Appendix 28

 

TEXT OF NOTIFICATIONS EXEMPTING GOVERNMENT COMPANIES FROM FOLLOWING CERTAIN PROVISIONS OF THE COMPANIES ACT, 1956

 

Exemptions granted to Government Companies

 

In exercise of its powers under section 620(l) of the Companies Act, 1956, the Government has granted the following exemptions from the provisions of the Act to the Government Companies :

 

S. No.

Section

Nature of Provision

Extent of Exemption granted

Notification No. and date

(1)

(2)

(3)

(4)

(5)

1

13

Requirements with respect to name clause in the Memorandum

In clause (a) of sub section (1) the words "in the case of public limited company and with Private Limited" as the last words of the name in the case of private limited com­pany" shall be omitted.

G.S.R. No. 1234 dated 30‑12‑1958

2

16,17,18

Procedure for alteration of Memorandum of Association and registration of alteration

For the word "Court" wherein it occurs the words "Central Government" shall be substituted.

S.R.O. No.355 dated 7‑1‑1957 as amended by G.S.R. No. 1473 dated 16­12‑1961.

3.

21

Change of name by company

The following proviso shall he added to the section namely provided that nothing in this section shall apply to a Government company where the change in its name consists only in the deletion of the word 'private' there from'.

GSR No. 1649 dated 13‑11‑1965

4.

23

Registration of change of name and effect thereof.

After sub-section (1) the following sub section shall be inserted "(IA) where the change in the name of a government company consists only in the deletion of the word 'private' there from that government company shall, not later than three months from the date thereof, inform the Registrar of the aforesaid change and thereupon the Registrar shall delete the word Private' before the word 'Limited' in the name of the company upon the register and shall also make the necessary alteration in the certificate of incorpotation issued to the company".

G.S.R. No. 1649 dated 13‑11‑1965

5.

43A

Deemed public company

The whole

G.S.R. No. 577(E) dated 16‑7‑1985

6.

100

Reduction of share Capital and procedure therefor.

The word “Court” wherever it occurs shall be substituted by the words “Central Government”.

G.S.R. No. 238 dated 2-2-1978

7.

101

Reduction of share Capital and procedure therefor.

The word “Court” wherever it occurs shall be substituted by the words “Central Government”.

G.S.R. No. 238 dated 2-2-1978

8.

102

Reduction of share Capital and procedure therefor.

The word “Court” wherever it occurs shall be substituted by the words “Central Government”.

G.S.R. No. 238 dated 2-2-1978

9.

103

Registration of order and minute of reduction.

The word “Court” wherever it occurs shall be substituted by the words “Central Government”.

G.S.R. No. 238 dated 2-2-1978

10(i).

108

Registration of transfer of shares.

The provisions not to apply in respect of shares held by nominees of the Government.

G.S.R. No. 579(E) dated 16-7-1985

10(ii).

108(1)

Requirement as to proper execution & stamping of instruments & of transfer in respect of Bonds issued by a Government Company.

The provisions not to apply provided an intimation by the transferee specifying his name, address and occupation, if any, has been delivered to the company along with the certificate is in existence, along with the letter of allotment of the Bond.

G.S.R. No. 1294(E) dated 17-12-1984

11.

149(2A)

Restructions on Commencement of Business.

The whole

G.S.R. No. 577(E) dated 16-7-1985

12.

165

Statutory meeting and statutory report of the company.

The whole

G.S.R. No. 578(E) dated 16-7-1985

13.

166

Annual General Meeting

(i)         In the proviso to clause (c) of sub‑section (1), for the "Registrar"        the words "Central Government" shall be substituted.

 

(ii)        In sub‑section (2) for the words "some other place within the city, town or village in which the regis­tered office of the company", the words "such other place as the Central Government may approve in this be­half” shall be sub­-stituted.

 

S.R.O. No, 355 dated 17‑1‑1957 as amended G.S.R. No. 1473 dated 16­-2‑1961.

14.

187C

Declaration by persons not holding beneficial interest in shares.

The whole

G.S.R No. 232 dated 16-7-1985

15.

187D

Investigation of beneficial ownership of shares in certain cases.

The whole

G.S.R No. 578(E) dated 16-7-1985

16.

198

Overall maximum managerial remuneration and payment of managerial remuneration in case of absence or in adequacy of profit.

The whole

G.S.R No. 235 dated 31-1-1978

17.

205A

Transfer of unpaid dividend to special dividend account.

The    whole provided the entire paid up share capital is held by the Central Government or State Governments or the Central Government and one or more State Government.

G.S.R No. 580(E) dated 16-7-1985

18.

205B

Payment of unpaid or unclaimed dividend

-Do-

G.S.R No. 277(E) dated 16-7-1985

18A

209(3)(b)

Keeping books of accounts on accrual basis and double entry system of accountings.

Shall not apply to a Government company engaged in the business of financing industrial projects and approved by the Central Government under section36(1)(viii) of the Income Tax Act, 1961, (43 of 1961) to the extent it relates to income from interest on loans and advances provided that such accrued income which is not accounted for in the books of accounts, is disclosed by way of note in the annual accounts.

 

18B.

209(3)(b)

-Do-

Shall not apply to any Government company engaged in the promotion and development of industries, to the extent it relates to income from-

(a)        interest on seed money loans or bridge loans;

(b)        interest on instalments due on the cost of industrial plots or sheds al­lotted to entrepreneurs;

(c)        claims from the Central Govern­ment or State Gov­ernment in relation to special rebate on the sale of hand­ loom clothes as de­clared by the Min­istry of Textiles (Office of the De­velopment Commissioner for Hand­ looms) from time to time as a special measure for boost­ing the sale of handloom clothes produced in differ­ent parts of the country:

           

Provided that such accrued income, which is not accounted for in the books of account, is disclosed by way of a note in the company's annual accounts.

 

G.S.R. No. 770(E) dated 10-9-1990

18C.

217(1)(e)

Board’s Report

Shall not apply to Hindustan Aeronautics Limited, Bangalore, which is a Government Company.

GSR 769, dated 10-9-1990

19.

255

Appointment of directors and proportion of those who are to retire by rotation.

The    whole

G.S.R No. 234 dated 31-1-1978

20.

256

Ascertainment of Directors retiring by rotation and filling of vacancies.

The     whole

-Do-

21.

257

Right of persons other than retiring directors to stand for directorship.

The    whole

G.S.R No. 234 dated 31-1-1988

22.

259

Sanction of Government to increase the number of directors.

The    whole

G.S.R No. 235 dated 31-1-1978

23.

263

Appointment of Directors to be voted on individually.

Th   e whole

G.S.R No. 577(E) dated 16-7-1985

24.

264

Consent of candidate for directorship to be filed with the company and consent to act as director to be filed with the Register.

The    whole

G.S.R No. 577(E) dated 16-7-1985

25.

265

Option of company to adopt proportional representation for the appointment of Directors.

The    whole

-Do-

26.

268

Approval of Central Government to the amendment of provi­sions relating to whole­-time Managing or non­-rotational Directors.

The    whole

G.S.R No. 235 dated 31-1-1978

27.

269

Approval of Central Government to appoint­ment or re‑appoint­ment of managing or whole‑time Directors.

The    whole

-Do-

28.

294

Approval of the company in Annual General Meeting to the appointment of sole selling agent.

The     whole

G.S.R No. 577(E) dated 16-7-1985

29.

294AA(2) & (3)

Approval of Central Government to the appointment of Sole Selling Agents in cer­tain cases.

The     whole

-Do-

30.

295

Loans to Directors.

Th e whole of the section shall not apply provided the company obtains the approval of the administrative Ministry/ Department concerned or, as the case may be, of the State Government.

G.S.R No. 581(E) dated 16-7-1985

31.

297(1) Proviso

Approval of Central Government in respect of certain contracts in which directors are interested.

The      whole

G.S.R No. 233 dated 31-1-1978

32.

307

Maintenance of Register of Directors’ shareholding.

The    whole

G.S.R No. 577(E) dated 16-7-1985

33.

308

Duty of directors and persons deemed to be dirctors to make disclosure of shareholding.

The     whole

-Do-

34.

309

Remuneration of Directors.

The    whole

G.S.R No. 235 dated 31-1-1978

35.

310

Approval of Central Government for increase in remuneration of Managing or whole-time Directors.

The    whole

G.S.R No. 235 dated 31-1-1978

36.

311

Approval of Central Government for increase in remuneration of managing director on re-appointment or appointment.

The    whole

G.S.R No. 235 dated 31-1-1978

37.

315

Number of companies of which a person may be appointed as Managing Director.

The    whole

G.S.R No. 577(E) dated 16-7-1985

38.

317

Appointment of managing Dirctor not be made for more than 5 years at a time.

The    whole

G.S.R No. 577(E) dated 16-7-1985

39.

370

Inter-Corporate loans, guarantees, securities etc.

The    whole, provided:

 

(i)         the entire paid-up share capital is held by Central is held by Central Govt. and its nominees or State Government and its nominees; and

(ii)        Approval of Central Government or as the case may be, of State Government is obtained before making a loan or giving any guarantee or providing any security.

 

G.S.R No. 309 dated 20-2-1978

40.

372

Inter-Corporate Investments.

Not t     apply to any company established with the object of fi­nancing where the State Government has made or agreed to make a special advance for the purpose of making loans or ad­vances to, or subscrib­ing to the capital of private companies/en­terprises in India.

G.S.R No. 990 dated 9-8-1975

41.

386

Number of companies of which a person may be appointed as Manager.

The      whole

G.S.R No. 577(E) dated 16-7-1985

42.

387

Remuneration of Manager.

The      whole

G.S.R No. 235 dated 31-1-1978

43.

388

Application of sections 269,310,311,312 and 317 to Managers.

The     whole

-Do-

44.

391

Appeal against Order of the Court exercising jurisdiction under the section.

Su       sub-section (7) not to apply

G.S.R No. 238 dated 2-2-1978

45.

392(1)

Powers of High Court to enforce compromises and arrangements.

For   the words “High Court” the words “Central Government” shall be substituted.

G.S.R No. 238 dated 2-2-1978

46.

394

Reconstruction or amalgamations of companies.

For the words “High Court” the words “Central Government” shall be substituted.

G.S.R No. 238 dated 2-2-1978

47.

621

Offences against Act to be cognisable only on complaint by Registrar, Shareholder or Government.

In sub-section (1) the words “The Registrar or of Share-holder of the company” shall be omitted.

S.R.O. No. 355 dated 7-1-1957 as amended by G.S.R. No. 1473 dated 16-12-1961.

 

Notifications of Exemptions to Govt. Companies  § App. 28 1767

1768 § App. 28 Notifications of Exemptions to Govt. Companies

1770 § App. 28 Notifications of Exemptions to Govt. Companies

1772 § App. 28 Notifications of Exemptions to Govt. Companies