Theompaies :( Amendment3 Act, he Cornpones (Anadem) Ad, 19.88 wits nitride in the Gazette of India dated 27'May, 1988. The Act is begged brought into effect by stages. Moss of its provisions hula then made effective from 15di 988 The renaming provisions of the said Act have been made effective Tom 31.5.1991.
In the light the recommendations made by die Expert Commjctee (Zachary Carmine), the Companies (Amendment) Act, 1988 brought about comprehensive amendments to the Compares Act 1956, to plug d loopholes in die law and to streamline some of the existing provisions for netter wor and, administration of the Act. Tube saber features of this unending Act are as under
: l. Company Law Board. The Act provides for the setting up of an independent Company Law Board having power to regulate its own procedure. Many of the powers presently exercised by the court or the Central Government have been transferred to dais Board. Its decisions will be final on questions of facts. However, the orders of the Company Law Board evils are: appeasable to High Court on questions of law
: 2. Deemed: Public Companies. Section 43A dealing with 'deemed public companies' has been amends& whereby the average annual turnover dungier preceding Bears for the purpose of a private corona icy to be devalued: as public c.oiupauy shall be Rest. 5 core or more instead of die existing Rest I Store o: Pntore. Further, the scope of the 'deemed pub companies’ has bum adding an additional criterion hereby any private cay wail
ies: SECRETARIAL PRP
at has been made obligatory for evilly company irk to. ok shares or debentures to the public for subscription by the issue Off prates, before such issue. to make an application to one or more recommend stock exchanges for permission to deal in the shares or debentures of the company,
5. Preference shares. The amendment Act provides that henceforth the companies commit issue preference shares which are irredeemable M are Redeemable afire period often years and the exist nag irredeemable preference shares must be redeemed within a: pefiod of five years
: 6. Transfer deed. Section 108 has been amended The Section before amendment provided that in case of quoted shares a try nester deed is valid for a period two months- or till the date opt which the register of members is closed,- whichever is later. This period of two months has been extended to twelve n months
7. :Paid-up 'share, capital By substituting a new Section for Section 269, the Amendment Apt makes it compulsory for every public limited .compo or a s sidearm thereof Cud up Share capital of Rest. Five cores or more, to have a managing OF whole time *rector or a manager. Further., the managing or whole-.time director or manager m a pubic company or a subsidiary thereof Jay be appointedreappointe4 vwithontthe approval of Central Government if the conditions specified in Shed Ted XIII to the Act are fulfilled. Such a managerial funchonafy, as aforesaid, c m also be paid remuneration 'as provided in Schedule XIII without reference to t e Central Government,
-. 8, (I, her Amendments. The Act includes may-other important amendments relating -m transfer of unclaimed or unexcited dividend to special,'Uripaid Di, vide, n, dAccoumt’, protecting the rights of the, transferee pending mutation or registration of his name in the register of members. Delhi of the rates of depreciation from the rates specified under the Income tax Act and laying down the rates of depreciation in. the new Schedule e REV to the Act, removal offal eexisttngpercentages for clings of interim loans and intercom any investment and in their place limits are to be .presented by the Central Gov moment transferring certain powers to the Co man Law Board which were hitherto exercised by Court OF the
INCORPORATION OF A COMPANY 35
MACHINERY FOR THE Al) Ministration OF THE COMPANIES ACT, 1956