MCA
vide its notification has notified the following sections of Companies
Amendment Act 2017.
Companies
(Significant Beneficial Owners) Rules, 2018
MCA vide its
notification has notified the following sections of Companies Amendment Act
2017.
Section of CA 2017
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Corresponding Section under CA 2013
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Section Title
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Amendment
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Section 22
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Section 90
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Register of significant beneficial
owners in a company
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Register of significant beneficial
owners.-
(1) The company shall maintain a
register of significant beneficial owners in Form
No. BEN-3.
(2) The register shall be open for
inspection during business hours, at such reasonable time of not less than
two hours, on every working day as the board may decide, by any member of the
company on payment of such fee as may be specified by the company but not
exceeding fifty rupees for each inspection.
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Section 24
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Section 93 (Omitted)
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Return to be filed with the Registrar
in case of promoter stake changes
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Return of significant beneficial
owners in shares.- where any declaration under rule 3 is received by the company, it shall file a return in Form No.
BEN-2 with the Registrar in respect of such declaration, within a
period of thirty days from the date of receipt of declaration by it, along
with the fees as prescribed in companies (Registration offices and fees)
Rules, 2014.
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Section 25
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Section 94
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Place of Keeping and inspection of
registers and returns etc.
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Register of significant beneficial
owners.- (1) The company shall maintain a register of significant beneficial
owners in Form No. BEN-3. (2) The register shall be open for inspection
during business hours, at such reasonable time of not less than two hours, on
every working day as the board may decide, by any member of the company on
payment of such fee as may be specified by the company but not exceeding
fifty rupees for each inspection
|
Declaration of significant
beneficial ownership in shares under section 90.-
Declaration of significant
beneficial ownership in shares under section 90.-
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(1) Every
significant beneficial owner shall file a declaration in Form No. BEN-I to the company in which he holds the
significant beneficial ownership on the date of commencement of these rules
within ninety days from such commencement and within thirty days in case of any
change in his significant beneficial ownership.
(2) Every
individual, who, after the commencement of these rules, acquires significant
beneficial ownership in a company. shall file a declaration in Form No. BEN-I to the company, within thirty days of
acquiring such significant beneficial ownership or in case of any change in
such ownership.
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Non- Applicability of
Postal Ballot to One-Person Company and other companies having members up to
two hundred.
Section
90 read with sub-section (l) of section 469 of the Companies Act,2013
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in
rule 22, in sub-rule (16) for the proviso, the following shall be
substituted, namely:-
"Provided
that any aforesaid items of business under this sub-rule, required to be
transacted by means of postal ballot, may be transacted at a general meeting
by a company which is required to provide the facility to members to vote by
electronic means under section 108, in the manner provided in that section:
Provided further that One Person Companies and
other companies having members up to two hundred are not required to transact
any business through postal ballot"
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Companies (Management and Administration) Second Amendment Rules,
2018
No Need to File MGT-10 When there is a Change in Promoter’s Holding of 2% Promotors Holding
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Rule 13 & form MGT-10 shall be omitted – The change is due to
implementation of Companies Amendment Act, 2017 wherein section 93 is
omitted.
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Pursuant to Amendment, the company is not required to file any
return in form MGT-10 with ROC on change of 2% shareholding of promoters.
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No Need to File MGT-14 for Keeping Register of Members other than Registered Office
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Rule 15, the sub-rule(6), shall be omitted – The change is due to
implementation of Companies Amendment Act, 2017 wherein part of section 94
proviso is omitted.
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Pursuant to Amendment, the company is not
required to file form MGT-14 for special resolution passed to keep register
of members and Annual Returns at any other place other than registered office
of the company.
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EGM can be held in any place in India
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Rule 18, in sub-rule (3), Explanation after clause (ix), shall be
omitted – – The change is due to implementation of Companies Amendment Act,
2017 wherein new proviso to section 100(1) is inserted
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Pursuant to Amendment, the
company shall hold EGM at any place within India except WOS of company
incorporated outside India.
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