Appendix 11
TEXT OF THE RELEVANT FORMS PRESCRIBED UNDER THE COMPANIES APPLICATIONS FOR EXTENSION OF TIME OR EXEMPTION UNDER SUB‑SECTION (8) OF SECTION 58‑A) RULES, 1979
[See Rule 2 of the Companies
(Application for Extension of Time or Exemption under sub‑section (8) of
section 58A) Rules, 1979]
Information required in respect of application for extension of time or
for exemption under sub‑section (8) of section 58A of the Companies Act,
1956.
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PART 'A' |
(Basic Data) |
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(1) Name
of the company and the address of the registered office. (2) Date
of incorporation. (3) Date
of commencement of business. (4) Financial
year of the company. (5) Name
and address of statutory auditors of the company. (6) Name(s) and address(es) of Directors
of the company, indicating executive position held, if any, in other companies and in case of nominee
Directors, the names of institutions which they represent. (7) Whether
the company is registered under the M.R.T.P. Act ? (8) The main business in which the company
is engaged indicating the location of factories, etc. (9) The date on which the last annual
general meeting was held and whether the audited accounts were placed in the
annual general meeting. (10) Names, designations and addresses of the
officers of the company to whom powers have been delegated for
acceptance/repayment of deposits. (11) Equity/preference shares held by each of
the following; indicating separately the percentage of the same bear to the
total equity/preference share capital of the company. (a) Controlling block: (i) Shares held by directors and their relatives. (ii) Other companies in the same
management. (b) Central/State
Government(s). (c) Financial
institutions (by individual names). (d) Nationalised
Banks by individual name(s). (e) Non‑residents: (i) Companies not incorporated in India. (ii) Foreign nationals. (f) Shareholders not covered in (a) to (e) above holding one
per cent or more of the equity shares. (g) Others (i) Companies. (ii) Individuals. (12) Names and addresses of brokers/agents
appointed by the company for procurement of deposits, together with terms of
appointment, the rate of commission paid and copies of agreement, if any. (13) Names and addresses of the financial
institutions from which the company has accepted long‑term loans, the
amounts of such loans and the name of the leading financial institution, if
any. |
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PART 'B' |
(Financial Data) |
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(14) Effective capital employed by the
company on the closing date of last balance‑sheet (please indicate the
date) : (i) Paid‑up capital. (ii) Share premium. (iii) Reserves & Surpluses. (iv) (a) Free
reserves. (b) Other than Free reserves. (v) Long‑term loans. (a) Secured. (b) Unsecured. TOTAL Less Accumulated loss, preliminary expenses or other
Intangible Assets. Net effective capital employed. |
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(15) Working
results of the company for the last 3 years (i) Paid‑up capital. (ii) Effective capital employed. (See
item No. 14). (iii) Turnover. (iv) Net profits under section 198 of the
Act. (v) Dividend declared (Rate and quantum). |
Year
ending on |
Year
ending on |
Year
ending on |
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(16) Net worth and liquidity position of the
company during the last 3 years as in Annexure I. |
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(17) A cash flow statement indicating information
(as in Annexure II) in respect of (a) preceding 3 years. (b) current financial year. (c) the next 3 years, indicating in particular
how the company proposes to generate surplus for payment of deposits. |
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(18) Please
indicate the outstanding liability as on the date of application towards
repayments of loans and interest to each of the financial institutions from
which money has been borrowed and also the amounts repayable towards
principal and interest to each of them in the current financial year and
during each of the next 3 financial years. |
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(a) Amount of deposits which will become
repayable by 31st March next. (b) Amounts of deposits which will become
repayable in each of the next half years from April to September and October
to March during the next 3 years. (c)
Amounts of deposits which will become due for repayment after the third year
mentioned in (b) above. Total
deposits. (Overdue
and not overdue) (20) Please furnish the following ‑information
about payment of interest on deposits as on the date for which information is
furnished against item 19. (a)
Amounts of interest already due for payment but remaining unpaid: (i)
for 2 years and more, (ii)
for one year and more but less than 2 years, (iii)
for 6 months and more but less than one year, (iv)
for 3 months and more but less than 6 months, (v)
for less than 3 months. (b)
Amounts of interest on deposits payment of which will become due: (i)
by 31st March next, (ii)
in each of the next half years from April to September and October to March
during the next three years. (21) Please furnish one copy each of the return
filed with the Registrar of Companies under rule 10 of the Companies
(Acceptance of Deposits) Rules, 1975, as on 31st March, 1975,
onwards. (22) Reasons for reduction in turnover, if any, during the last 3 years, and losses, if any, during the last 3 years. The anticipated turnover and net profits (pretax/post‑tax) during the next 3 years may be furnished. Notes: (i)
The company should give up‑to‑ date information in respect of all
questions in this part. (ii) In case the last date of the financial year for which the audited accounts are available is more than 12 months prior to the filing of this form, the information as on the next financial year on the basis of the pro‑forma accounts of the company may be furnished even though they may not be audited. (iii) In case the company has prepared quarterly
or half yearly balance‑sheet/profit and loss accounts, the information
should be furnished as on the latest available date in the current financial
year as per such accounts. PART 'C' PROPOSAL(S) AND
REASONS (23)
Proposal(s) for exemption/extension: (a) Please indicate in detail exemption from what
and/or extension for which is/are sought quoting the relevant provisions of
the Companies Act, 1956, and Companies (Acceptance of Deposits) Rules, 1975. (b) Please indicate the period for which
exemption/extension is sought. (c) Please furnish a detailed time bound scheme of
repayment of deposits during the period for which exemption/extension is
sought. (d) Please give detailed justification for seeking
exemption/extension. (e) If the question of granting exemption/
extension is considered, is the company agreeable to pay the entire amount of
interest already due, as indicated in item 20(a) within 3 months from the
date of granting, if any, of the exemption/extension? (f) If exemption/extension is granted will the
company agree to give an undertaking for repayment of interest in future on
due dates? (24) Has the proposal for exemption/extension been
approved by the Board of Directors? If so, please furnish a copy of the resolution.
(If not, the company should take immediate steps to obtain such approval. It
is suggested that this form duly filled‑in‑draft may be placed
before the Board of Directors for consideration). (25) If extension is sought for repayment of
deposits accepted before 1‑2‑1975, i.e., the repayment of
deposits mentioned in sub‑section (3)(a) of section 58A, please furnish
the following details: (i)
Amounts of such deposits repayment of which has become overdue as on the date
of application: (a)
for 3 years and more (b)
for 2 years and more but less than 3 years, (c)
for 1 year and more but less than 2 years, (d)
for 6 months and more but less than 1 year, (e)
for 3 months and more but less than 6 months (f)
for less than 3 months. Total: (ii)
Deposits which are not overdue: (a)
Amount of deposits which will become payable by 31st March next, (b) Amount of deposits which will become repayable in each of the next half years from April to September and October to March during the next three years, (c) Amount of deposits which will become due for
repayment after the l year mentioned in (b) above. (iii) Amount of interest which has already become
repayable on such deposits and has remained unpaid on the date of
application: (a) for 3 years and more. (b) for 2 years and more but less than 3 years, (c) for 1 year and more but less than 2 years, (d) for 6 months and more but less than 1 year, (e) for 3 months and more but less than 6 months, (f) for less than 3 months. (iv) Reasons for which the deposits and interest
thereon, if any, could not be repaid. (26) If extension is sought for repayment of
deposits accepted before 1‑2‑75, in contravention of directions
issued by the Reserve Bank of India, which became repayable by 1st
April, 1975, under sub‑section (3)(c) of section 58A, please furnish
the following information: (i) Period in which such deposit was taken and the
total amount of deposits, which was accepted initially in contravention of
the directions issued by the Reserve Bank of India. (ii) Number and amount of such deposits, repayment
of which is outstanding as on the date of application. (iii) Amount of interest, if any, due on such
deposits but remaining unpaid as on the date of application. (27) If extension is sought for repayment of
deposits accepted after 1‑2‑1975 in contravention of the Companies
(Acceptance of Deposits) Rules, 1975, which became repayable under sub‑section
(4) of section 58A, please furnish the following information: (i) Please indicate which particular rule has been
contravened and when, the circumstances in which the rules have been
contravened and the amount involved. (ii) If deposits have been accepted in excess of
prescribed limit please furnish the following details :- Period which excess
deposits were taken (a) Deposits taken initially in excess of the
limit prescribed in rule 3(2)(i) of the Companies (Acceptance of Deposits)
Rules, 1975. (b) Amount of such deposits outstanding as on date
of application. (c) Amount of interest, if any, due on such deposits
but remaining unpaid as on the date of application. (iii) (a) Deposits taken in excess of the limit
prescribed in rule 3(2)(ii) of the Companies (Acceptance of Deposits) Rules, 1975. Period in which excees deposits were taken (b) Amount of such deposits outstanding as on the
date of application. (c) Amount of interest, if any, due on such deposits
but remaining unpaid as on the date of application. (iv) Reasons for which excess occurred and why the
excess and the interest thereon, if any, could not be repaid. (28) Whether the Company has accepted or renewed
any deposits even after the excess mentioned in item 27 above was known? If
so, please indicate: (i) The number of deposits since accepted/renewed. (ii) The number and amount accepted/ renewed in
each month after the excess was known. (iii) The reasons for accepting/ renewing deposits
in contravention of the Rules. (29) Whether the company is presently
accepting/renewing such deposits ? (30) Whether the company had approached the R.B.I.
in the past for any exemption from its Directors? If so, whether such
exemption was allowed? Please give copies of relevant correspondence. (31) Full details of the investment made by the
company in the shares and debentures of other bodies corporate. (32) Is there any scope for dis‑investment
of such shares,if any. (33) Full details of the loans granted by the
company to other bodies corporate. (34) Why were the loans mentioned in item 33 above
not withdrawn for repayment of deposits? (35) Full details of the cash and bank balances.
and easily realisable securities and investments according to the latest
balance‑sheet of the company. (36) Why can't the surplus funds available as per
cash flow statement be utilised for repayment of deposits? (37) Is there any liquidation proceedings against the company filed by any depositor pending before any High Court? If so, please furnish the details. (38) Is there any civil suit against the company filed by any depositor for recovery of deposits pending before any court? If so, please furnish the details. (39) Is there any scheme of repayment approved by the High Court? If so, please furnish the details. (40) Is there any scheme of rehabilitation of the company approved by the financial institutions/bankers? If so, please furnish the details. (41) Has any show‑cause notice been received by any of the directors for contravention of the provisions of section 58A of the Act? If so, please furnish details thereof. (42) Is there any suit pending against the company and/or its directors for contravention of any one or more of the provisions of the Companies Act, 1956? If so, please furnish details thereof. (43) Please indicate licensed capacity, the installed capacity and production during each of the last 2 years and estimate of production during the current year and next two financial years. (44) Whether the undertaking owned by the company is in full production at present? If not, please give details and reasons thereof. (45) Details of interruption in production during the last 3 years such as strikefiock‑outs, etc., and reasons thereof. (46) Details of expansion plardinvestment plan of the company during the next 3 years. Please indicate whether the company has obtained any letters of indent, etc. (47)
Full details of the mortgages and other encumbrances of the assets of the
company. (48) Details of the difficulties experienced by the company in achieving the full production and sales and how the company proposes to overcome these difficulties. (49) Details of contract in which directors are interested. (50)
Details of selling agency arrangements, if any, in which the directors are
interested. (51)
Details of office/place of profits held by the relatives of directors, if any. (52) What are the conditions which the company is prepared to undertake if exemption/ extension is granted, in particular in respect of the following items: (i) Composition of the board of directors by taking the nominees of depositors or financial institutions. (ii) Restriction on repayment of deposits held by directors and their relatives (give details). (iii)
Give protection or security to depositors for repayment of deposits. (iv) Non‑acceptance and non‑renewal of
further deposits. (v) Professionalisation of management. (vi) Any scheme of reorganisation subject to the
supervision of the court. (vii) Restriction on declaration of dividend to
shareholders during the period of extension, if any, granted. (viii) Immediate payment of interest already due
and assurance for payment of interest in future on due dates. (ix) In any other manner. (53) Any other information which the company wants
to furnish. (54) Please furnish the following enclosures : (i) One copy each of the articles of association
of the company. (ii) One copy of each of the audited accounts of
the company together with directors' report and auditors' report for the last
3 years of the company. (iii) A copy of the resolution of the board of
directors in support of the proposal. (iv) One copy of each quarterly, half‑yearly
or other pro‑forma accounts of the company subsequent to the latest
audited accounts. (v) One copy each of the Advertisement issued in
newspapers pursuant to rule 4 of the Companies (Acceptance of Deposits) Rules,
1975. (vi) Application fees prescribed (please furnish a
crossed demand draft in favour of Pay and Accounts Officer, Department of
Company Affairs, New Delhi, drawn at Punjab National Bank, Barakhambha Road,
Delhi.) (55) The newspapers in which the company has
published notices regarding the intention to apply to Central Government for
exemption as in Annexure‑III and date of publication (press cutting
should be attached). |
No. No. No. No. Amount (Rs.) Signature Name of Person(s) Designation Date: |
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ANNEXURE I
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Year ended on |
Year ended on |
Year ended on |
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(Rs.) |
(Rs.) |
(Rs.) |
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1 |
2 |
3 |
4 |
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Current Assets (including investments other than trade
investments in subsidiary and/or managed companies). Less Current liabilities (including short‑term
loans and liabilities). |
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(A) Liquid surplus |
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Add (a) Fixed assets. (b) Trade investments and investments in
subsidiary and/or managed companies. Less Long‑term loans and liabilities. (B) Net worth as on (Date of Balance‑sheet) NOTE. I In making the above computation of net worth,
adjustments in respect of the following items shall be made: (i) Intangible assets, e.g., goodwill, etc. (ii) Doubtful assets, e.g., doubtful and bad
debts, etc. (iii) Deferred revenue expenditure. (iv) Accumulated losses. (v) Arrears of depreciation. (vi) Arrears of preference shares dividend. (vii) Any other amount, appearing in the
balancesheet, required to be deducted in accordance with accounting
practices. Total : Reconciliation of net worth paid‑up capital Add. Reserves (Please specify details) Less: Intangible assets and any other amount required to
be deducted (vide note above). Net worth as on: (Date of balance‑sheet). |
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NOTE. II‑ If the net worth of the company as indicated in column 4 is
less than its paid‑up capital, please indicate in details what steps are
prepared to be taken to improve the net worth.
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Three previous years |
Current year |
Next three years |
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Year ended on ___ |
Year ended on ___ |
Year ended on ___ |
Year ended on ___ |
Year ended on ___ |
Year ended on ___ |
Year ended on ___ |
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1 |
2 |
3 |
4 |
5 |
6 |
7 |
8 |
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A. SOURCE OF FUNDS Sales and other income Less cost of sales & other expenditure
(excluding depreciation.) Net profit before tax and depreciation Opening
balance of cash Additional capital raised Increase in secured loans. Increase in other loans (other than deposits). Increase in deposits received. Decrease in current assets (other than cash). Increase in current liabilities. Any other item to be specified. |
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TOTAL: |
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B. USE OF FUNDS Increase in capital assets. Increase in
investments. Secured loans repaid. Other loans repaid (other than deposits). Deposits repaid. Increase in current assets (other than cash). Decrease in current liabilities. Tax payments. Dividends. Any other item (to be specified). Closing balance cf cash. |
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TOTAL: |
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Guidelines for filling the form :
1. Refer to section 58A of the Companies
Act, 1956 and Companies (Acceptance of Deposit) Rules, 1975 before filling the
form.
2. The proposal for exemption/extension of
time against item No. 23 of the Form should be specific and indicate inter alia
the Rule from which, the amount for which and the period for which
exemption/extension of time is required.
3. The Schedule of repayment of outstanding deposits should be
carefully prepared.
4. The justification for seeking exemption/extension of time
should be given in detail.
5. The requisite fee should be paid. For
appropriate fee refer to Companies (Fees on Applications) Rules, 1999 Appendix 96.
6. Before making the application a general
notice in the prescribed Form (Form IIA) to the members of the public is to be
published at least once in an English daily newspaper and at least once in the
language of the region having wide circulation in the region in which the
registered office of the company is situated.
7. The text of general notice in the
regional language newspaper should be in the language of that region and not in
English.
8. The financial data in Part 'B' of the
firm should be furnished on the basis of the audited accounts. If the audited
accounts are more than 12 months old, the information as on the date of next
financial year, though not audited may be furnished.
9. The following documents should be annexed to the
application:
(i) One certified true copy each of the
Articles and Memorandum of Association.
(ii) One certified true copy each of audited
accounts of the company together with Director's report and Auditor's report
for the last 3 years of the company as also for the years in respect of which
exemption is required.
(iii) A certified true copy of the resolution
of the Board of Directors of the company.
(iv) One certified true copy each of the
quarterly, half‑yearly or other pro forma accounts of the company
subsequent to tax latest audited accounts.
(v) One certified true copy each of the
advertisement issued in newspapers pursuant to Rule 4 of the Companies
(Acceptance of Deposit) Rules, 1975.
(vi) Document evidencing payment of fee.
(vii) Clippings of the notices published in the newspaper in Form 2
given below.
(viii) A statement showing the position of
deposits i.e. deposits outstanding, deposits accepted, deposits, repaid,
permissible limits, net worth and excess deposits, if any.
10. If the contravention has been made good,
the documentary evidence in support thereof e.g. Auditors' certificate should
be annexed.
11. For the text of the Specimen filled up
Form, refer BHANDARI'S GUIDE TO COMPANY LAW PROCEDURES Vol. 3.
12. For Specimen Drafts of Company
Precedents, Agreements, Deeds and Documentations, see BHANDARI'S GUIDE TO
COMPANY LAW PROCEDURES, Vol. 4, (17th Edn., 2002).
(See Rule 4)
Name of the company.
Registered office.
Notice is hereby given that
the above‑named company proposes to apply to the Central Government for
extension of time to comply with, or for exemption from all or any of the
provisions of section 58A of the Companies Act, 1956, relating to deposits from
public. A copy of the application made is available for inspection at the
registered office of the company during the working hours. Any interested
person may send his objections, if any, to the Central Government by means of
letter addressed to the Secretary, Department of Company Affairs, 5th Floor,
'A' Wing, Shastri Bhawan, New Delhi, within thirty days from the date of
publication of this notice.