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    Circular No. 17/2011-Green Initiatives in the Corporate Governance--Clarification regarding service of documents by e-mode instead of Under Posting Ce...
    Government is Committed to bringing in a fair merger and Acquisition Regime in the Country however mergers that Create Monopolies or Abuse of Dominanc...
    GENERAL CIRCULAR NO. 16/2011-AMALGAMATION OF GOVERNMENT COMPANIES. Simplified Procedure for amalgamation of Government Companies U/s 396 of the Compan...
    General Circular No. 15/2011- Appointment of Cost Auditor by Companies
    Circular 14/2011-Certification of e-forms under the Companies Act,1956 by the Practicing professionals
    General Circular No. 12/2011-Clarification regarding Easy Exit Scheme (EES)
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    April 21, 2011
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    Electronic service of corporate documents: valid where shareholders are offered and register email addresses, otherwise use alternative modes of service.
    Service of corporate documents by electronic mode will satisfy Section 53 where the company has given shareholders an advance opportunity to register and update e-mail addresses and has obtained those addresses; absent registration, service must be effected by other modes provided under Section 53, with the Information Technology Act underpinning the legal validity of electronic compliance.
    April 21, 2011
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    Merger control: regulators will approve efficiency-enhancing combinations but prohibit those creating monopolies or abuse of dominance.
    Regulation of combinations will permit mergers that produce efficiencies-such as economies of scale, combined production, integrated procurement and pooled R&D-while scrutinising and challenging transactions that create monopolies or result in abuse of dominance harmful to consumers and small producers; stakeholder consultation and draft merger regulations aim to provide timely clearance for efficiency-enhancing deals and proportionate intervention where competitive harm is likely.
    April 20, 2011
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    Amalgamation of government companies requires cabinet approval and unanimous member and creditor assent before government notification.
    Simplified administrative amalgamation permits government companies to merge by Central Government notification where Cabinet approval is obtained, companies pass general-meeting resolutions with 100% voting power and provide full asset and liability particulars, a thirty-day notice is given to members and creditors, and creditor assent is secured either unanimously or by value with certification; upon submission of resolutions and Cabinet confirmation the Central Government may notify the amalgamation, vesting assets and liabilities in the transferee and causing cancellation of transferor registrations with Registrar strike off.
    April 19, 2011
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    Appointment of Cost Auditor: revised procedure mandates audit committee oversight and deemed approval unless government objects.
    Companies required to maintain cost records must appoint a qualified cost accountant or firm with a valid certificate of practice. The Audit Committee (or Board where applicable) must propose the appointment, confirm absence of statutory disqualifications, and obtain a certificate of the auditor's independence. Companies must e-file the prescribed application with supporting documents; on filing the appointment is deemed approved unless the government directs otherwise within the statutory period, after which the company issues the formal appointment and the auditor must notify the government. Noncompliance attracts prescribed penalties and disclosure in the annual report is required.
    April 12, 2011
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    Certification of e-forms by professionals creates digital filing responsibility with potential temporary portal debarment during institutional inquiry.
    Professionals registered with recognised institutes must digitally certify e-forms filed under the Companies Act, 1956; many submissions will be accepted online without officer approval. Complaints trigger a Regional Director enquiry and opportunity to explain, while the e-Governance Cell notifies the relevant institute to conduct an inquiry; the professional is temporarily debarred from portal submissions pending the institute's report, and MCA will decide further action thereafter.
    April 8, 2011
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    Easy Exit Scheme: compounding applications for non-filing prosecutions permit administrative strike-off once disposed.
    The Ministry authorises accepting EES applications for defunct companies where prosecutions are solely for non-filing if a compounding application is filed or undertaken, with final strike-off only after disposal of the compounding application; it confirms that liabilities and asset distribution remain governed by law. Certificates from practising accountants or company secretaries may be accepted to verify present directors instead of separate director filings, and indemnity bonds and affidavits are required, with foreign nationals and NRIs to notarize as per their country's law.

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