memorandum or articles of a company in force immediately before the commencement of this Act which specifies for the purposes aforesaid any proportion which is less than three-fourths of the shareholders of the class concerned shall after such commencement, have effect as if a proportion of three-fourths had been specified therein instead.
Sub-sections (1A), (1B) and (1C) of section 108	(1A) Every instrument of transfer of shares—
	(a) shall be in the prescribed form and presented to the prescribed authority before it is signed by or on behalf of the transferor and the prescribed authority shall stamp or otherwise endorse thereon the date on which it is so presented, and
	(b) shall be delivered to the company,—
	(i) in the case of shares dealt in or quoted on a recognised stock exchange at any time before the date on which the register of members is closed in accordance with law for the first time after the date of such presentation,
	(ii) in any other case, within two months from the date of such presentation.
	(1B) Any instrument of transfer which is not in conformity with the provisions of sub-section (1A) shall not be accepted by a company—
	(a) in the case of shares dealt in or quoted on a recognised stock exchange, after the expiry of six months of the commencement of the Companies (Amendment) Act, 1965, or after the date on which the register of members is closed in accordance with law for the first time after such commencement, whichever is later;
	(b) in any other case after the expiry of six months of such commencement.
	(1C) The provisions of sub-section (1A) shall not apply to any shares deposited by any person with—
	(a) the State Bank of India;
	(b) any scheduled bank; or
	(c) such banking company (other than a scheduled bank) or financial institution as may be approved by the Central Government by notification in the Official Gazette, by way of security for the repayment of any loan advanced to, or for the performance of any obligation undertaken by, such person.

Section 108A	Restriction on the acquisition of shares.—(1) Except with the previous approval of the Central Government, no individual, group, constituent of a group, firm, body corporate, or bodies corporate under the same management, shall jointly or severally acquire or agree to acquire, whether in his or its own name or in the name of any other person, any equity shares in a public company, or a private company which is subsidiary of a public company, if the total nominal value of the equity shares intended to be so acquired exceeds, or would, together with the total nominal value of any equity share already held in the company by such individual, firm, group, constituent of a group, body corporate, or bodies corporate under the same management, exceeds twenty-five per cent of the paid-up equity share capital of such company.
	(2) Any person who acquires any share in contravention of the provisions of sub-section (1), shall be punishable with imprisonment for a term which may extend to three years, or with fine which may extend to five thousand rupees, or with both.
Section 108B	Restriction on the transfer.—(1) Every body corporate, or bodies corporate under the same management, holding whether singly or in the aggregate, ten per cent or more of the nominal value of the subscribed equity share capital of any other company, shall, before transferring one or more of such shares, give to the Central Government an intimation of its or their proposal to transfer such share, and every such intimation shall include a statement as to the particulars of the share proposed to be transferred, the name and address of the person to whom the share is proposed to be transferred, the shareholding, if any, of the proposed transferee in the concerned company and such other particulars as may be prescribed.
	(2) Where, on receipt of an intimation given under sub-section (1) or otherwise, the Central Government is satisfied that as a result of such transfer, a change in the composition of the Board of directors of the company is likely to take place and that such change would be prejudicial to the interests of the company or to be public interest, it may by order, direct that—
	(a) no such share shall be transferred to the proposed transferee :
	Provided that no such order shall preclude the body corporate or bodies corporate from intimating in accordance with the provisions of sub-section (1), to the Central Government its proposal to transfer the share to any other person, or
	(b) where such share is held in a company engaged in any industry specified in Schedule XIII, such share shall be transferred to the Central Government or to such corporation owned or controlled by that Government as may be specified in the direction.
	(3) Where a direction is made by the Central Government under clause (b) of sub-section (2), the share referred to in such direction shall stand transferred to the Central Government or the corporation specified therein, and the Central Government or the specified corporation, as the case may be, shall pay, in cash, to the body corporate or bodies corporate from which such share stands transferred, an amount equal to the market value of such share, within the time specified in sub-section (4).
	Explanation : In this sub-section, “market value” means, in the case of a share which is quoted on any recognised stock exchange, the value quoted at such stock exchange on the date on which the direction is made, and in any other case, such value as may be mutually agreed upon between the holder of the share and the Central Government or the specified corporation, as the case may be, or in the absence of such agreement, as may be determined by the Court.
	(4) The market value referred to in sub-section (3) shall be given forthwith, where there is no dispute as to such value or where such value has been mutually agreed upon, but where there is a dispute as to the market value, such value as estimated by the Central Government or the corporation, as the case may be, shall be given forthwith and the balance, if any, shall be given within thirty days from the date when the market value is determined by the Court.
	(5) If the Central Government does not make any direction under sub-section (2) within sixty days from the date of receipt by it of the intimation, given under sub-section (1), the provisions contained in sub-section (2) with regard to the transfer of such share shall not apply.
	(6) (a) Every body corporate which makes any transfer of shares in contravention of the provisions of this section, shall be punishable with fine which may extend to five thousand rupees.
	(b) Where any contravention of this section has been made by a company, every officer of the company who is in default shall be punishable with imprisonment for a term which may extend to three years.
Section 108C	Restriction on the transfer of shares of foreign companies.—(1) Nobody corporate, or bodies corporate under the same management, which holds, or hold in the aggregate, ten per cent or more of the nominal value of the equity share capital of a foreign company, having an established place of business in India, shall transfer any share in such foreign company to any citizen of India or anybody corporate incorporated in India except with the previous approval of the Central Government and such previous approval shall not be refused unless the Central Government is satisfied that such transfer would be prejudicial to the public interest.
	(2) (a) Everybody corporate which makes any transfer of shares in contravention of the provisions of this section, shall be punishable with fine which may extend to five thousand rupees.
	(b) Where any contravention of this section has been made by a company, every officer of the company who is in default shall be punishable with imprisonment for a term which may extend to three years.
Section 108D	Power of Central Government to direct companies not to give effect to the transfer.—(1) Where the Central Government is satisfied that as a result of the transfer of any share or block of shares of a company, a change in the controlling interest of the company is likely to take place and that such change is prejudicial to the interests of the company or to the public interest, that Government may direct the company not to give effect to the transfer of any such share or block of shares and—
	(a) where the transfer of such share or block of shares has already been registered, not to permit the transferee or any nominee or proxy of the transferee to exercise any voting or other rights attaching to such share or block of shares.
	(b) where the transfer of such share or block of shares has not been registered, not to permit any nominee or proxy of the transferor to exercise any voting or other rights attaching to such share or block of shares.
	(2) Where any direction is made by the Central Government under sub-section (1), the share or the block of shares referred to therein shall stand re-transferred to the person from whom it was acquired and thereupon the amount paid by the transferee for the acquisition of such share or block of shares shall be refunded to him by the person from whom such share or block of shares was acquired by such transferee.
	(3) If the refund referred to in sub-section (2) is not made within a period of thirty days from the date of the direction referred to in sub-section (1), the Central Government shall, on the application of the person entitled to get the refund, direct, by order, the refund of such amount and such order may be enforced as if it were a decree made by a Civil Court.
	(4) The person to whom any share or block of shares stand re-transferred under sub-section (2) shall, on making refund under sub-section (2), or sub-section (3) be eligible to exercise voting or other rights attaching to such share or block of shares.
Section 108E	Time within which refusal to be communicated.—Every request made to the Central Government for according its approval to the proposal for the acquisition of any share referred to in section 108A or the transfer of any share referred to in section 108C shall be presumed to have been granted unless, within a period of sixty days from the date of receipt of such request, the Central Government communicates to the person by whom the request was made, that the approval prayed for cannot be granted.
Section 108F	Penalty for contravention of section 108A, 108B or 108C.—(1) Every person who exercises any voting or other right in relation to any share acquired in contravention of the provisions of section 108A, section 108B or section 108C shall be punishable with imprisonment for a term which may extend to five years and shall also be liable to fine.
	(2) If any company gives effect to any voting or other right exercised in relation to any share acquired in contravention of the provisions of section 108A, section 108B or section 108C, the company and every officer of the company who is in default shall be punishable with fine which may extend to five thousand rupees, or with imprisonment for a term which may extend to three years, or with both.
Section 108G	[Nothing in sections 108A to 108D to apply to Government companies, etc.—Nothing contained in section 108A, section 108B, section 108C or section 108D shall apply to the transfer of any share to, or by,—
	(a) any company in which not less than fifty-one per cent of the share capital is held by the Central Government;
	(b) any corporation (not being a company) established by or under any Central Act;
	(c) any public financial institution specified by or under section 4A.]
Section 108H	[Construction of references to “shares” or “share capital” in sections 108A to 108D.—References in sections 108A, 108B, 108C and 108D to shares or share capital as the case may be, shall be construed as references to shares or share capital respectively, of a body corporate owning any undertaking to which the provisions of Part A of Chapter III of the Monopolies and Restrictive Trade Practices Act, 1969 (54 of 1969), apply [and, any reference in sections 108A, 108B and 108C to “same management” shall be construed as a reference to “same management” as defined in clause (g) of section 2 of the Monopolies and Restrictive Trade Practices Act, 1969 (54 of 1969).]
Section 111	Power to refuse registration and appeal against refusal.—(1) Nothing in sections 108, 109 and 110 shall prejudice any power of the company under its articles to refuse to register the transfer of, or the transmission by operation of law of the right to, any shares or interest of a member in, or debentures of, the company.
	(2) If a company refuses, whether in pursuance of any power under its articles or otherwise,] to register any such transfer or transmission of right, it shall, within two months from the date on which the instrument of transfer, or the intimation of such transmission, as the case may be, was delivered to the company, send notice of the refusal to the transferee and the transferor or to the person giving intimation of such transmission, as the case may be.
	If default is made in complying with this sub-section, the company, and every officer of the company who is in default, shall be punishable with fine which may extend to fifty rupees for every day during which the default continues.
	(3) The transferor or transferee, or the person who gave intimation of the transmission by operation of law, as the case may be, may, where the company is a public company or a private company which is a subsidiary of a public company, appeal to the [Central Government] against any refusal of the company to register the transfer or transmission, or against any failure on its part, within the period referred to in sub-section (2), either to register the transfer or transmission or to send notice of its refusal to register the same.
	(4) An appeal to the [Central Government] under sub-section (3) shall be made—
	(a) in case the appeal is against the refusal to register a transfer or transmission, within two months of the receipt by him of the notice of refusal; and
	(b) in case the appeal is against the failure referred to in sub-section (3), within two months from the expiry of the period referred to in sub-section (2).
	[(4A) Every appeal under sub-section (3) shall be made by a petition in writing and shall be accompanied by such fee not exceeding fifty rupees as may be prescribed by the Central Government.]
	(5) The [Central Government] shall, after causing reasonable notice to be given to the company and also to the transferor and the transferee or, as the case may require, to the person giving intimation of the transmission by operation of law and the previous owner, if any, and giving them a reasonable opportunity to make their representations, if any, in writing, by order, direct either that the transfer or transmission shall be registered by the company or that it need not be registered by it; and in the former case, the company shall give effect to the decision [within ten days of the receipt of the order].
	[(5A) Before making an order under sub-section (5) on an appeal against any refusal of the company to register any transfer or transmission, the [Central Government] may require the company to disclose to it the reasons for such refusal, and on the failure or refusal of the company to disclose such reasons, [that Government] may, notwithstanding anything contained in the articles of the company presume that the disclosure, if made, would be unfavourable to the company.]
	(6) The [Central Government] may, in its order aforesaid, give such incidental and consequential directions as to the payment of costs or otherwise as it thinks fit.
	(7) All proceedings in appeals under sub-section (3) or in relation thereto shall be confidential, and no suit, prosecution or other legal proceeding shall lie in respect of any allegation made in such proceedings, whether orally or otherwise.
	(8) In the case of a private company which is not a subsidiary of a public company, where the right to any shares or interest of a member in, or debentures of, the company, is transmitted by a sale thereof held by a Court or other public authority, the provisions of sub-sections (3) to (7) shall apply as if the company were a public company :
	Provided that the [Central Government] may, in lieu of an order under sub-section (5), pass an order directing the company to register the transmission on the right unless any member or members of the company specified in the order acquire the right aforesaid within such time as may be allowed for the purpose by the order, on payment to the purchaser of the price paid by him therefore or such other sum as the [Central Government] may determine to be a reasonable compensation for the right in all the circumstances of the case.
	[(9) If default is made in giving effect to the order of the [Central Government] within the period specified in sub-section (5) or to a direction of [that Government] given under the proviso to sub-section (8), the company and every officer of the company who is in default, shall be punishable with fine which may extend to one thousand rupees, and with a further fine which may extend to one hundred rupees for every day after the first during which the default continues.]
Section 125(1), proviso	[Provided that the Registrar may allow the particulars and instrument or copy as aforesaid to be filed within seven days next following the expiry of the said period of [thirty] days if the company satisfies the Registrar that it had sufficient cause for not filing the particulars and instrument or copy within that period.]
Section 130(1) & (2)	(1) The Registrar shall keep, with respect to each company, a register in the prescribed form of all the charges requiring registration under this Part, and shall, on payment of the prescribed fee, enter in the register, with respect to every such charge, the following particulars:—
	(a) in the case of a charge to the benefit of which the holders of a series of debentures are entitled, such particulars as are specified in sections 128 and 129;
	(b) in the case of any other charge—
	(i) if the charge is a charge created by the company, the date of its creation; and if the charge was a charge existing on property acquired by the company, the date of acquisition of the property ;
	(ii) the amount secured by the charge;
	(iii) short particulars of the property charged; and
	(iv) the persons entitled to the charge.
	(2) After making the entry required by sub-section (1), the Registrar shall return the instrument, if any, or the verified copy thereof, as the case may be, filed in accordance with the provisions of this Part, to the person filing the same.
Section 141(1)	(1) The Court, on being satisfied—
	(a) that the omission to register a charge within the time required by this Part, or that the omission or misstatement of any particular with respect to any such charge or any memorandum of satisfaction or other entry made in pursuance of section 138 or 139, was accidental, or due to inadvertence, or to some other sufficient cause, or is not of a nature to prejudice the position of creditors or shareholders of the company; or
	(b) that on other grounds it is just and equitable to grant relief;
	may, on the application of the company or any person interested and on such terms and conditions as seem to the Court just and expedient, order that the time for the registration shall be extended or, as the case may require, that the omission or misstatement shall be rectified.
Section 149(8)	(8) The provisions of this section, insofar as they do not relate to shares, shall also apply to a company limited by guarantee and not having a share capital.
Section 155	Power of Court to rectify register of members.—(1) If—
	[(a) the name of any person—
	(i) is without sufficient cause, entered in the register of members of a company, or
	(ii) after having been entered in the register, is without sufficient cause, omitted therefrom; or]
	(b) default is made, or unnecessary delay takes place, in entering on the register the fact of any person having become, or ceased to be, a member;
	the person aggrieved, or any member of the company, or the company, may apply to the Court for rectification of the register.
	(2) The Court may either reject the application or order rectification of the register; and in the latter case, may direct the company to pay the damages, if any, sustained by any party aggrieved.
	In either case, the Court in its discretion may make such order as to costs as it thinks fit.
	(3) On an application under this section, the Court—
	(a) may decide any question relating to the title of any person who is a party to the application to have his name entered in or omitted from the register, whether the question arises between members or alleged members, or between members or alleged members on the one hand and the company on the other hand; and
	(b) generally, may decide any question which it is necessary or expedient to decide in connection with the application for rectification.
	(4) From any order passed by the Court on the application, or on any issue raised therein and tried separately, an appeal shall lie on the grounds mentioned in section 100 of the Code of Civil Procedure, 1908 (5 of 1908)—
	(a) if the order be passed by a District Court, to the High Court;
	(b) if the order be passed by a Single Judge of a High Court consisting of three or more Judges, to a Bench of that High Court.
	[(5) The provisions of sub-sections (1) to (4) shall apply in relation to the rectification of the register of debenture holders as they apply in relation to the rectification of the register of members.]
Section 156	Notice to Registrar of rectification of register.—In the case of a company required by this Act to file a list of its members [and a list of its debenture holders] with the Registrar, the [Court], when making an order for rectification of the register shall by its order, direct notice of the rectification to be filed [by the company] with the Registrar within [thirty] days from the date of the making of the order.
	[Explanation : In computing the period of [thirty] days prescribed under this section, the time taken in drawing up the order of the [Court] and in obtaining a copy of that order shall be excluded.]
Clause (ii) of proviso to section 163(1)	(ii) the purport of the proposed special resolution has been advertised in advance for three consecutive days in at least two newspapers circulating in the neighbourhood of the registered office of the company, and
Section 166(1)	(1)(a) Every company shall, in addition to any other meetings, hold a general meeting which shall be styled its annual general meeting at the intervals, and in accordance with the provisions, specified below.
	(b) The first annual general meeting shall be held by a company within eighteen months of its incorporation.
	(c) The next annual general meeting of the company shall be held by it within nine months after the expiry of the financial year in which the first annual general meeting was held; and there-after an annual general meeting shall be held by the company within nine months after the expiry of each financial year :
	Provided that the Registrar may, for any special reason extend the time within which any annual general meeting (not being the first annual general meeting) shall be held, by a further period not exceeding six months.
	(d) Except in the case referred to in the foregoing proviso, not more than fifteen months shall elapse between the date of one annual general meeting and that of the next.
Section 176(3)	(3) Any provision contained in the articles of a public company, or of a private company which is a subsidiary of a public company, shall be void, in so far as it would have the effect of requiring the instrument appointing a proxy, or any other document necessary to show the validity of or otherwise relating to the appointment of a proxy, to be received by the company or any other person more than forty-eight hours before the meeting in order that the appointment may be effective thereat.
Section 179(1)(a) to (d)	(a) in the case of a public company, by at least five members having the right to vote on the resolution and present in person or by proxy,
	(b) in the case of a private company, by one member having the right to vote on the resolution and present in person or by proxy if not more than seven such members are personally present, and by two such members present in person or by proxy if more than seven such members are personally present,
	(c) by any member or members present in person or by proxy and having not less than one-tenth of the total voting power in respect of the resolution, or
	(d) by any member or members present in person or by proxy and holding shares in the company conferring a right to vote on the resolution, being shares on which an aggregate sum has been paid-up which is not less than one-tenth of the total sum paid-up on all the shares conferring that right.
Section 190(2)/(3)	(2) The company shall give its members notice of any such resolution at the same time and in the same manner as it gives notice of the meeting, or if that is not practicable, shall give them notice thereof, either by advertisement in a newspaper having an appropriate circulation or in any other mode allowed by the articles, not less than twenty-one days before the meeting.
	(3) If, after notice of the intention to move such a resolution has been given to the company, a meeting is called for a date twenty-eight days or less after the notice has been given, then notwithstanding anything contained in sub-sections (1) and (2), the notice, though not given within the time required by this section, shall be deemed to have been properly given for the purposes thereof.
Section 193(1)	(1) Every company shall cause minutes of all proceedings of general meetings, and of all proceedings at meetings of its Board of directors or of committees of the Board, to be entered in books kept for that purpose.
Section 194	Minutes to be evidence.—Any such minute, if purporting to be signed by the chairman of the meeting at which the proceedings took place or by the chairman of the next succeeding meeting, shall be evidence of the proceedings.
Section 198	Overall maximum managerial remuneration and minimum managerial remuneration in the absence or inadequacy of profits.—(1) Save as otherwise expressly provided in this Act, in the case of a public company or a private company which is a subsidiary of a public company, the total remuneration payable by the company to its directors, its managing agent or secretaries and treasurers, if any, its manager, if any, shall not exceed eleven per cent of the net profit of the company, computed in the manner laid down in sections 349, 350 and 351, except that the remuneration of the directors shall not be deducted from the gross profits.
	(2) The percentage aforesaid shall be exclusive of any fees payable to directors for meetings of the Board attended by them.
	(3) Nothing contained in sub-sections (1) and (2) shall be deemed—
	(a) to prohibit the payment of a monthly remuneration to directors in accordance with the provisions of section 309 or to a manager in accordance with the provisions of section 387; or
	(b) to affect the operation of section 352, 353, 354, 356, 357, 358, 359 or 360.
	(4) Notwithstanding anything contained in sub-sections (1) to (3), if in any financial year, a company has no profits or its profits are inadequate, the company may pay to any director or directors including managing or whole-time directors, if any, its managing agent or secretaries and treasurers, if any, and its manager, if any, or if there are two or more of them holding office in the company, to all of them together, by way of minimum remuneration, such sum not exceeding fifty thousand rupees per annum as it considers reasonable :
	Provided that where a monthly payment is being made or is proposed to be made to any managing or whole-time director or directors and the manager or to any one or more of them and the Central Government is satisfied that for the efficient conduct of the business of the company, the minimum remuneration of fifty thousand rupees per annum is or will be insufficient, the Central Government may, by order, sanction an increase in the minimum remuneration to such sum, for such period, and subject to such conditions, if any, as may be specified in the order.
Section 198(4)	(4) Notwithstanding anything contained in sub-sections (1) to (3), if in any financial year, a company has no profits or its profits are inadequate, the company may, subject to the approval of the Central Government, unless such approval has been obtained under any other provision of this Act, pay to its directors (including any managing or whole-time director) [its managing agent, secretaries and treasurers,] or manager, or if there are two or more of them holding office in the company, to all of them together by way of minimum remuneration, such sum not exceeding fifty thousand rupees per annum [exclusive of any fees payable to directors under sub-section (2) of section 309] as it considers reasonable :
	Provided that where a monthly payment is being made or is proposed to be made to any managing or whole-time director or the manager or to any one or more of them and the Central Government is satisfied that for the efficient conduct of the business of the company the minimum remuneration of fifty thousand rupees per annum is or will be sufficient, the Central Government may by order sanction an increase in the minimum remuneration to such sum, for such period and subject to such conditions, if any, as may be specified in the order.
Section 204(1)	(1) Save as provided in sub-section (2), no company shall, after the commencement of this Act, appoint or employ any firm or body corporate to or in any office or place of profit under the company, other than the office of managing agent or secretaries and treasurers, for a term exceeding five years at a time.
Section 205	Dividend to be paid only out of profits.—No dividend shall be declared or paid except out of the profits of the company or out of moneys provided by the Central or a State Government for the payment of the dividend in pursuance of a guarantee given by such Government.
	Explanation : Nothing in this section shall be deemed to affect in any manner the operation of section 208.
Section 209(1)	(1) Every company shall keep at its registered office or at such other place in India as the Board of directors thinks fit, proper books of account with respect to—
	(a) all sums of money received and expended by the company and the matters in respect of which the receipt and expenditure take place;
	(b) all sales and purchases of goods by the company; and
	(c) the assets and liabilities of the company.
Section 209(3)	(3) For the purposes of sub-sections (1) and (2), proper books of account shall not be deemed to be kept with respect to the matters specified therein, if there are not kept such books as are necessary to give a true and fair view of the state of the affairs of the company or branch office, as the case may be, and to explain its transactions.
Section 209(4)	(4) The books of account shall be open to inspection by any director during business hours.
Section 209(4)(b), (c) and (d)	(b) The books of account and other books and papers shall be open to inspection during business hours—
	(i) by the Registrar,
	(ii) by any officer of Government authorised by the Central Government in this behalf :
	Provided that such inspection may be made without giving any previous notice to the company or any officer thereof.
	(c) The Registrar or such officer may during the course of inspection—
	(i) make or cause to be made copies of the books of account and other books and papers,
	(ii) place or cause to be placed any marks of identification thereon in token of the inspection having been made.
	(d) In order to enable the Registrar or such officer to make an inspection of the books of account and other books and papers of the company, it shall be the duty of the company—
	(i) to produce to the Registrar or such officer such books of account and other books and papers of the company as the Registrar or such officer may require,
	(ii) otherwise to give to the Registrar or such officer all assistance in connection with the inspection which the company is reasonably able to give.
Section 210(3)(b)	(b) in the case of any subsequent annual general meeting of the company, to the period beginning with the day immediately after the period for which the account was last submitted and ending with a day which shall not precede the day of the meeting by more than nine months, or in cases where an extension of time has been granted for holding the meeting under the proviso to section 166(1)(c), by more than nine months and the extension so granted.
Section 211(1)	(1) Every balance sheet of a company shall give a true and fair view of the state of affairs of the company as at the end of the financial year and shall, subject to the provisions of this section, be in the Form set out in Part I of Schedule VI, or as near thereto as circumstances admit :
	Provided that nothing contained in this sub-section shall apply to any insurance of banking company, or to any other class of company for which a form of balance sheet has been specified in or under the Act governing such class of company.
Section 212(2)(a)	(a) The balance sheet referred to in clause (a) of sub-section (1) shall be made out, in accordance with the requirements of this Act, as at the end of the financial year of the subsidiary next before the day as at which the holding company’s balance sheet is made out.
Section 219(2)	(2) Any member or holder of debentures of a company, whether he is or is not entitled to have copies of the company’s balance sheet sent to him shall, on demand be entitled to be furnished without charge, and any person from whom the company has accepted a sum of money by way of deposit shall, on demand accompanied by the payment of a fee of one rupee, be entitled to be furnished, with a copy of the last balance sheet of the company and of every document required by law to be annexed or attached thereto, including the profit and loss account and the auditors’ report.
Section 220(1)(b)	(b) in the case of a private company, three copies of the balance sheet certified to be true copies by the company’s auditors and of the auditors’ report insofar as it relates to the balance sheet.
Section 224(1)	(1) Every company shall, at each annual general meeting, appoint an auditor or auditors to hold office from the conclusion of that meeting until the conclusion of the next annual general meeting.
Section 227(5)	(5) Where the company is one which is not required to disclose any matters by virtue of any provisions contained in this or in any other Act, if the balance sheet and the profit and loss account specify those provisions and if, in the opinion of the auditor and to the best of his information and according to the explanations given to him, they give the information required by this Act in the manner so required and, subject to the provisions aforesaid, give a true and fair view, in the case of the balance sheet, of the state of the company’s affairs as at the end of its financial year, and in the case of the profit and loss account, of the profit or loss for its financial year, the auditor’s report shall state that in his opinion and to the best of his information and according to the explanations given to him, the accounts of the company are properly drawn up so as to disclose the state of the company’s affairs as at the date of its balance sheet and its profit or loss for its financial year ending on that date, so far as is required by the provisions of this or any other Act applicable to the company.
Section 233B(2)	[(2) The auditor under this section shall be appointed by the Board of directors of the company with the previous approval of the Central Government.]
Section 234(4)(a) and (b)	(a) the company, and each such person, shall be punishable with fine which may extend to fifty rupees in respect of each offence; and
	(b) the Court may, on the application of the Registrar and after notice to the company, make an order on the company for production of such documents as, in the opinion of the Court, may reasonably be required by the Registrar for the purpose referred to in sub-section (1) and allow the Registrar inspection thereof on such terms and conditions as it thinks fit.
Section 234(5) and (6)	(5) On receipt of any document containing such information or explanation, the Registrar may annex it to the original document submitted to him; and any document so annexed shall be subject to the like provisions as to inspection, the taking of extracts, and the furnishing of copies, as the original document is subject.
	(6) If such information or explanation is not furnished within the specified time, or if after perusal of such information or explanation the Registrar is of opinion that the document in question discloses an unsatisfactory state of affairs, or that it does not disclose a full and fair statement of the matter to which it purports to relate, the Registrar shall report in writing the circumstances of the case to the Central Government.
Section 235	Investigation of affairs of company on application by members or report by Registrar.—The Central Government may appoint one or more competent person(s) as inspectors to investigate the affairs of any company and to report thereon in such manner as the Central Government may direct,—
	(a) in the case of a company having a share capital, on the application either of not less than two hundred members or of members holding not less than one-tenth of the total voting power therein;
	(b) in the case of a company not having a share capital, on the application of not less than one-fifth in number of the persons on the company’s register of members;
	(c) in the case of any company, on a report by the Registrar under sub-section (6) or subsection (7), read with sub-section (6), of section 234.
Section 239	Power of inspectors to carry investigation into affairs of related companies or of managing agent or associate.—(1) If an inspector appointed under section 235 or 237 to investigate the affairs of a company thinks it necessary for the purposes of his investigation to investigate also the affairs of—
	(a) any other body corporate which is, or has at any relevant time been, the company’s subsidiary or holding company, or a subsidiary of its holding company or a holding company of its subsidiary;
	(b) any other body corporate which is, or has at any relevant time been, managed—
	(i) by any person as managing agent or as secretaries and treasurers who is, or was at the relevant time, either the managing agent or the secretaries and treasurers of the company;
	(ii) by any person who is, or was at the relevant time, an associate of the managing agent or secretaries and treasurers of the company; or
	(iii) by any person of whom the managing agent or secretaries and treasurers of the company is, or was at the relevant time, an associate;
	(c) any other body corporate which is, or has at any relevant time been, managed by the company; or
	(d) any person who is, or has at any relevant time been, the company’s managing agent or secretaries and treasurers or an associate of such managing agent or secretaries and treasurers;
	the inspector shall, subject to the provisions of sub-section (2), have power so to do, and shall report on the affairs of the other body corporate or of the managing agent, secretaries and trea-surers or associate of the managing agent or secretaries and treasurers, so far as he thinks the results of his investigation thereof are relevant to the investigation of the affairs of the first-mentioned company.
	(2) In the case of any body corporate or person referred to in clauses (b)(ii), (b)(iii), (c), or (d) of sub-section (1), the inspector shall not exercise his power of investigating into, and reporting on, its or his affairs without first having obtained the prior approval of the Central Government thereto.
Sections 240(2), (3), (3A) and (4)	(2) An inspector may examine on oath any of the persons referred to in sub-section (1), in relation to the affairs of the company, other body corporate, managing agent, secretaries and treasurers or associate, as the case may be; and may administer an oath accordingly and for that purpose may require any of those persons to appear before him personally.
	(3) If any such person fails without reasonable cause or refuses—
	(a) to produce to an inspector any book or paper which it is his duty under sub-section (1) to produce; or
	(b) to appear before the inspector personally when required to do so under sub-section (2) or to answer any question which is put to him by the inspector in pursuance of that sub-section;
	the inspector may certify the failure or refusal under his hand to the Court and make an application to the Court to hold an enquiry into the case; and the Court may, thereupon, after taking such evidence, if any, as may be produced against or on behalf of the alleged offender and hearing his explanation, if any, make an order for the production by him before the inspector of all such books or papers within a date to be specified in the order or requiring such person to answer any question which may be put to him by the inspector.
	(3A) Any such person who disobeys an order of the Court under sub-section (3), shall be punishable with imprisonment for a term which may extend to six months, or with fine which may extend to two thousand rupees, or with both and also with a further fine which may extend to two hundred rupees for every day after the first during which the disobedience continues.
	(4) If an inspector thinks it necessary for the purpose of his investigation that a person whom he has no power to examine on oath should be so examined, he may apply to the Court and the Court may, if it sees fit, order that person to attend and be examined on oath before it on any matter relevant to the investigation, and on any such examination—
	(a) the inspector may take part therein either personally or by a legal practitioner;
	(b) the Court may put such questions to the person examined as the Court thinks fit;
	(c) the person examined shall answer all such questions as the Court may put or allow to be put to him, but may at his own cost employ a legal practitioner, who shall be at liberty to put to such person such questions as the Court may deem just for the purpose of enabling him to explain or qualify any answers given by him :
	Provided that, notwithstanding anything in clause (c), the Court may allow the person examined such costs as in its discretion it may think fit, and any costs so allowed shall be treated as part of the expenses of the investigation.

Section 245(1)(c)(i)	(i) any company, body corporate, managing agent, secretaries and treasurers or associate dealt with by the report, where the inspector was appointed under clause (a) or (b) of section 235 or clause (a) of section 237, shall be liable to reimburse the Central Government in respect of the whole of the expenses, unless, and except insofar as, the Central Government otherwise directs; and
Section 245(3)	(3) The report of an inspector appointed under clause (c) of section 235 or clause (b) of section 237, may if he thinks fit, and shall if the Central Government so directs, include a recommendation as to the directions, if any, which he thinks appropriate, in the light of his investigation, to be given under clause (c) of sub-section (1).
Section 250	Imposition of restrictions on shares or debentures—(1) Where in connection with an investigation under section 247, 248 or 249, it appears to the Central Government that there is difficulty in finding out the relevant facts about any shares (whether issued or to be issued), and that the difficulty is due wholly or mainly to the unwillingness of the persons concerned or any of them to assist the investigation as required by this Act, the Central Government may, by order, direct that the shares shall, until further order, be subject to the restrictions imposed by this section.
	(2) So long as any shares are directed to be subject to the restrictions imposed by this section,—
	(a) any transfer of those shares shall be void;
	(b) where those shares are to be issued, they shall not be issued; and any issue thereof or any transfer of the right to be issued therewith, shall be void;
	(c) no voting rights shall be exercisable in respect of those shares;
	(d) no further shares shall be issued in right of those shares or in pursuance of any offer made to the holder thereof; and any issue of such shares, or any transfer of the right to be issued therewith, shall be void; and
	(e) except in a liquidation, no payment shall be made of any sums due from the company on those shares, whether in respect of dividend, capital or otherwise.
	(3) Where the Central Government makes an order directing that any shares shall be subject to the said restrictions, or refuses to make an order directing that any shares shall cease to be subject thereto, any person aggrieved thereby may apply to the Court and the Court may, if it sees fit, direct that the shares shall cease to be subject to the said restrictions.
	(4) Any order (whether of the Central Government or of the Court), directing that any shares shall cease to be subject to the said restrictions, which is expressed to be made with a view to permitting a transfer of those shares, may continue the restrictions mentioned in clauses (d) and (e) of sub-section (2), either in whole or in part, so far as they relate to any right acquired, or offer made, before the transfer.
	(5) Any person who—
	(a) exercises, or purports to exercise, any right to dispose of any shares or of any right to be issued with any such shares, when to his knowledge, he is not entitled to do so, by reason of any of the said restrictions applicable to the case;
	(b) votes in respect of any such shares whether as holder or proxy, or appoints a proxy to vote in respect thereof, when, to his knowledge, he is not entitled to do so by reason of any of the said restrictions applicable to the case; or
	(c) being the holder of any such shares, fails to give notice of the fact of their being subject to the said restrictions to any person whom he does not know to be aware of that fact but whom he knows to be entitled, apart from such restrictions, to vote in respect of those shares, whether as holder or as proxy;
	shall be punishable with imprisonment for a term which may extend to six months, or with fine which may extend to five thousand rupees, or with both.
	(6) Where shares in any company are issued in contravention of such of the said restrictions as may be applicable to the case, the company, and every officer of the company who is in default, shall be punishable with fine which may extend to five thousand rupees.
	(7) A prosecution shall not be instituted under this section except by, or with the consent of, the Central Government.
	(8) This section shall apply in relation to debentures as it applied in relation to shares.
Section 250(3) and (4)	(3) Where a transfer of shares in a company has taken place and as a result thereof a change—
	(a) in the composition of the Board of directors, or
	(b) where the managing agent is an individual, of the managing agent, or
	(c) where the managing agent is a firm or a body corporate, in the constitution of the managing agent,
	of the company is likely to take place and the Central Government is of the opinion that any such change would be prejudicial to the public interest, that Government may, by order, direct that—
	(i) the voting rights in respect of those shares shall not be exercisable for such period not exceeding three years as may be specified in the order;
	(ii) no resolution passed or action taken to effect a change in the composition of the Board of directors or of, or in the constitution of, the managing agent before the date of the order shall have effect unless confirmed by the Central Government.
	(4) Where the Central Government has reasonable ground to believe that a transfer of shares in a company is likely to take place whereby a change—
	(a) in the composition of the Board of Directors, or
	(b) where the managing agent is an individual, of the managing agent, or
	(c) where the managing agent is a firm or a body corporate, in the constitution of the managing agent,
	of the company is likely to take place and the Central Government is of the opinion that any such change would be prejudicial to the public interest, that Government may by order direct that any transfer of shares in the company during such period not exceeding three years as may be specified in the order shall be void
Section 250(6) and (7)	(6) Where the Central Government makes an order under sub-section (1) or sub-section (3) or sub-section (4) or sub-section (5) or refuses to rescind any such order, any person aggrieved thereby may apply to the Court and the Court may, if it thinks fit, by order, vacate any such order of the Central Government :
	Provided that no order, whether interim or final, shall be made by the Court without giving the Central Government an opportunity of being heard.
	(7) Any order of the Central Government rescinding an order under sub-section (1), or any order of the Court vacating any such order, which is expressed to be made with a view to permitting a transfer of any shares, may continue the restrictions mentioned in clauses (d) and (e) of sub-section (2), either in whole or in part, so far as they relate to any right acquired, or offer made, before the transfer.
Section 256(5)	(5) Where a director is to retire at any annual general meeting both in virtue of sub-section (2) and in virtue of sub-section (2) of section 280, he shall be deemed, for the purposes of this section, to retire in virtue of sub-section (2) of this section.
Section 264	Consent of candidate for directorship to be filed with Registrar.—(1) A person who is not a retiring director shall not be capable of being appointed director of a company unless he has, by himself or by his agent authorised in writing, signed and filed with the Registrar, a consent in writing to act as such director.
	(2) Sub-section (1) shall not apply to a private company unless it is a subsidiary of a public company.
Section 264(2)	(2) A person other than a director re-appointed after retirement by rotation shall not act as a director of a company unless he has within thirty days of his appointment signed, and filed with the Registrar, his consent in writing to act as such director.
Section 266(4)	(4) On the application for registration of the memorandum and the articles, if any, of a company, the applicant shall file with the Registrar a list of the persons who have consented to be directors of the company; and, if this list contains the name of any person who has not so consented, the applicant shall be punishable with fine which may extend to five hundred rupees.
Section 269	[Appointment or re-appointment of managing or whole-time director to require Government approval in certain cases.— (1) In the case of a public company or a private company which is a subsidiary of a public company, whether such public company or private company is an existing company or not, the appointment of a person * * *] as a managing or whole-time director shall not have any effect unless approved by the Central Government :
	Provided that in the case of a public company, or a private company which is a subsidiary of a public company, incorporated after the commencement of the Companies (Amendment) Act, 1960, the appointment of a person as a managing or whole-time director [* * *] after such incorporation may be made without the approval of the Central Government but such appointment shall cease to have effect after the expiry of three months from the date of such incorporation unless the appointment has been approved by that Government.
	[Explanation : In this sub-section, and in sub-sections (3) and (5), “appointment” includes “re-appointment” and “whole-time director” includes “a director in the whole-time employment of the company.”]
	(2) Where a public company or a private company which is a subsidiary of a public company, is an existing company, the re-appointment of a person as a managing or whole-time director for the first time after the commencement of the Companies (Amendment) Act, 1960, shall not have any effect unless approved by the Central Government].
	[(3) The Central Government shall not accord its approval under sub-section (1) in any case, unless it is satisfied that—
	(a) it is in the interests of the company to have a managing or whole-time director,
	(b) the proposed managing or whole-time director of the company is, in its opinion, a fit and proper person to be appointed as such and that the appointment of such person as managing or whole-time director is not against the public interest, and
	(c) the terms and conditions of appointment of the proposed managing or whole-time director of the company are fair and reasonable.
	(4) While according its approval under sub-section (1), the Central Government may, if it is of opinion that in the interest of the company it is necessary so to do, accord approval to the appointment for a period lesser than the period for which the person is proposed to be appointed by the company.
	(5) If the appointment of a person as a managing or whole-time director is not approved by the Central Government, the person so appointed shall vacate his office as such managing or whole-time director on the date on which the decision of the Central Government communicated to the company, and if he omits or fails to do so, he shall be punishable with fine which may extend to five hundred rupees for every day during which he omits or fails to vacate such office.]
Section 271	Filing of declaration of share qualification by director.—Every director, not being a technical director or a director appointed by the Central or a State Government, shall within two months after his appointment, or in the case of a director holding office at the commencement of the Companies (Amendment) Act, 1960 within two months after such commencement, file with the Registrar a declaration specifying the qualification shares held by him.
Section 280	Age limit.—(1) Save as otherwise provided in section 281, a person shall not be capable of being appointed a director of a public company or of a private company which is a subsidiary of a public company, if he has attained the age of sixty-five years.
	(2) Save as aforesaid, a director of a public company or of a private company which is a subsidiary of a public company shall vacate his office at the conclusion of the annual general meeting commencing next after he attains the age of sixty-five years :
	Provided that this sub-section shall not apply to a director who is in office at the commencement of this Act so as to require the termination of the appointment then held by him before the conclusion of the third annual general meeting held after the commencement of this Act, but shall apply so as to terminate the appointment aforesaid at the conclusion of that meeting, if he had attained the age of sixty-five years before the commencement of the meeting :
	Provided further that where a person has been appointed as a director of a public company or of a private company which is a subsidiary of a public company, before he has attained the age of sixty-five years, he shall not be required to vacate his office within a period of three years after his appointment merely on the ground that he has attained that age within that period.
	(3) Where a person retires by virtue of sub-section (2), no provision for the automatic re-appointment of a director retiring by rotation in default of another appointment shall apply; and if at the meeting at the conclusion of which he retires, the vacancy is not filled, it may be filled as a casual vacancy under section 262.
Section 281	Age limit not to apply if company so resolves.—(1) Nothing in section 280 shall prevent the appointment of a director who has attained the age of sixty-five years or require a director to retire who has attained that age, if his appointment is or was made or approved by a resolution passed by the company in general meeting and specifically declaring that the age limit shall not apply to him.
	(2) Special notice shall be required of any such resolution; and unless such notice is given, the resolution shall be void.
	(3) Notice of any such resolution given to the company, and by the company to its members, must state or must have stated the age of the person to whom it relates.
Section 282	Duty of director to disclose age.—(1) Any person who is appointed, or to his knowledge is proposed to be appointed, director of a company at a time when he has attained the age of sixty-five years or such lower age, if any, as may be specified in the company’s articles in this behalf, shall give notice of his age to the company :
	Provided that this sub-section shall not apply in relation to a person’s re-appointment on the termination of his previous appointment as director of the company, if notice has been given as aforesaid in connection with, or at any time during the continuance of, such previous appointment or any appointment as director prior thereto.
	(2) Any person who—
	(a) fails to give notice of his age as required by sub-section (1); or
	(b) acts as director under any appointment which is invalid, or which has terminated, by reason of his age;
	shall be punishable with fine which may extend to fifty rupees for every day during which the failure continues or during which he continues to act as aforesaid, as the case may be.
	(3) For the purposes of clause (b) of sub-section (2), a person who has acted as director under an appointment which is invalid or has terminated, shall be deemed to have continued so to act throughout the period from the date of the invalid appointment or the date on which the appointment terminated, as the case may be, until the last day on which he acted thereunder.
Section 283(1)(e)	(e) if he is convicted by a Court in India of any offence and is sentenced in respect thereof to imprisonment for not less than six months;
Section 285	Board to meet once in every three months.—In the case of every company, a meeting of its Board of directors shall be held at least once in every three calendar months;
Proviso to section292(1)	Provided that the Board may, by a resolution passed at a meeting, delegate to any committee of directors, the managing director, the managing agent, secretaries and treasurers, or the manager of the company, or in the case of a banking company, also to a manager or other principal officer of a branch office of the company, the powers specified in clauses (c), (d) and (e), to the extent specified in sub-sections (2), (3) and (4), respectively.
Section 293A	Prohibition regarding making of political contributions.—(1) Notwithstanding anything contained in any other provision of this Act, neither a company in general meeting nor its Board of directors shall, after the commencement of the Companies (Amendment) Act, 1969, contribute any amount or amounts—
	(a) to any political party, or
	(b) for any political purpose to any individual or body.
	(2) If a company contravenes the provisions of sub-section (1), then—
	(i) the company shall be punishable with fine which may extend to five thousand rupees; and
	(ii) every officer of the company who is in default shall be punishable with imprisonment for a term which may extend to three years and shall also be liable to fine.
Section 294(1) & (2)	(1) After the commencement of this Act, the Board of directors of a company shall not appoint a sole selling agent for any area, except subject to the condition that the appointment shall cease to be valid if it is not approved by the company in general meeting within a period of six months from the date on which the appointment is made.
	(2) If the company in general meeting disapproves of the appointment, or does not approve of it within the period of six months aforesaid, it shall cease to be valid with effect from the date of such disapproval, or the expiry of the period of the six months aforesaid whichever is earlier.
Section 295(2)	(2) Sub-section (1) shall not apply to any loan made, guarantee given or security provided—
	(a) by a private company unless it is a subsidiary of a public company;
	(b) by a banking company;
	(c) by a holding company to its subsidiary; or
	(d) by a company which is the managing agent or secretaries and treasurers of another company to the latter.
Section 296	Saving regarding book-debts.—Nothing contained in section 295, shall apply to a book-debt which is required to be treated by virtue of the provision contained in that behalf in Schedule VI as a loan or an advance for the purpose of preparing the balance sheet of the company, unless the transaction represented by the book-debt was from its inception in the nature of a loan or an advance.
Section 297(2) to (5)	(2) Nothing contained in clause (a) of sub-section (1) shall affect any contract or contracts for the sale, purchase or supply of any goods, materials or services in which either the company, or the director, firm, partner or private company, as the case may be, regularly trades or does business, provided that the value of such goods and materials and the cost of such services do not exceed five thousand rupees in the aggregate in any calendar year comprised in the period of the contract or contracts.
	(3) The consent of the Board, required by sub-section (1) shall not be deemed to have been given within the meaning of that sub-section, unless the consent is accorded—
	(a) by a resolution passed at a meeting of the Board; and
	(b) before the contract is entered into, or within two months of the date on which it was entered into.
	(4) Where such consent is not accorded to the contract before it is entered into, anything done in pursuance of the contract shall, if such consent is ultimately not accorded, be voidable at the option of the Board.
	(5) Sub-sections (3) and (4) shall not apply to any case where consent has been accorded to the contract before the commencement of this Act
Section 301(1) to (3)	(1) A register shall be kept by every company, in which shall be entered particulars of all contracts or arrangements to which section 297 or 299 applies, including the following particulars, namely :—
	(a) the date of the contract or arrangement;
	(b) the names of the parties thereto;
	(c) the principal terms and conditions thereof;
	(d) the date on which it was placed before the Board;
	(e) the names of the directors voting for and against the contract or arrangement and the names of those remaining neutral.
	(2) Particulars of every such contract or arrangement shall be entered in the register aforesaid within three days of the meeting of the Board at which the contract or arrangement is approved; and the register shall be placed before the next meeting of the Board and shall then be signed by all the directors present at that meeting.
	(3) The register aforesaid shall also specify, in relation to each director of the company, the names of the bodies corporate and firms of which notice has been given by him under sub-section (3) of section 299.
Proviso to section 303(2)	Provided that the notification of any change in any of the particulars contained in the register shall be sent within twenty-eight days of the close of the year during which the change occurred.
Section 305	Duty of directors, etc., to make disclosure.—Every director [including a person deemed to be a director by virtue of the Explanation to sub-section (1) of section 303], managing director, managing agent, secretaries and treasurers, manager or secretary of any company, who is appointed to the office of director, managing director, managing agent, secretaries and treasurers, manager or secretary of any other body corporate shall, within twenty days of his appointment, disclose to the company aforesaid the particulars relating to the office in the other body corporate which are required to be specified under sub-section (1) of section 303; and if he fails to do so, he shall be punishable with fine which may extend to five hundred rupees.

Section 309(2) & (3)	(2) A director may receive remuneration either by way of a monthly payment, or by way of a fee for each meeting attended, or partly by the one way and partly by the other.
	(3) In lieu of or in addition to the remuneration specified in sub-section (2), remuneration may be paid to a director who is either in the whole-time employment of the company or a managing director, at a specified percentage of the net profits of the company :
	Provided that such percentage shall not exceed five for any one such director, or where there is more than one such director, ten for all of them together.
Section 309(4)	(4) In the case of a director who is neither in the whole-time employment of the company nor a managing director and whose remuneration does not include anything by way of a monthly payment, the company may, by special resolution, authorise the payment, to such director, or where there is more than one such director, to all of them together—
	(a) if the company has a managing or whole-time director, a managing agent or secretaries and treasurers, or a manager, of a commission not exceeding one per cent of the net profits of the company;
	(b) in any other case of a commission not exceeding three per cent of the net profits of the company:
	Provided that the company in general meeting may, with the approval of the Central Government, authorise the payment of commission at a rate exceeding one per cent, or as the case may be, three per cent of its net profits.
Section 313(2)	(2) An alternate director appointed under sub-section (1) shall vacate office if and when the original director returns to the State in which meetings of the Board are ordinarily held.
Section 314(1)	(1) Except with the previous consent of the company accorded by a special resolution, no director of a company, no partner or relative of such a director, no firm in which such a director or relative is a partner, no private company of which such a director is a director or member, and no director, managing agent, secretaries and treasurers, or manager of such a private company shall hold any office or place of profit, except that of managing director, managing agent, secretaries and treasurers, manager, legal or technical adviser, banker, or trustee for the holders of debentures of the company,—
	(a) under the company; or
	(b) under any subsidiary of the company, unless the remuneration received from such subsidiary in respect of such office or place is paid over to the company or its holding company.
Proviso to section 314(1)	Provided that where a relative of a director or a firm in which such a relative is a partner, is appointed to an office or place of profit under the company or a subsidiary thereof without the knowledge of the director, the consent of the company may be obtained within three months from the date of the appointment; and if such consent is not obtained within that period or is refused, the relative or the firm shall be deemed to have vacated his or its office or place on and from the date of expiry of that period and shall be liable to refund to the company any remuneration drawn by him or it for the period immediately preceding that date.
Section 314(1B) proviso	Provided that in a case where no office of profit could have been held in the company by a person if this section had been in force at the time when the appointment or re-appointment to such office of profit was made, the company shall, within a period of six months from the commencement of the Companies (Amendment) Act, 1974, obtain the approval of the company in general meeting and of the Central Government for the holding by such person, of the office of profit.
Section 314(2)	(2) If any office or place of profit under the company or a subsidiary thereof is held in contravention of the provisions of sub-section (1), the director concerned shall be deemed to have vacated his office as director with effect from the first day on which the contravention occurs; and shall also be liable to refund to the company any remuneration received, or the monetary equivalent of any perquisites or advantage enjoyed by him, in respect of such office or place of profit.
Section 315	Application of sections 316 and 317.—Sections 316 and 317 shall not apply to a private company, unless it is a subsidiary of a public company.
Section 349(4)(l)	(l) the loss (not including any loss of a capital nature) incurred in any year which begins at or after the commencement of this Act, in so far as it has not been taken into account in arriving at the net profits of that year or of any subsequent year preceding the year in respect of which the net profits have to be ascertained;
Section 350	Ascertainment of depreciation.—The amount of depreciation to be deducted in pursuance of clause (k) of sub-section (4) of section 349—
	(a) shall be the amount of normal depreciation allowable under the Indian Income-tax Act, 1922 (11 of 1922), for the financial year for which the net profits are to be computed;
	(b) shall not include any special, initial or other depreciation or any development rebate, whether allowable under that Act or otherwise;
	(c) shall not include any arrears of depreciation:
	Provided that arrears of depreciation may be taken into account in the first of the financial years referred to in section 348, insofar as these arrears have not been taken into account in arriving at the net profits of any financial year or years preceding the first financial year aforesaid.
Section 370(2)	(2) Nothing contained in sub-section (1) shall apply to any loan made, guarantee given or security provided—
	(a) by a holding company to its subsidiary; or
	(b) by the managing agent or secretaries and treasurers to any company under his or their management
Section 370(2)(a)(iii)	(iii) by a banking company in the ordinary course of its business,
Section 370(2)(b)(iii)	(iii) by a banking company in the ordinary course of its business,
Section 372	Purchase by company of shares, etc., of other companies in same group.—(1) A company (hereinafter in this section and section 373 referred to as “the investing company”) shall not be entitled to subscribe for, or purchase, the shares or debentures of any body corporate belonging to the same group as the investing company, except to the extent and except in accordance with the restrictions and conditions specified in this section.
	(2) The Board of directors of the investing company shall be entitled to invest in any shares or debentures of any other body corporate in the same group up to ten per cent of the subscribed capital of such other body corporate :
	Provided that the aggregate of the investments so made by the Board in all other bodies corporate in the same group shall not exceed twenty per cent of the subscribed capital of the investing company.
	(3) The investing company shall not make any investment in the shares or debentures of any other body corporate in the same group, in excess of the limits specified in sub-section (2) and the proviso thereto, unless the investment is sanctioned by a resolution of the investing company and unless further it is approved by the Central Government.
	(4) No investment shall be made by the Board of directors of a company in pursuance of sub-section (2), unless it is sanctioned by a resolution passed at a meeting of the Board with the consent of all the directors present at the meeting except those not entitled to vote thereon and unless further notice of the resolution to be moved at the meeting has been given to every director in the manner specified in section 286.
	(5) Every company shall keep a register of all investments made by it in shares and debentures of bodies corporate in the same group, showing, in respect of each investment, the following particulars :—
	(a) the name of the body corporate in which the investment is made;
	(b) the date on which the investment is made; and
	(c) the nature and extent of the investment.
	(6) Particulars of every investment to which sub-section (5) applies shall, within three days of the making thereof, be entered in the register aforesaid.
	(7) If default is made in complying with the provisions of sub-section (5) or (6), the company, and every officer of the company who is in default shall be punishable with fine which may extend to five hundred rupees.
	(8) The register aforesaid shall be kept at the registered office of the company, and shall be open to inspection at such office; and extracts may be taken therefrom and copies thereof may be required, by any member of the company to the same extent, in the same manner, and on payment of the same fees as in the case of the register of members of the company; and the provisions of section 163 shall apply accordingly.
	(9) Every company shall annex to each balance sheet prepared by it after the commencement of this Act, a list of the bodies corporate in the same group in the shares or debentures of which investments have been made by it, and the nature and extent of the investments so made in each such body corporate.
	(10) For the purposes of this section, a body corporate shall be deemed to be in the same group as the investing company—
	(a) if the body corporate is the managing agent of the investing company; or
	(b) if the body corporate and the investing company should, in virtue of the Explanation to sub-section (1) of section 370, be deemed to be under the same management.
	(11) The provisions of this section [except sub-section (9)] shall apply to an investment company, that is to say, to a company whose principal business is the acquisition of shares, stock, debentures or other securities.
	(12) This section shall not apply—
	(a) to any banking or insurance company;
	(b) to a private company, unless it is a subsidiary of a public company;
	(c) to investments by a holding company in its subsidiary; or
	(d) to investments by a managing agent or secretaries and treasurers in a company managed by him or them.
Section 372(1) and (2)	(1) A company (hereafter in this section and section 373 referred to as the investing company) shall not be entitled to subscribe for, or purchase (whether by itself, or by any individual or association of individuals in trust for it or for its benefit or on its account) the shares of any other body corporate except to the extent and except in accordance with the restrictions and conditions specified in this section.
	(2) The Board of directors of the investing company shall be entitled to invest in any shares of any other body corporate up to ten per cent of the subscribed capital of such other body corporate.
Section 386(5)	(5) This section shall not apply to a private company, unless it is a subsidiary of a public company.
Section 389	Power for companies to refer matters to arbitration.—(1) A company may, by written agreement, refer to arbitration, in accordance with the Arbitration Act, 1940 (10 of 1940), an existing or future difference between itself and any other company or person.
	(2) A company which is a party to an arbitration may delegate to the arbitrator power to settle any terms or to determine any matter, capable of being lawfully settled or determined by the company itself, or by its Board of directors, managing director, managing agent, secretaries and treasurers, or manager.
Section 408(1) and (2)	(1) Notwithstanding anything contained in this Act, the Central Government may appoint [such number of persons as the Central Government may, by order in writing, specify as being necessary to effectively safeguard the interests of the company, or its shareholders or the public interest] [***] to hold office as directors thereof for such period, not exceeding three years on any one occasion, as it may think fit, if the Central Government [of its own motion or], on the application of not less than [one hundred] members of the company or of members of the company holding not less than one-tenth of the total voting power therein, is satisfied, after such inquiry as it deems fit to make, that it is necessary to make the appointment or appointments in order to prevent the affairs of the company being conducted either in a manner which is oppressive to any members of the company or in a manner which is prejudicial to the interests of the company [or to public interest]:
	Provided that in lieu of passing an order as aforesaid, the Central Government may, if the company has not availed itself of the option given to it under section 265, direct the company to amend its articles in the manner provided in that section and make fresh appointments of directors in pursuance of the articles as so amended, within such time as may be specified in that behalf by the Central Government.
	(2) In case the Central Government passes an order under the proviso to sub-section (1), it may, if it thinks fit, direct that until new directors are appointed in pursuance of the order aforesaid, [such number of persons as the Central Government may, by order in writing, specify as being necessary to effectively safeguard the interest of the company, or its shareholders or the public interest] specified by the Central Government shall hold office as additional directors of the company.
Section 417(1)	(1) All moneys or securities deposited with a company by its employees in pursuance of their contracts of service with the company shall be kept or deposited by the company in a special account to be opened by the company for the purpose in a Scheduled Bank.
Section 418(1)	(1) Where a provident fund has been constituted by a company for its employees or any class of its employees, all moneys contributed to such fund (whether by the company or by the employees) or accruing by way of interest or otherwise to such fund, shall be either deposited in a Post Office Savings Bank account or invested in the securities mentioned or referred to in clauses (a) to (e) of section 20 of the Indian Trusts Act, 1882 (2 of 1882) :
	Provided that where one-tenth part of the whole amount of the moneys belonging to such fund exceeds the maximum amount which may be deposited in a Post Office Savings Bank account under the rules regulating such deposits for the time being in force, the amount of such excess may be kept or deposited in a special account to be opened for the purpose in a Scheduled Bank.
Section 446(2)	(2) The Court which is winding up the company shall, notwithstanding anything contained in any other law for the time being in force, have jurisdiction to entertain, or dispose of, any suit or proceeding by or against the company.
Section 454(5)	(5) If any person, without reasonable excuse, makes default in complying with any of the requirements of this section, he shall be punishable with fine which may extend to one hundred rupees for every day during which the default continues.
Section 464(1) & (2)	(1) The liquidator shall, within two months from the date of the order for the winding up of a company, convene a meeting of its creditors (as ascertained from its books and documents) for the purpose of determining whether or not a committee of inspection shall be appointed to act with the liquidator, and who are to be members of the committee, if one is appointed.
	(2) The liquidator, shall, within fourteen days from the date of the creditors’ meeting or such further time as the Court in its discretion may grant for the purpose, convene a meeting of the contributories to consider the decision of the creditors’ meeting and to express the views of the contributories on the matters specified in sub-section (1); and it shall be open to the meeting to accept the decision of the creditors meeting with or without modifications or to reject it.
Section 488(2)(b)	(b) it embodies a statement of the company’s assets and liabilities as at the latest practicable date before the making of the declaration.
Section 497(5) & (6)	(5) The Registrar, on receiving the account and either the return mentioned in sub-section (3) or the return mentioned in sub-section (4), shall forthwith register them and on the expiration of three months from such registration, the company shall be deemed to be dissolved :
	Provided that the Court may, on the application of the liquidator or of any other person who appears to the Court to be interested, make an order deferring the date at which the dissolution of the company is to take effect, for such time as the Court thinks fit.
	(6) It shall be the duty of the person on whose application an order of the Court under the foregoing proviso is made, within twenty-one days after the making of the order, to deliver to the Registrar a certified copy of the order for registration, and if that person fails so to do, he shall be punishable with fine which may extend to one hundred rupees for every day during which the default continues.
Section 509(5) and (6)	(5) On receiving the account and also, in respect of each such meeting, either the return mentioned in sub-section (3) or the return mentioned in sub-section (4), the Registrar shall forthwith register them, and on the expiration of three months from their registration the company shall be deemed to be dissolved :
	Provided that the Court may, on the application of the liquidator or of any other person who appears to the Court to be interested, make an order deferring the date at which the dissolution of the company is to take effect for such time as the Court thinks fit.
	(6) It shall be the duty of the person on whose application an order is made by the Court under the foregoing proviso, within twenty-one days after the making of the order, to deliver to the Registrar a certified copy of the order for registration, and if that person fails so to do, he shall be punishable with fine which may extend to one hundred rupees for every day during which the default continues.
Section 515(2)	(2) The Court may on cause shown remove a liquidator and appoint another liquidator.
Section 521	Saving of right of creditors and contributories to apply for winding up.—The voluntary winding up of a company shall not bar the right of any creditor or contributory to have it wound up by the Court, but in the case of an application by a contributory, the Court must be satisfied that the rights of the contributories will be prejudiced by a voluntary winding up.
Section 537(2)	(2) Nothing in this section applies to proceedings by the Government.
Section 551(1)	(1) If the winding up of a company is not concluded within one year after its commencement, the liquidator shall, within one month of the expiry of such year and thereafter until the winding up is concluded, at intervals of not more than one year or at such shorter intervals, if any, as may be prescribed, file a statement in the prescribed form and containing the prescribed particulars, with respect to the proceedings in, and position of, the liquidation—
	(a) in the case of a winding up by or subject to the supervision of the Court, in Court; and
	(b) in the case of a voluntary winding up, with the Registrar :
	Unclaimed dividends and undistributed assets to be paid into the Companies Liquidation Account.—
	(1) Where any company is being wound up, if the liquidator has in his hands or under his control any money representing unclaimed dividends payable to any creditor or undistributed assets refundable to any contributory, which have remained unclaimed or undistributed for six months after the date on which they became payable or refundable, the liquidator shall forthwith pay the said money into the public account of India in the Reserve Bank of India.
Section 610(4)	(4) Any person untruthfully stating himself in writing for the purposes of clause (ii) of the proviso to sub-section (1), to be a member or creditor of a company shall be punishable with fine which may extend to five hundred rupees.
Section 620(2)	(2) A copy of every notification proposed to be issued under sub-section (1) shall be laid in draft before both Houses of Parliament for a period of not less than thirty days while they are in session and if within that period, either House disapproves of the issue of the notification or approves of such issue only with modifications, the notification shall not be issued or, as the case may require, shall be issued only with such modifications as may be agreed on by both the Houses.
Section 621A	Composition of certain offences.—(1) Notwithstanding anything contained in the Code of Criminal Procedure, 1973 (2 of 1974), any offence punishable under this Act (whether committed by a company or any officer thereof), not being an offence punishable with imprisonment only, or with imprisonment and also with fine, may, either before or after the institution of any prosecution, be compounded by—
	(a) the Company Law Board; or
	(b) where the maximum amount of fine which may be imposed for such offence does not exceed fifty thousand rupees, by the Regional Director,
	on payment or credit, by the company or the officer, as the case may be, to the Central Government of such sum as that Board or the Regional Director, as the case may be, may specify :
	Provided that the sum so specified shall not, in any case, exceed the maximum amount of the fine which may be imposed for the offence so compounded:
	Provided further that in specifying the sum required to be paid or credited for the compounding of an offence under this sub-section, the sum, if any, paid by way of additional fee under sub-section (2) of section 611 shall be taken into account.
	(2) Nothing in sub-section (1) shall apply to an offence committed by a company or its officer within a period of three years from the date on which a similar offence committed by it or him was compounded under this section.
	Explanation: For the purpose of this section,—
	(a) any second or subsequent offence committed after the expiry of a period of three years from the date on which the offence was previously compounded, shall be deemed to be a first offence;
	(b) “Regional Director” means a person appointed by the Central Government as a Regional Director for the purposes of this Act.
	(3) Every Regional Director shall exercise the powers to compound an offence, subject to the direction, control and supervision of the Company Law Board.
	(4)(a) Every application for the compounding of an offence shall be made to the Registrar who shall forward the same, together with his comments thereon, to the Company Law Board or the Regional Director, as the case may be.
	(b) Where any offence is compounded under this section, whether before or after the institution of any prosecution, an intimation thereof shall be given by the company to the Registrar within seven days from the date on which the offence is so compounded.
	(c) Where any offence is compounded before the institution of any prosecution, no prosecution shall be instituted in relation to such offence, either by the Registrar or by any shareholder of the company or by any person authorised by the Central Government against the offender in relation to whom the offence is so compounded.
	(d) Where the composition of any offence is made after the institution of any prosecution, such composition shall be brought by the Registrar in writing, to the notice of the Court in which the prosecution is pending and on such notice of the composition of the offence being given, the company or its officer in relation to whom the offence is so compounded shall be discharged.
	(5) The Company Law Board or the Regional Director, as the case may be, while dealing with a proposal for the compounding of an offence for a default in compliance with any provision of this Act which requires a company or its officer to file or register with, or deliver or send to, the Registrar any return, account or other document, may, direct, by order, if it or he thinks fit to do so, any officer or other employee of the company to file or register with, or on payment of the fee, and the additional fee, required to be paid under section 611, such return, account or other document within such time as may be specified in the order.
	(6) Any officer or other employee of the company who fails to comply with any order made by the Company Law Board or the Regional Director under sub-section (5) shall be punishable with imprisonment for a term which may extend to six months, or with fine not exceeding fifty thousand rupees, or with both.
	(7) Notwithstanding anything contained in the Code of Criminal Procedure, 1973 (2 of 1974),—
	(a) any offence which is punishable under this Act with imprisonment or with fine, or with both, shall be compoundable with the permission of the court, in accordance with the procedure laid down in that Act for compounding of offences;
	(b) any offence which is punishable under this Act with imprisonment only or with imprisonment and also with fine shall not be compoundable.
	(8) No offence specified in this section shall be compounded except under and in accordance with the provisions of this section.
Section 633(2)	(2) Where any such officer has reason to apprehend that any claim will or might be made against him in respect of any negligence, default, breach of duty, misfeasance or breach of trust, he may apply to the Court for relief, and the Court on any such application shall have the same power to relieve him as it would have had under this section if it had been a Court before which proceedings against that person for negligence, default, breach of duty, misfeasance or breach of trust had been brought.
Section 635A	Protection of acts done in good faith.—No suit, prosecution or other legal proceeding shall lie against officers of Government for anything which is in good faith done or intended to be done in pursuance of this Act or any rules made thereunder.
Section 637(1)	[(1) The Central Government may, by notification in the Official Gazette and subject to such conditions, restrictions and limitations as may be specified therein, delegate—
	(a) any of its powers or functions under this Act (other than the power to appoint a person as public trustee under section 153A and the power to make rules) to the Company Law Board;
	(b) any of its powers or functions under this Act, other than those specified in sub-section (2), to such other authority or such officer as may be specified in the notification.]
Section 637(2)	(2) The Central Government shall not delegate its powers or functions under the following provisions of this Act, namely, sections 10, 89(4), 211(3) and (4), 212, 213, 235, 237, 239, 241, 242, 243, 244, 245, 247, 248, 249, 250, 259, 268, 269, 274(2), 295, 300, 310, 311, 324, 326, 328, 329, 332, 343, 345, 346, 347(2), 349, 352, 369, 372, 396, 399(4) and (5), 401, 408, 409, 410, 411(b), 448, 609, 613, 620, 638, 641 and 642.
Section 637(2A)	(2A) The provisions of this Act shall apply in relation to the Company Law Board as they apply in relation to the Central Government in respect of any matter in relation to which the powers and functions of the Central Government have been delegated to the Company Law Board.
Section 639	Annual reports on Government companies to be placed before Parliament, etc.—(1) In addition to the general annual report referred to in section 638, the Central Government shall cause annual report on the working and affairs of each Government company to be prepared and laid before both Houses of Parliament, together with a copy of the audit report and any comments upon, or supplement to, the audit report, made by the Comptroller and Auditor-General of India.
	(2) Where any State Government is a member of a Government company, the annual report on the working and affairs of the company, the audit report, and the comments upon or supplement to the audit report referred to in sub-section (1), shall be placed by the State Government before the State Legislature or where the State Legislature has two Houses, before both Houses of that Legislature.
Section 641(3)	(3) All rules made by the Central Government under sub-section (1) shall, as soon as may be after they are made, be laid before both Houses of Parliament.
Section 642(2) and (3)	(2) Every rule so notified shall have effect as if enacted in this Act; and shall come into force on the date of the notification, unless the notification otherwise directs.
	(3) All rules made by the Central Government under sub-section (1) shall, as soon as may be after they are made, be laid before both Houses of Parliament.
Section 643	Power of Supreme Court to make rules.— (1) The Supreme Court, after consulting the High Courts,—
	(a) shall make rules providing for all matters relating to the winding up of companies which, by this Act, are to be prescribed, and may make rules providing for all such matters as may be prescribed, except those reserved to the Central Government by sub-section (5) of section 503, sub-section (3) of section 550, section 552 and sub-section (3) of section 555; and
	(b) may make rules consistent with the Code of Civil Procedure, 1908 (5 of 1908),—
	(i) as to the mode of proceedings to be had for winding up a company in High Courts and in Courts subordinate thereto;
	(ii) for the voluntary winding up of companies, whether by members or by creditors;
	(iii) for the holding of meetings of creditors and members in connection with proceedings under section 391;
	(iv) for giving effect to the provisions of this Act as to the reduction of the capital ; and
	(v) generally for all applications to be made to the Court under the provisions of this Act.
	(2) Without prejudice to the generality of the foregoing power, the Supreme Court may, by such rules, enable or require all or any of the powers and duties conferred and imposed on the Court by this Act, in respect of the following matters, that it to say :—
	(a) the holding and conducting of meetings to ascertain the wishes of creditors and contributories;
	(b) the settling of lists of contributories and the rectifying of the register of members where required, and collecting and applying the assets;
	(c) the payment, delivery, connivance, surrender or transfer of money, property, books or papers to the liquidator;
	(d) the making of calls; and
	(e) the fixing of a time within which debts and claims shall be proved; to be exercised or performed by the Official Liquidator or any other liquidator as an officer of the Court, and subject to the control of the Court :
	Provided that the liquidator shall not, without the special leave of the Court, rectify the register of members or make any call.
	(3) Until rules are made by the Supreme Court as aforesaid, all rules made by any High Court on the matters referred to in this section and in force at the commencement of this Act, shall continue to be in force in so far as they are not inconsistent with the provisions of this Act in that High Court and in Courts subordinate thereto.
	(4) All rules made by the Central Government under sub-section (1) of section 549 and in force immediately before the commencement of the Companies (Amendment) Act, 1960 shall continue in force and be deemed to have been made by the Supreme Court unless and until they are superseded by rules made by the Supreme Court after such commencement.
Section 650	Construction of “Registrar of joint stock companies” in Act 21 of 1860.— In sections 1 and 18 of the Societies Registration Act, 1860 (21 of 1860), the words “Registrar of joint stock companies” shall be construed to mean the Registrar under this Act.

Appendix Two

Provisions of other acts referred

to in division one

Section of companies act

Section of the other acts referred to

(1)

(2)

Banking Companies(Acquisition and Transfer of Undertakings) Act, 1970

[5 of 1970]

224a, Expln. (b)

2. Definitions.—In this Act, unless the context otherwise requires,—

** ** **

(d) “corresponding new bank”, in relation to an existing bank, means the body corporate specified against such bank in column 2 of the First Schedule;

First Schedule

[See sections 2, 3 and 4]


Existing bank	Corresponding new bank
Column 1	Column 2
The Central Bank of India Limited	Central Bank of India
The Bank of India Limited	Bank of India
The Punjab National Bank Limited	Punjab National Bank
The Bank of Baroda Limited	Bank of Baroda
The United Commercial Bank Limited	UCO Bank
Canara Bank Limited	Canara Bank
United Bank of India Limited	United Bank of India
Dena Bank Limited	Dena Bank
Syndicate Bank Limited	Syndicate Bank
The Union Bank of India Limited	Union Bank of India
Allahabad Bank Limited	Allahabad Bank
The Indian Bank Limited	Indian Bank
The Bank of Maharashtra Limited	Bank of Maharashtra
The Indian Overseas Bank Limited	Indian Overseas Bank

Banking Regulation Act, 1949

[10 of 1949]

2(5)	5. Interpretation.—In this Act, unless there is anything repugnant in this subject or context,—
	**
	(b)“banking” means the accepting, for the purpose of lending or investment, of deposits of money from the public, repayable on demand or otherwise, and withdrawable by cheque, draft, order or otherwise;
	(c)“banking company” means any company which transacts the business of banking in India.
	Explanation : Any company which is engaged in the manufacture of goods or carries on any trade and which accepts deposits of money from the public merely for the purpose of financing its business as such manufacturer or trader shall not be deemed to transact the business of banking within the meaning of this clause.
215(1)(i)	29. Accounts & balance-sheet.—(1) **
	(2) The balance-sheet and profit and loss account shall be signed—
	(a) in the case of a banking company incorporated in India, by the manager or the principal officer of the company and where there are more than three directors of the com-pany, by at least three of those directors, or where there are not more than three directors, by all the directors, and
	(b) in the case of a banking company incorporated outside India by the manager or agent of the principal office of the company in India.

	Chartered Accountants Act, 1949 [38 of 1949]
226(1), 233A(1) and 233B(1)/proviso	2. Interpretation.—(1) In this Act, unless there is anything repugnant in the subject or context,—
	**
	(b) “chartered accountant” means a person who is a member of the Institute;
	**
	(e) “Institute” means the Institute of Chartered Accountants of India constituted under this Act;
	**
	(2) A member of the Institute shall be deemed, “to be in practice”, when individually or in partnership with chartered accountants in practice, he, in consideration of remuneration received or to be received,—
	(i) engages himself in the practice of accountancy; or
	(ii) offers to perform or performs services involving the auditing or verification of financial transactions, books, accounts, or records or the preparation, verification or certification of financial accounting and related statements or holds himself out to the public as an accountant; or
	(iii) renders professional services or assistance in or about matters of principle or detail relating to accounting procedure or the recording, presentation or certification of financial facts or data; or
	(iv) renders such other services as, in the opinion of the Council, are or may be rendered by a chartered accountant in practice,
	And the words “to be in practice” with their grammatical variations and cognate expressions shall be construed accordingly.
	Explanation : An associate or a fellow of the Institute who is a salaried employee of a chartered accountant in practice or a firm of such chartered accountants shall, notwithstanding such employment, be deemed to be in practice for the limited purpose of the training of articled clerks.

Code of Criminal Procedure, 1973

[2 of 1974]

624A	24. Public Prosecutors.—(1) For every High Court, the Central Government or the State Government shall, after consultation with the High Court, appoint a Public Prosecutor and may also appoint one or more Additional Public Prosecutors, for conducting in such Court, any prosecution, appeal or other proceeding on behalf of the Central Government or State Government, as the case may be.
	(2) The Central Government may appoint one or more Public Prosecutors, for the purpose of conducting any case or class of cases in any district or local area.
	(3) For every district, the State Government shall appoint a Public Prosecutor and may also appoint one or more Additional Public Prosecutors for the district :
	Provided that the Public Prosecutor or Additional Public Prosecutor appointed for one district may be appointed also to be a Public Prosecutor, or an Additional Public Prosecutor, as the case may be, for another district.
	(4) The District Magistrate shall, in consultation with the Sessions Judge, prepare a penal of names of persons who are, in his opinion, fit to be appointed as Public Prosecutor or Additional Public Prosecutor for the district.
	(5) No person shall be appointed by the State Government as the Public Prosecutor or Additional Public Prosecutor for the district unless his name appears in the panel of names prepared by the District Magistrate under sub-section (4).
	(6) Notwithstanding anything contained in sub-section (5), where in a State there exists a regular cadre of Prosecuting Officers, the State Government shall appoint a Public Prosecutor or an Additional Public Prosecutor only from among the persons constituting such cadre :
	Provided that where, in the opinion of the State Government, no suitable person is available in such cadre for such appointment that Government may appoint a person as Public Prosecutor or Additional Public Prosecutor, as the case may be, from the panel of names prepared by the District Magistrate under sub-section (4).
	(7) A person shall be eligible to be appointed as a Public Prosecutor or an Additional Public Prosecutor under sub-section (1) or sub-section (2) or sub-section (3) or sub-section (6), only if he has been in practice as an advocate for not less than seven years.
	(8) The Central Government or the State Government may appoint, for the purposes of any case or class of cases, a person who has been in practice as an advocate for not less than ten years as a Special Public Prosecutor.
	(9) For the purposes of sub-section (7) and sub-section (8), the period during which a person has been in practice as a pleader, or has rendered (whether before or after the commencement of this Code) service as a Public Prosecutor or as an Additional Public Prosecutor or Assistant Public Prosecutor or other Prosecuting Officer, by whatever name called, shall be deemed to be the period during which such person has been in practice as an advocate.
10E(4D)	195. Prosecution for contempt of lawful authority of public servants, for offences against public justice and for offences relating to documents given in evidence.—(1) No Court shall take cognizance—
	(a)(i) of any offence punishable under sections 172 to 188 (both inclusive) of the Indian Penal Code (45 of 1860), or
	(ii) of any abetment of, or attempt to commit, such offence, or
	(iii) of any criminal conspiracy to commit such offence,
	except on the complaint in writing of the public servant concerned or of some other public servant to whom he is administratively subordinate;
	(b)(i) of any offence punishable under any of the following sections of the Indian Penal Code (45 of 1860), namely, sections 193 to 196 (both inclusive), 199, 200, 205 to 211 (both inclusive) and 228, when such offence is alleged to have been committed in, or in relation to, any proceeding in any Court, or
	(ii) of any offence described in section 463, or punishable under section 471, section 475 or section 476, of the said Code, when such offence is alleged to have been committed in respect of a document produced or given in evidence in a proceeding in any Court, or
	(iii) of any criminal conspiracy to commit, or attempt to commit, or the abetment of, any offence specified in sub-clause (i) or sub-clause (ii),
	except on the complaint in writing of that Court, or of some other Court to which that Court is subordinate.
	(2) Where a complaint has been made by a public servant under clause (a) of sub-section (1) any authority to which he is administratively subordinate may order the withdrawal of the complaint and send a copy of such order to the Court; and upon its receipt by the Court, no further proceedings shall be taken on the complaint :
	Provided that no such withdrawal shall be ordered if the trial in the Court of first instance has been concluded.
	(3) In clause (b) of sub-section (1), the term “Court” means a Civil, Revenue or Criminal Court, and includes a Tribunal constituted by or under a Central, Provincial or State Act if declared by that Act to be a Court for the purposes of this section.
	(4) For the purposes of clause (b) of sub-section (1), a Court shall be deemed to be subordinate to the Court to which appeals ordinarily lie from the appealable decrees or sentences of such former Court, or in the case of a Civil Court from whose decrees no appeal ordinarily lies, to the principal Court having ordinary original civil jurisdiction within whose local jurisdiction such Civil Court is situate :
	Provided that—
	(a) where appeals lie to more than one Court, the Appellate Court of inferior jurisdiction shall be the Court to which such Court shall be deemed to be subordinate;
	(b) where appeals lie to a Civil and also to a Revenue Court, such Court shall be deemed to be subordinate to the Civil or Revenue Court according to the nature of the case or proceeding in connection with which the offence is alleged to have been committed.
625(1)	250. Compensation for accusation without reasonable cause.—(1) If, in any case instituted upon complaint or upon information given to a police officer or to a Magistrate, one or more persons is or are accused before a Magistrate of any offence triable by a Magistrate, and the Magistrate by whom the case is heard discharges or acquits all or any of the accused, and is of opinion that there was no reasonable ground for making the accusation against them or any of them, the Magistrate may, by his order of discharge or acquittal, if the person upon whose complaint or information the accusation was made is present, call upon him forthwith to show cause why he should not pay compensation to such accused or to each or any of such accused when there are more than one; or, if such person is not present, direct the issue of a summons to him to appear and show cause as aforesaid.
	(2) The Magistrate shall record and consider any cause which such complainant or informant may show, and if he is satisfied that there was no reasonable ground for making the accusation, may, for reasons to be recorded, make an order that compensation to such amount, not exceeding the amount of fine he is empowered to impose, as he may determine, be paid by such complainant or informant to the accused or to each or any of them.
	(3) The Magistrate may, by the order directing payment of the compensation under sub-section (2), further order that, in default of payment, the person ordered to pay such compensation shall undergo simple imprisonment for a period not exceeding thirty days.
	(4) When any person is imprisoned under sub-section (3), the provisions of sections 68 and 69 of the Indian Penal Code (45 of 1860) shall, so far as may be, apply.
	(5) No person who has been directed to pay compensation under this section shall, by reason of such order, be exempted from any civil or criminal liability in respect of the complaint made or information given by him :
	Provided that any amount paid to any accused person under this section shall be taken into account in awarding compensation to such person in any subsequent civil suit relating to the same matter.
	(6) A complainant or informant who has been ordered under sub-section (2) by a Magistrate of the second class to pay compensation exceeding one hundred rupees, may appeal from the order, as if such complainant or informant had been convicted on a trial held by such Magistrate.
	(7) When an order for payment of compensation to an accused person is made in a case which is subject to appeal under sub-section (6), the compensation shall not be paid to him before the period allowed for the presentation of the appeal has elapsed, or, if an appeal is presented, before the appeal has been decided; and where such order is made in a case which is not so subject to appeal the compensation shall not be paid before the expiration of one month from the date of the order.
	(8) The provisions of this section apply to summons-cases as well as to warrant-cases.

Chapter XXVI

Provisions as to offences

affecting the administration

of justice

10E(4D)	340. Procedure in cases mentioned in section 195.—(1) When, upon an application made to it in this behalf or otherwise, any Court is of opinion that it is expedient in the interests of justice that an inquiry should be made into any offence referred to in clause (b) of sub-section (1) of section 195, which appears to have been committed in or in relation to a proceeding in that Court or, as the case may be, in respect of a document produced or given in evidence in a proceeding in that Court, such Court may, after such preliminary inquiry, if any, as it thinks necessary,—
	(a) record a finding to that effect;
	(b) make a complaint thereof in writing;
	(c) send it to a Magistrate of the first class having jurisdiction;
	(d) take sufficient security for the appearance of the accused before such Magistrate, or if the alleged offence is non-bailable and the Court thinks it necessary so to do, send the accused in custody to such Magistrate; and
	(e) bind over any person to appear and give evidence before such Magistrate.
	(2) The power conferred on a Court by sub-section (1) in respect of an offence may, in any case where that Court has neither made a complaint under sub-section (1) in respect of that offence nor rejected an application for the making of such complaint, be exercised by the Court to which such former Court is subordinate within the meaning of sub-section (4) of section 195.
	(3) A complaint made under this section shall be signed,—
	(a) where the Court making the complaint is a High Court, by such officer of the Court as the Court may appoint;
	(b) in any other case, by the presiding officer of the Court.
	(4) In this section, “Court” has the same meaning as in section 195.
	341. Appeal.—(1) Any person on whose application any Court other than a High Court has refused to make a complaint under sub-section (1) or sub-section (2) of section 340, or against whom such a complaint has been made by such Court, may appeal to the Court to which such former Court is subordinate within the meaning of sub-section (4) of section 195, and the superior Court may thereupon, after notice to the parties concerned, direct the withdrawal of the complaint, or, as the case may be, making of the complaint which such former Court might have made under section 340, and if it makes such complaint, the provisions of that section shall apply accordingly.
	(2) An order under this section, and subject to any such order, an order under section 340, shall be final, and shall not be subject to revision.
	342. Power to order costs.—Any Court dealing with an application made to it for filing a complaint under section 340 or an appeal under section 341, shall have power to make such order as to costs as may be just.
	343. Procedure of Magistrate taking cognizance.—(1) A Magistrate to whom a complaint is made under section 340 or section 341 shall, notwithstanding anything contained in Chapter XV, proceed, as far as may be, to deal with the case as if it were instituted on a police report.
	(2) Where it is brought to the notice of such Magistrate, or of any other Magistrate to whom the case may have been transferred, that an appeal is pending against the decision arrived at in the judicial proceeding out of which the matter has arisen, he may, if he thinks fit, at any stage, adjourn the hearing of the case until such appeal is decided.
	344. Summary procedure for trial for giving false evidence.—(1) If, at the time of delivery of any judgment or final order disposing of any judicial proceeding, a Court of Session or Magistrate of the first class expresses an opinion to the effect that any witness appearing in such proceeding had knowingly or wilfully given false evidence or had fabricated false evidence with the intention that such evidence should be used in such proceeding, it or he may, if satisfied that it is necessary and expedient in the interest of justice that the witness should be tried summarily for giving or fabricating, as the case may be, false evidence, take cognizance of the offence and may, after giving the offender a reasonable opportunity of showing cause why he should not be punished for such offence, try such offender summarily and sentence him to imprisonment for a term which may extend to three months, or to fine which may extend to five hundred rupees, or with both.
	(2) In every such case the Court shall follow, as nearly as may be practicable, the procedure prescribed for summary trials.
	(3) Nothing in this section shall affect the power of the Court to make a complaint under section 340 for the offence, where it does not choose to proceed under this section.
	(4) Where, after any action is initiated under sub-section (1), it is made to appear to the Court of Session or Magistrate of the first class that an appeal or an application for revision has been preferred or filed against the judgment or order in which the opinion referred to in that sub-section has been expressed, it or he shall stay further proceedings of the trial until the disposal of the appeal or the application for revision, as the case may be, and thereupon the further proceedings of the trial shall abide by the results of the appeal or application for revision.
	345. Procedure in certain cases of contempt.—(1) When any such offence as is described in section 175, section 178, section 179, section 180 or section 228 of the Indian Penal Code (45 of 1860) is committed in the view or presence of any Civil, Criminal or Revenue Court, the Court may cause the offender to be detained in custody and may, at any time before the rising of the Court on the same day, take cognizance of the offence and, after giving the offender a reasonable opportunity of showing cause why he should not be punished under this section, sentence the offender to fine not exceeding two hundred rupees, and, in default of payment of fine, to simple imprisonment for a term which may extend to one month, unless such fine be sooner paid.
	(2) In every such case the Court shall record the facts constituting the offence, with the statement (if any) made by the offender, as well as the finding and sentence.
	(3) If the offence is under section 228 of the Indian Penal Code (45 of 1860), the record shall show the nature and stage of the judicial proceeding in which the Court interrupted or insulted was sitting, and the nature of the interruption or insult.
	346. Procedure where Court considers that case should not be dealt with under section 345.—(1) If the Court in any case considers that a person accused of any of the offences referred to in section 345 and committed in its view or presence should be imprisoned otherwise than in default of payment of fine, or that a fine exceeding two hundred rupees should be imposed upon him, or such Court is for any other reason of opinion that the case should not be disposed of under section 345, such Court, after recording the facts constituting the offence and the statement of the accused as hereinbefore provided, may forward the case to a Magistrate having jurisdiction to try the same, and may require security to be given for the appearance of such person before such Magistrate, or if sufficient security is not given shall forward such person in custody to such Magistrate.
	(2) The Magistrate to whom any case is forwarded under this section shall proceed to deal with, as far as may be, as if it were instituted on a police report.
	347. When Registrar or Sub-Registrar to be deemed a Civil Court.—When the State Government so directs, any Registrar or any Sub-Registrar appointed under the Indian Registration Act, 1908 (16 of 1908), shall be deemed to be a Civil Court within the meaning of sections 345 and 346.
	348. Discharge of offender on submission of apology.—When any Court has under section 345 adjudged an offender to punishment, or has under section 346 forwarded him to a Magistrate for trial, for refusing or omitting to do anything which he was lawfully required to do or for any intentional insult or interruption, the Court may, in its discretion, discharge the offender or remit the punishment on his submission to the order or requisition of such Court, or on apology being made to its satisfaction.
	349. Imprisonment or committal of person refusing to answer or produce document.—If any witness or person called to produce a document or thing before a Criminal Court refuses to answer such questions as are put to him or to produce any document or thing in his possession or power which the Court requires him to produce, and does not, after a reasonable opportunity has been given to him so to do, offer any reasonable excuse for such refusal, such Court may, for reasons to be recorded in writing, sentence him to simple imprisonment, or by warrant under the hand of the Presiding Magistrate or Judge commit him to the custody of an officer of the Court for any term not exceeding seven days, unless in the meantime, such person consents to be examined and to answer, or to produce the document or thing and in the event of his persisting in his refusal, he may be dealt with according to the provisions of section 345 or section 346.
	350. Summary procedure for punishment for non-attendance by a witness in obedience to summons.—(1) If any witness being summoned to appear before a Criminal Court is legally bound to appear at a certain place and time in obedience to the summons and without just excuse neglects or refuses to attend at that place or time or departs from the place where he has to attend before the time at which it is lawful for him to depart, and the Court before which the witness is to appear is satisfied that it is expedient in the interests of justice that such a witness should be tried summarily, the Court may take cognizance of the offence and after giving the offender an opportunity of showing cause why he should not be punished under this section, sentence him to fine not exceeding one hundred rupees.
	(2) In every such case the Court shall follow, as nearly as may be practicable, the procedure prescribed for summary trials.
	351. Appeals from convictions under sections 344, 345, 349 and 350.—(1) Any person sentenced by any Court other than a High Court under section 344, section 345, section 349, or section 350 may, notwithstanding anything contained in this Code appeal to the Court to which decrees or orders made in such Court are ordinarily appealable.
	(2) The provisions of Chapter XXIX shall, so far as they are applicable, apply to appeals under this section, and the Appellate Court may alter or reverse the finding, or reduce or reverse the sentence appealed against.
	(3) An appeal from such conviction by a Court of Small Causes shall lie to the Court of Session for the sessions division within which such Court is situate.
	(4) An appeal from such conviction by any Registrar or Sub-Registrar deemed to be a Civil Court by virtue of a direction issued under section 347 shall lie to the Court of Session for the sessions division within which the office of such Registrar or Sub-Registrar is situate.
	352. Certain Judges and Magistrates not to try certain offences when committed before themselves.—Except as provided in sections 344, 345, 349 and 350, no Judge of a Criminal Court (other than a Judge of a High Court) or Magistrate shall try any person for any offence referred to in section 195, when such offence is committed before himself or in contempt of his authority, or is brought under his notice as such Judge or Magistrate in the course of a judicial proceeding.

Constitution of India

Seventh Schedule

[Article 246]

List I - Union List

2(49)	43. Incorporation, regulation and winding up of trading corporations, including banking, insurance and financial corporations but not including co-operative societies.
	44. Incorporation, regulation and winding up of corporations, whether trading or not, with objects not confined to one State, but not including universities.

Cost and Works Accountants Act, 1959

[23 of 1959]

233B	2. Definitions and interpretation.—(1) In this Act, unless the context otherwise requires,—
	**
	(b)“cost accountant” means a person who is a member of the Institute;
	**
	(f)“Institute” means the Institute of Cost and Works Accountants of India constituted under this Act;
	**
	(2) Save as otherwise provided in this Act, a member of the Institute shall be deemed “to be in practice” when, individually or in partnership with one or more members of the Institute in practice, he, in consideration of remuneration received or to be received,—
	(i) engages himself in the practice of cost and works accountancy; or
	(ii) offers to perform or performs services involving the costing or pricing of goods or services or the preparation, verification or certification of cost accounting and related statements or holds himself out to the public as a cost accountant in practice; or
	(iii) renders professional services or assistance in or about matters of principle or detail relating to cost accounting procedure or the recording, presentation or certification of costing facts or data; or
	(iv) renders such other services as, in the opinion of the Council, are or may be rendered by a cost accountant in practice,
	and the words “to be in practice”, with their grammatical variations and cognate expressions, shall be construed accordingly.
	Explanation : A member of the Institute who is a whole-time salaried employee of any person shall not be deemed to be in practice within the meaning of this sub-section.

General Clauses Act, 1897

[10 of 1897]

658	6. Effect of repeal.—Where this Act, or any Central Act or Regulation made after the commencement of this Act, repeals any enactment hitherto made or hereafter to be made, then, unless a different intention appears, the repeal shall not—
	(a) revive anything not in force or existing at the time at which the repeal takes effect; or
	(b) affect the previous operation of any enactment so repealed or anything duly done or suffered thereunder; or
	(c) affect any right, privilege, obligation or liability acquired, accrued or incurred under any enactment so repealed; or
	(d) affect any penalty, forfeiture or punishment incurred in respect of any offence committed against any enactment so repealed; or
	(e) affect any investigation, legal proceeding or remedy in respect of any such right, privilege, obligation, liability, penalty, forfeiture or punishment as aforesaid;
	and any such investigation, legal proceeding or remedy may be instituted, continued or enforced, and any such penalty, forfeiture or punishment may be imposed as if the repealing Act or Regulation had not been passed.

general insurance (emergency
provisions) act, 1971

[17 of 1971]

224A, Expln. (a)	2. Definitions.—
	**
	(c)“general insurance business” means fire, marine or miscellaneous insurance business, whether carried on singly or in combination with one or more of them, but does not include capital redemption business and annuity certain business :

Income-tax Act, 1961

[43 of 1961]

418(3)	2. Definitions.—
	**
	(38)“recognised provident fund” means a provident fund which has been and continues to be recognised by the Chief Commissioner or Commissioner in accordance with the rules contained in Part A of the Fourth Schedule, and includes a provident fund established under a scheme framed under the Employees’ Provident Funds Act, 1952 (19 of 1952);

Indian Penal Code, 1860

[45 of 1860]

388C(2)	21. “Public servant”.—The words “public servant” denote a person falling under any of the descriptions hereinafter following, namely :—
	[Clause first omitted]
	Second—Every Commissioned Officer in the Military, Naval or Air Forces of India;
	Third—Every Judge including any person empowered by law to discharge, whether by himself or as a member of any body of persons, any adjudicatory functions;
	Fourth—Every officer of a Court of Justice (including a liquidator, receiver or Commissioner) whose duty it is, as such officer, to investigate or report on any matter of law or fact, or to make, authenticate, or keep any document, or to take charge or dispose of any property, or to execute any judicial process, or to administer any oath, or to interpret, or to preserve order in the Court, and every person specially authorized by a Court of Justice to perform any of such duties;
	Fifth—Every juryman, assessor, or member of a panchayat assisting a Court of Justice or public servant;
	Sixth—Every arbitrator or other person to whom any cause or matter has been referred for decision or report by any Court of Justice, or by any other competent public authority;
	Seventh—Every person who holds any office by virtue of which he is empowered to place or keep any person in confinement;
	Eighth—Every officer of the Government whose duty it is, as such officer, to prevent offences, to give information of offences, to bring offenders to justice, or to protect the public health, safety or convenience;
	Ninth—Every officer whose duty it is, as such officer, to take, receive, keep or expend any property on behalf of the Government, or to make any survey, assessment or contract on behalf of the Government, or to execute any revenue-process, or to investigate, or to report, on any matter affecting the pecuniary interests of the Government, or to make, authenticate or keep any document relating to the pecuniary interests of the Government, or to prevent the infraction of any law for the protection of the pecuniary interests of the Government;
	Tenth—Every officer whose duty it is, as such officer, to take, receive, keep or expend any property, to make any survey or assessment or to levy any rate or tax for any secular common purpose of any village, town or district, or to make, authenticate or keep any document for the ascertaining of the rights of the people of any village, town or district;
	Eleventh—Every person who holds any office by virtue of which he is empowered to prepare, publish, maintain or revise an electoral roll or to conduct an election or part of an election;
	Twelfth—Every person—
	(a) in the service or pay of the Government or remunerated by fees or commission for the performance of any public duty by the Government;
	(b) in the service or pay of a local authority, a corporation established by or under a Central, Provincial or State Act or a Government company as defined in section 617 of the Companies Act, 1956 (1 of 1956).
	Illustration
	A Municipal Commissioner is a public servant.
	Explanation 1: Persons falling under any of the above descriptions are public servants, whether appointed by the Government or not.
	Explanation 2: Wherever the words “public servant” occur, they shall be understood of every person who is in actual possession of the situation of a public servant, whatever legal defect there may be in his right to hold that situation.
	Explanation 3: The word “election” denotes an election for the purpose of selecting members of any legislative, municipal or other public authority, of whatever character, the method of selection to which is by, or under, any law prescribed as by election.
	**
625(5)	68. Imprisonment to terminate on payment of fine.—The imprisonment which is imposed in default of payment of a fine shall terminate whenever that fine is either paid or levied by process of law.
	69. Termination of imprisonment on payment of proportional part of fine.—If, before the expiration of the term of imprisonment fixed in default of payment, such a proportion of the fine be paid or levied that the term of imprisonment suffered in default of payment is not less than proportional to the part of the fine still unpaid, the imprisonment shall terminate.
	Illustration
	A is sentenced to a fine of one hundred rupees and to four months’ imprisonment in default of payment. Here, if seventy-five rupees of the fine be paid or levied before the expiration of one month of the imprisonment, A will be discharged as soon as the first month has expired. If seventy-five rupees be paid or levied at the time of the expiration of the first month, or at any later time while A continues in imprisonment, A will be immediately discharged. If fifty rupees of the fine be paid or levied before the expiration of two months of the imprisonment, A will be discharged as soon as the two months are completed. If fifty rupees be paid or levied at the time of the expiration of those two months, or at any later time while A continues in imprisonment, A will be immediately discharged.
	**
454(7) and 551(4)	182. False information, with intent to cause public servant to use his lawful power to the injury of another person.—Whoever gives to any public servant any information which he knows or believes to be false, intending thereby to cause, or knowing it to be likely that he will thereby cause, such public servant—
	(a) to do or omit anything which such public servant ought not to do or omit if the true state of facts respecting which such information is given were known by him, or
	(b) to use the lawful power of such public servant to the injury or annoyance of any person,
	shall be punished with imprisonment of either description for a term which may extend to six months, or with fine which may extend to one thousand rupees, or with both.
	Illustrations
	(a) A informs a Magistrate that Z, a police-officer, subordinate to such Magistrate, has been guilty of neglect of duty or misconduct, knowing such information to be false, and knowing it to be likely that the information will cause the Magistrate to dismiss Z. A has committed the offence defined in this section.
	(b) A falsely informs a public servant that Z has contraband salt in a secret place, knowing such information to be false, and knowing that it is likely that the consequence of the information will be a search of Z’s premises, attended with annoyance to Z. A has committed the offence defined in this section.
	(c) A falsely informs a policeman that he has been assaulted and robbed in the neighbourhood of a particular village. He does not mention the name of any person as one of his assailants, but knows it to be likely that in consequence of this information the police will make inquiries and institute searches in the village to the annoyance of the villagers or some of them. A has committed an offence under this section.
	**
10E(4D)	193. Punishment for false evidence.—Whoever intentionally gives false evidence in any stage of a judicial proceeding, or fabricates false evidence for the purpose of being used in any stage of a judicial proceeding, shall be punished with imprisonment of either description for a term which may extend to seven years, and shall also be liable to fine;
	and whoever intentionally gives or fabricates false evidence in any other case, shall be punished with imprisonment of either description for a term which may extend to three years, and shall also be liable to fine.
	Explanation 1 : A trial before a court-martial is a judicial proceeding.
	Explanation 2 : An investigation directed by law preliminary to a proceeding before a Court of Justice, is a stage of a judicial proceeding, though that investigation may not take place before a Court of Justice.
	Illustration
	A, in an enquiry before a Magistrate for the purpose of ascertaining whether Z ought to be committed for trial, makes on oath a statement which he knows to be false. As this enquiry is a stage of a judicial proceeding, A has given false evidence.
	Explanation 3 : An investigation directed by a Court of Justice according to law, and conducted under the authority of a Court of Justice, is a stage of a judicial proceeding, though that investigation may not take place before a Court of Justice.
	Illustration
	A, in an enquiry before an officer deputed by a Court of Justice to ascertain on the spot the boundaries of land, makes on oath a statement which he knows to be false. As this enquiry is a stage of a judicial proceeding, A has given false evidence.
	**
10E(4D)	196. Using evidence known to be false.—Whoever corruptly uses or attempts to use as true or genuine evidence any evidence which he knows to be false or fabricated, shall be punished in the same manner as if he gave or fabricated false evidence.
	**
	228. Intentional insult or interruption to public servant sitting in judicial proceeding.—Whoever intentionally offers any insult, or causes any interruption to any public servant, while such public servant is sitting in any stage of a judicial proceeding, shall be punished with simple imprisonment for a term which may extend to six months, or with fine which may extend to one thousand rupees, or with both.

Indian Stamp Act, 1899

[2 of 1899]

75(2)	2. Definitions.—
	**
	(14) Instrument.—“Instrument” includes every document by which any right or liability, is, or purports to be, created, transferred, limited, extended, extinguished or recorded;
	**
	8A. Securities dealt in depository not liable to stamp duty.—Notwithstanding anything contained in this Act or any other law for the time being in force,—
	(a) an issuer, by the issue of securities to one or more depositories shall, in respect of such issue, be chargeable with duty on the total amount of security issued by it and such securities need not be stamped;
	(b) where an issuer issues certificate of security under sub-section (3) of section 14 of the Depositories Act, 1996 (22 of 1996), on such certificate duty shall be payable as is payable on the issue of duplicate certificate under this Act;
	(c) the transfer of—
	(i) registered ownership of securities from a person to a depository or from a depository to a beneficial owner;
	(ii) beneficial ownership of securities, dealt with by a depository;
	(iii) beneficial ownership of units, such units being units of a Mutual Fund including units of the Unit Trust of India established under sub-section (1) of section 3 of the Unit Trust of India Act, 1963 (52 of 1963), dealt with by a depository,
	shall not be liable to duty under this Act or any other law for the time being in force.
	Explanation 1.—For the purposes of this section, the expressions “beneficial ownership”, “depository” and “issuer” shall have the meanings respectively assigned to them in clauses (a), (e) and (f) of sub-section (1) of section 2 of the Depositories Act, 1996 (22 of 1996).
	Explanation 2.—For the purposes of this section, the expression “securities” shall have the meaning assigned to it in clause (h) of section 2 of the Securities Contracts (Regulation) Act, 1956 (42 of 1956).
	**
	31. Adjudication as to proper stamp.—(1) When any instrument, whether executed or not and whether previously stamped or not, is brought to the Collector, and the person bringing it applies to have the opinion of that officer as to the duty (if any) with which it is chargeable, and pays a fee of such amount (not exceeding five rupees and not less than fifty naya paise) as the Collector may in each case direct, the Collector shall determine the duty (if any) with which, in his judgment the instrument is chargeable.
	(2) For this purpose the Collector may require to be furnished with an abstract of the instrument, and also with such affidavit or other evidence as he may deem necessary to prove that all the facts and circumstances affecting the chargeability of the instrument with duty, or the amount of the duty with which it is chargeable, are fully and truly set forth therein, and may refuse to proceed upon any such application until such abstract and evidence have been furnished accordingly :
	Provided that—
	(a) no evidence furnished in pursuance of this section shall be used against any person in any civil proceeding, except in an enquiry as to the duty with which the instrument to which it relates is chargeable; and
	(b) every person by whom any such evidence is furnished, shall, on payment of the full duty with which the instrument to which it relates, is chargeable, be relieved from any penalty which he may have incurred under this Act by reason of the omission to state truly in such instrument any of the facts or circumstances aforesaid.

Indian Trusts Act, 1882

[2 of 1882]

418(1)(b)	20. Investment of trust-money.—Where the trust-property consists of money and cannot be applied immediately or at an early date to the purposes of the trust, the trustee is bound (subject to any direction contained in the instrument of trust) to invest the money on the following securities, and on no others :—
	(a) in promissory notes, debentures, stock or other securities of any State Government or of the Central Government, or of the United Kingdom of Great Britain and Ireland :
	Provided that securities, both the principal whereof and the interest whereon shall have been fully and unconditionally guaranteed by any such Government, shall be deemed, for the purposes of this clause, to be securities of such Government;
	(b) in bonds, debentures and annuities charged or secured by the Parliament of the United Kingdom before the fifteenth day of August, 1947 on the revenues of India or of the Governor-General in Council or of any Province :
	Provided that, after the fifteenth day of February, 1916, no money shall be invested in any such annuity being a terminable annuity unless a sinking fund has been established in connection with such annuity; but nothing in this proviso shall apply to investments made before the date aforesaid;
	(bb) in India three and a half per cent stock, India three per cent stock, India to and a half per cent stock or any other capital stock which before the 15th day of August, 1947, was issued by the Secretary of State for India in Council under the authority of an Act of Parliament of the United Kingdom and charged on the revenues of India or which was issued by the Secretary of State on behalf of the Governor-General in Council under the provisions of Part XIII of the Government of India Act, 1935;
	(c) in stock or debentures of, or shares in, Railway or other Companies the interest whereon shall have been guaranteed by the Secretary of State for India in Council or by the Central Government or in debentures of the Bombay Provincial Co-operative Bank Limited, the interest where on shall have been guaranteed, by the Secretary of State for India in Council or the State Government of Bombay;
	(d) in debentures or other securities for money issued, under the authority of any Central Act or Provincial Act or State Act, by or on behalf of any municipal body, port trust or city improvement trust in any Presidency town, or in Rangoon town, or by or on behalf of the trustees of the port of Karachi :
	Provided that after the 31st day of March, 1948, no money shall be invested in any securities issued by or on behalf of a municipal body, port trust or city improvement trust in Rangoon town, or by or on behalf of the trustees of the port of Karachi;
	(e) on a first mortgage of immovable property situate in any part of the territories to which this Act extends :
	Provided that the property is not a leasehold for a term of years and that the value of the property exceeds by one-third, or, if consisting of buildings, exceeds by one half, the mortgage-money;
	(ee) in units issued by the Unit Trust of India under any unit scheme made under section 21 of the Unit Trust of India Act, 1963 (52 of 1963); or
	(f) on any other security expressly authorized by the instrument of trust, or by the Central Government by the notification in the Official Gazette, or by any rule which the High Court may from time to time prescribe in this behalf :
	Provided that, where there is a person competent to contract and entitled in possession to receive the income of the trust-property for his life, or for any greater estate, no investment on any security mentioned or referred to in clauses (d), (e) and (f) shall be made without his consent in writing.

Industrial Disputes Act, 1947

[14 of 1947]

529	2. Definitions.—In this Act, unless there is anything repugnant in the subject or context,—
	**
	(s) “workman” means any person (including an apprentice) employed in any industry to do any manual, unskilled, skilled, technical, operational, clerical or supervisory work for hire or reward, whether the terms of employment be expressed or implied, and for the purposes of any proceeding under this Act in relation to an industrial dispute, includes any such person who has been dismissed, discharged or retrenched in connection with, or as a consequence of, that dispute, or whose dismissal, discharge or retrenchment has led to that dispute, but does not include any such person—
	(i) who is subject to the Army Act, 1950 (46 of 1950), or the Air Force Act, 1950 (45 of 1950), or the Navy Act, 1957 (62 of 1957); or
	(ii) who is employed in the police service or as an officer or other employee of a prison; or
	(iii) who is employed mainly in a managerial or administrative capacity; or
	(iv) who, being employed in a supervisory capacity, draws wages exceeding one thousand six hundred rupees per mensem or exercises, either by the nature of the duties attached to the office or by reason of the powers vested in him, functions mainly of a managerial nature.

Insurance Act, 1938

[4 of 1938]

2(17), proviso	11. Accounts and balance sheet.—(1) Every insurer, in the case of an insurer specified in sub-clause (a)(ii) or sub-clause (b) of clause (9) of section 2 in respect of all insurance business transacted by him, and in the case of any other insurer in respect of the insurance business transacted by him in India, shall at the expiration of each financial year prepare with reference to that year,—
	(a) in accordance with the regulations contained in Part I of the First Schedule, a balance sheet in the form set forth in Part II of that Schedule;
	(b) in accordance with the regulations contained in Part I of the Second Schedule, a profit and loss account in the forms set forth in Part II of that Schedule, except where the insurer carries on business of one class only of the following classes, namely, life insurance, fire insurance or marine insurance and no other business;
	(c) in respect of each class or sub-class of insurance business for which he is required under sub-section (1) of section 10 to keep a separate account of receipts and payments, a revenue account in accordance with the regulations, and in the form or forms, set forth in the Third Schedule applicable to that class or sub-class of insurance business.

Negotiable Instruments Act, 1881

[26 of 1881]

2(38), 74	25. When day of maturity is a holiday.—
	**
	Explanation : The expression “public holiday” includes Sundays and any other day declared by the Central Government, by notification in the Official Gazette, to be a public holiday.

Reserve Bank of India Act, 1934

[2 of 1934]

2(43)	2. Definitions.—In this Act, unless there is anything repugnant in the subject or context,—
	**
	(e) “Scheduled bank” means a Bank included in the Second Schedule;

Second Schedule

[See section 42 and section 2(e)]

Scheduled Banks

Andhra Pradesh State Co-operative Bank Ltd., Hyderabad.

Bihar State Co-operative Bank Ltd., Patna

Gujarat State Co-operative Bank Ltd., Ahmedabad

Kerala State Co-operative Bank Ltd., Trivandrum

Madhya Pradesh Rajya Sahakari Bank Maryadit, Jabalpur

Tamil Nadu State Co-operative Bank Ltd., Madras

Maharashtra State Co-operative Bank Ltd., Bombay

Karnataka State Co-operative Bank Ltd., Banga-lore

Orissa State Co-operative Bank Ltd., Cuttack

Rajasthan State Co-operative Bank Ltd., Jaipur

Uttar Pradesh State Co-operative Bank Ltd., Lucknow

West Bengal State Co-operative Bank Ltd., Calcutta

Punjab State Co-operative Bank Ltd., Chandigarh

Haryana State Co-operative Bank Ltd., Ambala City, with headquarters at Chandigarh

Allahabad Bank

Andhra Bank

Bank of Baroda

Bank of India

Bank of Maharashtra

Canara Bank

Central Bank of India

Corporation Bank

Dena Bank

Indian Bank

Indian Overseas Bank

New Bank of India

Oriental Bank of Commerce

Punjab National Bank

Punjab and Sind Bank

Syndicate Bank

Union Bank of India

United Bank of India

United Commercial Bank

Vijaya Bank

State Bank of India

State Bank of Bikaner & Jaipur

State Bank of Hyderabad

State Bank of Indore

State Bank of Mysore

State Bank of Patiala

State Bank of Saurashtra

State Bank of Travancore

Bank of Cochin Ltd., Ernakulam

Bank of Karad Ltd., Karad

Bank of Madura Ltd., Madurai

Bank of Rajasthan Ltd., Udaipur

Bank of Thanjavur Ltd.

Bareilly Corporation Bank Ltd., Bareilly

Benares State Bank Ltd.

Bharat Overseas Bank Ltd., Madras

Catholic Syrian Bank Ltd., Trichur

Dhanalakshmi Bank Ltd., Trichur

Federal Bank Ltd., Alwaye

Hindustan Commercial Bank Ltd., Cawnpore

Jammu & Kashmir Bank Ltd., Srinagar

Karnataka Bank Ltd., Mangalore

Karur Vysya Bank Ltd.

Kumbakonam City Union Bank Ltd.

Lakshmi Commercial Bank Ltd.

Lakshmi Vilas Bank Ltd., Karur

Lord Krishna Bank Ltd., Kodungallur

Miraj State Bank Ltd.

Nainital Bank Ltd.

Nedungadi Bank Ltd., Calicut

Parur Central Bank Ltd.

Punjab Co-operative Bank Ltd., Amritsar

Purbanchal Bank Ltd., Gauhati

Ratnakar Bank Ltd., Kolhapur

Sangli Bank Ltd.

Bank of Tamilnad Ltd.

South Indian Bank Ltd.

Tamilnad Mercantile Bank Ltd.

Traders’ Bank Ltd.

United Industrial Bank Ltd., Calcutta

United Western Bank Ltd., Bangalore City

Vysya Bank Ltd.

Ajgemene Bank Nederland N.V.

American Express International Banking Corpo-ration

Bank of America National Trust & Savings Association

Bank of Tokyo Ltd.

Banque Nationale de Paris

British Bank of the Middle East

Standard Chartered Bank

Citi Bank N.A.

Grindlays Bank P.I.C.

Hongkong and Shanghai Banking Corporation

Mitsui Bank Ltd.

Sonali Bank

European Asian Bank

Emirates Commercial Bank

Bank of Oman Ltd.

Banque Indosuez

Bank of Credit and Commerce International (Overseas) Ltd.

Bank of Nova Scotia

Habib Bank Ltd.

National Bank of Pakistan

Prathma Bank, Moradabad (Uttar Pradesh)

Gorakhpur Kshetriya Gramin Bank, Gorakhpur (U.P.)

Jaipur Nagaur Aanchalik Gramin Bank, Jaipur (Rajasthan)

Haryana Kshetriya Gramin Bank, Bhiwani (Haryana)

Gaur Gramin Bank, Malda (West Bengal)

Bhojpur Rohtas Gramin Bank, Arrah (Bihar)

Samyut Kshetriya Gramin Bank, Belasia (U.P.)

Kshetriya Gramin Bank, Hoshangabad (M.P.)

Tungabhadra Gramin Bank, Bellary (Karnataka)

Puri Gramya Bank, Pipli (Orissa)

Jammu Rural Bank, Jammu (Jammu & Kashmir)

Champaran Kshetriya Gramin Bank, Motihari (Bihar)

Bara Banki Gramin Bank, Bara Banki (U.P.)

Gurgaon Gramin Bank, Gurgaon (Haryana)

Rae Bareli Kshetriya Gramin Bank, Rae Bareli (Uttar Pradesh)

Farrukhabad Gramin Bank, Farrukhabad (U.P.)

Mallabhum Gramin Bank, Bankura (West Bengal)

Bolangir Aanchalik Gramya Bank, Bolangir (Orissa)

Nagarjuna Grameena Bank, Khammam (A.P.)

Pragjyotish Gaonlia Bank, Nalbari (Assam)

Rayalaseema Grameena Bank, Cuddapah (A.P.)

Malaprabha Grameena Bank, Dharwar (Karna-taka)

Mayurakshi Gramin Bank, Suri (West Bengal)

Marathawada Gramin Bank, Nanded (Maharashtra)

Marwar Gramin Bank, Pali (Rajasthan)

Bhagirath Gramin Bank, Sitapur (Uttar Pradesh)

Sri Visakha Grameena Bank, Srikakulam (A.P.)

Cauvery Grameena Bank, Mysore (Karnataka)

Shekhawati Gramin Bank, Sikar (Rajasthan)

Cuttack Gramya Bank, Cuttack (Orissa)

Bilaspur Raipur Kshetriya Gramin Bank, Bilaspur (Madhya Pradesh)

Magadh Gramin Bank, Gaya (Bihar)

Koraput Panchabati Gramya Bank, Jeypore (Orissa)

South Malabar Gramin Bank, Malappuram (Kerala)

North Malabar Gramin Bank, Cannanore (Kerala)

Rewa Sidhi Gramin Bank, Rewa (Madhya Pradesh)

Tripura Gramin Bank, Agartala (Tripura)

Himachal Gramin Bank, Mandi (Himachal Pradesh)

Kosi Kshetriya Gramin Bank, Purnea (Bihar)

Ballia Kshetriya Gramin Bank, Ballia (U.P.)

Sultanpur Kshetriya Gramin Bank, Sultanpur (U.P.)

Uttar Banga Kshetriya Gramin Bank, Cooch Behar (W.B.)

Pandyan Grama Bank, Sattur (Tamil Nadu)

Vaishali Kshetriya Gramin Bank, Muzaffarpur (Bihar)

Monghyr Kshetriya Gramin Bank, Monghyr (Bihar)

Bundelkhand Kshetriya Gramin Bank, Tikamgarh (Madhya Pradesh)

Santhal Parganas Gramin Bank, Dumka (Bihar)

Hardoi-Unnao Gramin Bank, Hardoi (Uttar Pradesh)

Krishna Grameena Bank, Gulbarga (Karnataka)

Kutch Gramin Bank, Bhuj (Gujarat)

Marudhar Kshetriya Gramin Bank, Churu (Rajasthan)

Madhubani Kshetriya Gramin Bank, Madhubani (Bihar)

Nalanda Gramin Bank, Biharshariff (Bihar)

Singhbhum Kshetriya Gramin Bank, Chaibasa (Bihar)

Sarda Gramin Bank, Satna (Madhya Pradesh)

Ellaquai Dehati Bank, Srinagar (Jammu & Kashmir)

Surguja Kshetriya Gramin Bank, Ambikapur (M.P.)

Sree Anantha Grameena Bank, Anantapur (A.P.)

Bastar Kshetriya Gramin Bank, Jagdalpur (M.P.)

Kanpur Kshetriya Gramin Bank, Kanpur (U.P.)

Sravasthi Gramin Bank, Bahraich (Uttar Pradesh)

Durg-Rajanandgaon Gramin Bank, Rajanandgaon (M.P.)

Mithila Kshetriya Gramin Bank, Darbhanga (Bihar)

Etawah Kshetriya Gramin Bank, Etawah (U.P.)

Samastipur Kshetriya Gramin Bank, Samastipur (Bihar)

Palaman Kshetriya Gramin Bank, Daltonganj (Bihar)

Kisan Gramin Bank, Badaun (Uttar Pradesh)

Kshetriya Kisan Gramin Bank, Mainpuri (U.P.)

Kalahandi Aanchalika Gramya Bank, Bhawani-patana (Orissa)

Jhabua-Dhar Kshetriya Gramin Bank, Jhabua (M.P.)

Ranchi Kshetriya Gramin Bank, Ranchi (Bihar)

Baitarani Gramya Bank, Baripada (Orissa)

Kashi Gramin Bank, Varanasi (Uttar Pradesh)

Lakshmi Gaonlia Bank, Golaghat (Assam)

Basti Gramin Bank, Basti (Uttar Pradesh)

Balasore Gramya Bank, Balasore (Orissa)

Allahabad Kshetriya Gramin Bank, Allahabad (U.P.)

Pratapgarh Kshetriya Gramin Bank, Pratapgarh (Uttar Pradesh)

Nadia Gramin Bank, Krishnagar (West Bengal)

Faizabad Kshetriya Gramin Bank, Faizabad (U.P.)

Fatehpur Kshetriya Gramin Bank, Fatehpur (U.P.)

Sagar Gramin Bank, Amtala (West Bengal)

Bareilly Kshetriya Gramin Bank, Bareilly (U.P.)

Bardhaman Gramin Bank, Burdwan (West Bengal)

Devipatan Kshetriya Gramin Bank, Gonda (U.P.)

Raigarh Kshetriya Gramin Bank, Raigarh (M.P.)

Rushikulya Gramya Bank, Berhampur (Orissa)

Alwar Bhratpur Aanchalik Gramin Bank, Bhrat-pur (Rajasthan)

Aligarh Gramin Bank, Aligarh (Uttar Pradesh)

Shri Venkateswara Grameena Bank, Chittoor (A.P.)

Tulsi Gramin Bank, Banda (Uttar Pradesh)

Gopalganj Kshetriya Gramin Bank, Gopalganj (Bihar)

Shivpuri Guna Kshetriya Gramin Bank, Shivpuri (Madhya Pradesh)

Saran Kshetriya Gramin Bank, Chapra (Bihar)

Etah Gramin Bank, Etah (Uttar Pradesh)

Gomati Gramin Bank, Jaunpur (Uttar Pradesh)

Damoh Panna-Sagar Kshetriya Gramin Bank, Damoh (Madhya Pradesh)

Siwan Kshetriya Gramin Bank, Siwan (Bihar)

Cachar Gramin Bank, Silchar (Assam)

Manipur Rural Bank, Imphal (Manipur)

Kamraj Rural Bank, Sopore (Jammu & Kashmir)

Chitradurga Gramin Bank, Chitradurga (Kar-nataka)

Dhenkanal Gramya Bank, Dhenkanal (Orissa)

Aravali Kshetriya Gramin Bank, Sawai Madhopur (Rajasthan)

Banaskantha Mehsana Gramin Bank, Panat (Gujarat)

Khasi Jaintia Rural Bank, Shillong (Meghalaya)

Langpi Dehangi Rural Bank, Diphu (Assam)

Sri Saraswati Grameena Bank, Adilabad (A.P.)

Panchamahal Gramin Bank, Godhra (Gujarat)

Chhatrasal Gramin Bank, Orai (Uttar Pradesh)

Dewas Shajapur Kshetriya Gramin Bank, Dewas (M.P.)

Subansiri Gaonlia Bank, North Lakhimpur (Assam)

Kalpatharu Grameena Bank, Tumkur (Karnataka)

Sangameswaran Grameena Bank, Mehboobnagar (A.P.)

Rani Laxmi Bai Kshetriya Gramin Bank, Jhansi (U.P.)

Manjira Grameena Bank, Sangareddy, Medak (A.P.)

Pinakini Grameena Bank, Nellore (A.P.)

Howrah Gramin Bank, Howrah (West Bengal)

Nimar Kshetriya Gramin Bank, Khargone (M.P.)

Kakathiya Grameena Bank, Warrangal (A.P.)

Hadoti Kshetriya Gramin Bank, Kota (Rajasthan)

Mandla Balaghat Kshetriya Gramin Bank, Mandla (Madhya Pradesh)

Aurangabad Jalna Kshetriya Gramin Bank, Aurangabad (Maharashtra)

Vidur Gramin Bank, Bijnor (Uttar Pradesh)

Chhindwara Seoni Kshetriya Gramin Bank, Chhindwara (Madhya Pradesh).

Mewar Aanchalik Gramin Bank, Udaipur (Rajas-than)

Thar Aanchalik Gramin Bank, Jodhpur (Rajasthan)

Chandrapur Gadchiroli Gramin Bank, Chandrapur (Maharashtra)

Kolar Gramin Bank, Kolar (Karnataka)

Rajgarh Kshetriya Gramin Bank, Rajgarh (M.P.)

Shahjahanpur Kshetriya Gramin Bank, Shahjahanpur (Uttar Pradesh)

Chaitanya Grameena Bank, Tenali, Guntur Distt. (Andhra Pradesh)

Nainital Almora Kshetriya Gramin Bank, Nainital (Uttar Pradesh)

Shri Sathavahana Grameena Bank, Karimnagar (A.P.)

Vidhyavasini Gramin Bank, Mirzapur (U.P.)

Nagaland Rural Bank, Kohima (Nagaland)

Shivalik Kshetriya Gramin Bank, Hoshiarpur (Punjab)

Kapurthala Firozepur Kshetriya Gramin Bank, Kapurthala (Punjab)

Gurdaspur Amritsar Gramin Vikas Bank, Gurdas-pur (Punjab)

Bijapur Grameena Bank, Bijapur (Karnataka)

Shahadol Kshetriya Gramin Bank, Shahadol (M.P.)

Sarayu Gramin Bank, Kheri (Lakshmipur Kheri) (U.P.)

Mizoram Rural Bank (Mizoram)

Akola Gramin Bank , Akola (Maharashtra)

Ratnagiri Sindhudurg Gramin Bank, Ratnagiri (Maharashtra)

Ratlam Mandsaur Kshetriya Gramin Bank, Mand-saur (Madhya Pradesh)

Arunachal Pradesh Rural Bank, Pasighat (Aruna-chal Pradesh)

Jamuna Gramin Bank, Agra (Uttar Pradesh)

Surendranagar Bhavnagar Gramin Bank, Surendranagar (Gujarat)

Solapur Gramin Bank, Solapur (Maharashtra)

Bhandara Gramin Bank, Bhandara (Maharashtra)

Chambal Kshetriya Gramin Bank, Morena (Madhya Pradesh)

Valsad-Dangs Gramin Bank, Bulsar (Gujarat)

Surat-Bharuch Gramin Bank, Bharuch (Gujarat)

Bundi-Chittorgarh Kshetriya Gramin Bank (Rajasthan)

Bhilwara Ajmer Kshetriya Gramin Bank (Rajasthan)

Dungarpur-Banswara Kshetriya Gramin Bank (Rajasthan)

Sriganganagar Kshetriya Gramin Bank, Sriganga-nagar (Rajasthan)

Mahakaushal Kshetriya Gramin Bank, Narsingh-pur (Madhya Pradesh)

Chikmagalur-Kodagu Grameena Bank, Chikma-galur (Karnataka)

Giridih Kshetriya Gramin Bank, Giridih (Bihar)

Muzaffarnagar Kshetriya Gramin Bank, Muzaffarnagar (Uttar Pradesh)

Sabarkantha-Gandhinagar Gramin Bank, Himatnagar (Gujarat)

Sahyadri Gramin Bank, Shimoga (Karnataka)

Hissar-Sirsa Kshetriya Gramin Bank, Hissar (Haryana)

Indore-Ujjain Kshetriya Gramin Bank, Ujjain (Madhya Pradesh)

Netravati Grameena Bank, Mangalore (Karnataka)

Varada Grameena Bank, Kumta (Karnataka)

Ambala-Kurukshetra Gramin Bank, Ambala (Haryana)

Murshidabad Gramin Bank, Berhampore (West Bengal)

Junagarh Amreli Gramin Bank, Junagarh (Gujarat)

Hazaribagh Kshetriya Gramin Bank, Hazaribagh (Bihar)

Yavatmal Gramin Bank, Yavatmal (Maharashtra)

Patliputra Gramin Bank, Patna (Bihar)

Golconda Gramin Bank, Hyderabad (A.P.)

Srirama Gramin Bank, Nizamabad (A.P.)

Bhagalpur-Banka Kshetriya Gramin Bank, Bhagalpur (Bihar)

Begusarai Kshetriya Gramin Bank, Begusarai (Bihar)

Pithoragarh Kshetriya Gramin Bank, Pithoragarh (Uttar Pradesh)

Ganga Yamuna Gramin Bank, Dehradun (Uttar Pradesh)

Bikaner Kshetriya Gramin Bank, Bikaner (Rajas-than)

Vishveshwaraya Grameena Bank, Mandya (Karna-taka)

Alaknanda Gramin Bank, Pauri (Uttar Pradesh)

Buldhana Gramin Bank, Buldhana (Maharashtra)

Parvatiya Gramin Bank, Chamba (H.P.)

Adhiyaman Grama Bank, Dharmapuri (Tamil Nadu)

Gwalior Datia Kshetriya Gramin Bank, Datia (Madhya Pradesh)

Malwa Gramin Bank, Sangrur (Punjab)

Kanakadurga Grameena Bank, Gudivada (Andhra Pradesh)

Faridkot Bhatinda Kshetriya Gramin Bank, Bhatinda (Punjab)

Thane Gramin Bank, Thane (Maharashtra)

Vidisha-Bhopal Kshetriya Gramin Bank, Vidisha (Madhya Pradesh)

Godavari Grameena Bank, Rajahmundry (Andhra Pradesh)

Workmen’s Compensation Act, 1923

[8 of 1923]

530(1)(e)	14. Insolvency of employer.—(1) Where any employer has entered into a contract with any insurers in respect of any liability under this Act to any workman, than in the event of the employer becoming insolvent or making a composition or scheme of arrangement with his creditors or, if the employer is a company, in the event of the company having commenced to be wound up, the rights of the employer against the insurers as respects that liability shall, notwithstanding anything in any law for the time being in force relating to insolvency or the winding up of companies, be transferred to and vest in the workman, and upon any such transfer the insurers shall have the same rights and remedies and be subject to the same liabilities as if they were the employer, so, how-ever, that the insurers shall not be under any greater liability to the workman than they would have been under to the employer.
	(2) If the liability of the insurers to the workman is less than the liability of the employer to the workman, the workman may prove for the balance in the insolvency proceedings or liquidation.
	(3) Where in any case such as is referred to in sub-section (1) the contract of the employer with the insurers is void or voidable by reason of non-compliance on the part of the employer with any terms or conditions of the contract (other than a stipulation for the payment of premia), the provisions of that sub-section shall apply as if the contract were not void or voidable, and the insurers shall be entitled to prove in the insolvency proceedings or liquidation for the amount paid to the workman :
	Provided that the provisions of this sub-section shall not apply in any case in which the workman fails to give notice to the insurers of the happening of the accident and of any resulting disablement as soon as practicable after he becomes aware of the institution of the insolvency or liquidation proceedings.
	(4) There shall be deemed to be included among the debts which under section 49 of the Presidency-Towns Insolvency Act, 1909 (3 of 1909), or under section 61 of the Provincial Insolvency Act, 1920 (5 of 1920), or under section 530 of the Companies Act, 1956 (1 of 1956), are in the distribution of the property of an insolvent or in the distribution of the assets of a company being wound up to be paid in priority to all other debts, the amount due in respect of any compensation the liability wherefor accrued before the date of the order of adjudication of the insolvent or the date of the commencement of the winding up, as the case may be, and those Acts shall have effect accordingly.
	(5) Where the compensation is a half-monthly payment, the amount due in respect thereof shall, for the purposes of this section, be taken to be the amount of the lump sum for which the half-monthly payment could, if redeemable, be redeemed if application were made for that purpose under section 7, and a certificate of the Commissioner as to the amount of such sum shall be conclusive proof thereof.
	(6) The provisions of sub-section (4) shall apply in the case of any amount for which an insurer is entitled to prove under sub-section (3), but otherwise those provisions shall not apply where the insolvent or the company being wound up has entered into such a contract with insurers as is referred to in sub-section (1).
	(7) This section shall not apply where a company is wound up voluntarily merely for the purposes of reconstruction or of amalgamation with another company.

LIST OF RELATIVES

Names, addresses, descriptions and occupations of —

Amount paid__________

Name of promoter____________

Name of promoter_____________

Form of statement and particulars to be contained therein

Consideration_______________

Date_________________

Figures for the previous year Rs. (b)

Figures for the current year Rs. (b)

Figures for the previous year Rs. (b)

Figures for the current year Rs. (b)

NOTES

State Code

Subject to short title

Old provisions of companies act

Text of old provisions

First Schedule

Column 1

Column 2

Figures for
the
previous
year
Rs. (b)

Figures for
the
current
year
Rs. (b)

Figures for
the
previous
year
Rs. (b)

Figures for
the
current
year
Rs. (b)