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Circulars
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Clarification on roadmaps for application of converged Indian Accounting Standards with IFRSs
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Converged Accounting Standards adoption: phased timelines, eligibility cut-offs and mandatory continuity of application clarified.
Phased applicability and procedural rules for adoption of the first set of converged Accounting Standards are specified: Phase I entities must convert opening balance sheets (1 April 2011 for most companies; 1 April 2013 for specified banks and finance entities) and prepare subsequent financial statements under the converged standards, with cut-off balance sheet dates set for determining eligibility. Net worth calculation rules for applicability are prescribed, subsidiaries and group consolidation adjustments are addressed, early adoption is permitted for some group entities, and reversion to prior standards after adoption is not allowed.
Section 10E of the Companies Act, 1956 - Board of Company Law Administration - Constitution of
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Bench constitution allocates subject matter jurisdiction, temporary staffing, and referral powers for company law benches effective immediately.
The order prescribes constitution and subject matter allocation of Company Law Board benches, names temporary members for each bench and for pending matters, authorises benches to sit outside their geographic jurisdiction with party consent, permits referral of matters to the Principal Bench for joint consultation and disposal, and takes effect from 3rd November, 2009.
02/2009 - 20-06-2009 Companies Law
Filling of prosecution for violating of section 159/220 of the Companies Act, 1956.
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Court-directed document filing enables registrar action against directors for company law filing violations under statutory power.
Regional Directors and Registrars are instructed to request courts, in prosecutions for breaches of directors' filing duties, to issue orders directing the accused to file required documents with the Registrar within a specified time and to pay prescribed and additional fees, thereby enabling the Registrar to take subsequent enforcement action under the Act if the ordered filings are not made.
01/2009 - 16-06-2009 Companies Law
Status of a holder of Global Depository Receipts (GDRs) – Clarification regarding
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Membership status of GDR holders: non resident GDR holders are not company members unless converted into underlying shares.
A non resident holder of Global Depository Receipts is not a member of the issuing company because they are neither subscriber nor registered holder; the Overseas Depository Bank is not the statutory depository and cannot be deemed a member. Membership arises only upon conversion or redemption of GDRs into underlying equity shares and completion of the Scheme's and Companies Act procedures; until conversion the Overseas Depository Bank's name appears in the Register as legal allottee but is not a nominee of the GDR holder for membership purposes.
01/2008 - 01-07-2008 Companies Law
Rescission of General Circular No.13 of 2007 dated 27-9-2007 passed under section 141 of the Companies Act, 1956
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Condonation of delay in charge registration: procedure reverted to prior statutory process; delayed filings require formal condonation.
The Ministry rescinded the interim Circular allowing Registrar-level acceptance of delayed registration, modification and satisfaction of charges up to 300 days with additional fee, restoring the prior judicial condonation procedure. From the stated effective date, documents filed after the prescribed statutory periods will not be registered by Registrars unless delay is condoned through the judicial process, and Registrars must strictly comply with this reinstated procedure.
05/2008 - 26-05-2008 Companies Law
Circulation of copy of notifications No S.O -901(E). GSR-329(E), GSR-374 (E) and GSR-387 (E),
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National Advisory Committee on Accounting Standards circulated alongside Nidhi company declarations, SFIO prosecution authorizations and tribunal selection rules.
Four notifications are circulated: constitution of the National Advisory Committee on Accounting Standards; declaration of twenty-four companies as Nidhi companies under the Companies Act; authorization of Serious Fraud Investigation Office officers to file and conduct prosecutions under the Companies Act; and notification of rules governing the selection committee term and manner of selecting a panel for the Competition Appellate Tribunal. Recipients are to note, act as necessary, and acknowledge receipt.
Empanelment of Chartered Accountants for Official Liquidator as Auditors in Companies under liquidation
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Empanelment of chartered accountants as auditors in liquidations: eligibility, documentation, and fund dependent remuneration process.
Empanelment of chartered accountants is invited to serve as auditors for companies under liquidation by the Official Liquidator. Applicants must be ICAI members in active practice for at least three years and submit bio-data with income details for the last three years, two recommendations from practising chartered accountants with at least ten years' practice, expected remuneration, and a declaration of no pending disciplinary proceedings. Professional fees will be subject to the fund position of the company in liquidation and applications must be sent to the Official Liquidator within the prescribed timeline.
Constitution of Board of Company Law Administration - Notified Benches
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Constitution of benches allocates company law matters by subject and permits bench sittings outside jurisdiction with consent.
Constitution of a multi-bench adjudicatory structure allocates company law matters by subject to specified benches, naming members empowered to sit for each bench. The Principal Bench is assigned particular statutory categories while other benches handle remaining company law matters. Benches may hold sittings outside their jurisdiction with party consent and may refer matters to the Principal Bench for joint consultation and disposal. The order supersedes prior orders and takes effect from the operative date.
02/2008 - 26-02-2008 Companies Law
Circulation of copy of notification No S.O -298(E)
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Declaration of Public Financial Institution: notification circulated to regional directors and registrars under Companies Act, prompting administrative action.
Circulation of a government notification declaring a company to be a Public Financial Institution under the Companies Act is forwarded to Regional Directors and Registrars of Companies for information, acknowledgement, and necessary administrative action to ensure regulatory follow-up and record-keeping.
01/2008 - 17-01-2008 Companies Law
Circulation of copy of notifications No S.O -2218(E) and S O -2219(E)
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Company licensing rules updated: prior notification rescinded and related notification amended, affecting licensed charitable companies' compliance obligations.
The Ministry circulated two Gazette notifications affecting companies licensed under the Companies Act, 1956: one rescinds a prior notification from 1962 and the other amends a 1961 notification, directing Regional Directors and Registrars of Companies to take note, act as necessary and acknowledge receipt.
13/2007 - 27-09-2007 Companies Law
Order of the Company Law Board under Section 141 of the Companies Act, 1956 regarding extension of time for filing documents by companies and levy of additional fee.
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Extension of filing time permits delayed charge filings to be accepted on payment of additional fee through e filing.
Central Government authority is authorised to accept registration, modification and satisfaction of charges in non disputed cases beyond prescribed filing periods by permitting filings through the MCA 21 e filing system up to a specified outer limit, subject to levy of additional fee under the statutory additional fee provision on a slab basis. Exceptions where Company Law Board jurisdiction continues include delays beyond the outer limit, rectification of the register of charges, and filings by lenders. Pending Board applications and pre effective date electronic filings remain subject to regional bench condonation.
04/2007 - 27-04-2007 Companies Law
Circular for Empanelment of Chartered Accountants
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Empanelment of chartered accountants: invitation for qualified professionals to provide advisory and audit services in company liquidations.
Invitation for empanelment of qualified Chartered Accountants with preferably five years' experience to provide advisory, auditing and related services for companies in liquidation under the supervision of the Official Liquidator and the High Court; terms to be fixed by the High Court and other conditions to follow the Companies Court Rules. Applicants must submit name, contact details, job/training profile and nature of services in a sealed envelope to the Official Liquidator (A.K. Chaturvedi) by the stated deadline.
Director Identification Number - Regional Directors have been authorised to allot
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Director Identification Number delegation authorises regional officials to allot DIN under statutory sections, decentralising allotment functions.
The Central Government delegates authority to the Regional Director and designated officers in the regional office to perform allotment of Director Identification Numbers under the statutory provisions of the Companies Act, creating a localized administrative mechanism for issuing DINs.
Use of digital signatures on behalf of authorised signatories/company by practising professionals
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Authorised signatories must use their own digital signatures for electronic company filings; facilitation risks disciplinary and legal action.
Electronic filing under the Companies Act requires that only authorised signatories may sign e-forms with digital signatures; use of another person's digital signature-even with a power of attorney or disclaimer certificate-does not meet legal requirements and constitutes impersonation, exposing practising professionals to disciplinary and legal action.
Extension of due date of filing of documents without use of Digital Signature Certificates
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Digital signature requirement: company filings must use authorized persons' DSCs under MCA21 after the extension ends.
Filings by companies without Digital Signature Certificates have been permitted until an extended cut-off to accommodate requests; thereafter all filings on the MCA21 electronic system must be submitted using the digital signatures of authorized persons, with no further extension, and authorized signatories and professionals are advised to procure at least Class 2 DSCs in advance.
06/2006 - 12-06-2006 Companies Law
The Companies Amendment Act, 2006.
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Companies Amendment Act 2006 circulation prompts registries to implement notification and acknowledge receipt for compliance.
The Ministry of Company Affairs transmits the notified Companies (Amendment) Act, 2006 to all Regional Directors and Registrars of Companies for information and necessary action, requesting acknowledgment of receipt and prompting administrative steps to implement the amendment within their jurisdictions.
01/2006 - 02-01-2006 Companies Law
Deposit of unpaid amount to credit of IEPF under section 205C of the Companies Act, 1956 - Violation thereof, prosecution for
Show AI Summary
IEPF deposit compliance precludes prosecution for delayed deposits under the Companies Act when remedial deposit was actually made.
Companies that actually deposited the requisite unpaid dividends and related amounts into the Investor Education and Protection Fund within the prescribed remedial period satisfy the objective of earlier circulars and should not be prosecuted for delay; regulatory authorities should proceed with prosecutions only where no such compliance was effected and withdraw prosecutions already filed against companies and their directors that met the deposit requirement within that period.
11/2005 - 07-10-2005 Companies Law
Circulation of Notification
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Amendment to Companies Regulations circulated, with regional office relocation and accounting standards committee tenure extended.
Circulation of three central government notifications: amendment to the Companies Regulations, 1956; relocation of the Regional Director (Northern Region) office from Kanpur to NOIDA (Gautam Budh Nagar); and extension of the tenure of the National Advisory Committee on Accounting Standards under Section 210A of the Companies Act, 1956, forwarded to Regional Directors and Registrars of Companies for information, necessary action, and acknowledgement.
05/2005 - 10-05-2005 Companies Law
Clarification regarding Simplified Exit Scheme, 2005
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No assets and no liabilities requirement in simplified exit scheme mandates companies satisfy that condition before administrative strike-off.
Regional Directors/ROCs must process prior section 560 applications and adopt a new affidavit clause (Annexure B, 6A) affirming the company "has no assets and no liabilities" as of the affidavit date. The "no assets and no liabilities" condition is mandatory for SES eligibility. Companies deemed defunct remain eligible but must comply with SES filing requirements-including affidavits, accounts and indemnities-before ROC will effect strike-off. Timely-filed applications may be rectified later; residence and identity proofs may be attested by Gazetted Officers or by Chartered Accountants/Company Secretaries, with affidavits as alternatives; section 25 companies are excluded.
02/2005 - 28-01-2005 Companies Law
Striking off names of defunct companies - Simplified Exit Scheme, 2005
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Striking off company names: streamlined exit procedure allowing defunct companies to apply for deregistration under section 560.
The Simplified Exit Scheme, 2005 enables eligible defunct companies to apply under section 560 of the Companies Act, 1956 for striking off their names from the Register. Eligibility excludes section 25 companies and imposes special conditions for NBFCs and Collective Investment Management Companies requiring regulatory no-objection where registered. Applications must use prescribed forms, be supported by affidavits declaring absence of assets and liabilities, and include notarized indemnity bonds. Financial documentation varies by operating history; companies with pending non-compoundable prosecutions are ineligible. Striking off is effective from the ROC order and applications attract a prescribed fee.

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