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Companies Act, 2013

Sections

Memorandum of Association of a Company Limited by SharesView Details
Appeals from orders made before commencement of ActView Details
1Short title, extent, commencement and applicationView Details
10 Effect of memorandum and articlesView Details
10 Demand for pollView Details
100Calling of extraordinary general meetingView Details
101Notice of meetingView Details
102Statement to be annexed to noticeView Details
103Quorum for meetingsView Details
104Chairman of meetingsView Details
105Restriction on voting rightsView Details
106Voting by show of handsView Details
107Voting by show of handsView Details
108Voting through electronic meansView Details
11 Representation of corporations at meeting of companies and of creditorsView Details
11 Resolutions requiring special noticeView Details
11 Resolutions and agreements to be filedView Details
11 Minutes of proceedings of general meeting, meeting of Board of Directors and other meeting and resolutions passed by postal ballotView Details
11 Inspection of minute-books of general meetingView Details
11Commencement of business, etcView Details
110Postal ballotView Details
111Circulation of members resolutionView Details
112Representation of President and Governors in meetingsView Details
114Ordinary and special resolutionsView Details
116Resolutions passed at adjourned meetingView Details
12 Registered office of companyView Details
12 Maintenance and inspection of documents in electronic formView Details
12 Report on annual general meetingView Details
12 Applicability of this Chapter to One Person CompanyView Details
12 Unpaid Dividend AccountView Details
12 Investor Education and Protection FundView Details
12 Right to dividend, rights shares and bonus shares to be held in abeyance pending registration of transfer of sharesView Details
123Declaration of dividendView Details
127Punishment for failure to distribute dividendsView Details
128Books of account, etc., to be kept by companyView Details
129Financial statementView Details
13 Constitution of National Financial Reporting AuthorityView Details
13 Right of member to copies of audited financial statementView Details
13 Internal auditView Details
13Alteration of memorandumView Details
130Reopening of accounts on courts or Tribunals ordersView Details
131Voluntary revision of financial statements or Boards reportView Details
133Central Government to prescribe accounting standardsView Details
134Financial statement, Boards report etcView Details
135Corporate Social ResponsibilityView Details
137Copy of financial statement to be filed with RegistrarView Details
139Appointment of auditorsView Details
14 Alteration of articlesView Details
14 Removal, resignation of auditor and giving of special noticeView Details
14 Remuneration of auditorsView Details
14 Auditor not to render certain servicesView Details
14 Auditors to attend general meetingView Details
14 Central Government to specify audit of items of cost in respect of certain companiesView Details
14Duration and Dissolution of The CouncilView Details
141Eligibility, qualifications and disqualifications of auditorsView Details
143Powers and duties of auditors and auditing standardsView Details
145Auditor to sign audit reports, etcView Details
147Punishment for contraventionView Details
149Company to have Board of DirectorsView Details
15 Manner of selection of independent directors and maintenance of databank of independent directors.View Details
15 Appointment of directorsView Details
15 Allotment of Director Identification NumberView Details
15 Director to intimate Director Identification NumberView Details
15 Obligation to indicate Director Identification NumberView Details
15Alteration of memorandum or articles to be noted in every copyView Details
151Appointment of director elected by small shareholdersView Details
153Application for allotment of Director Identification NumberView Details
155Prohibition to obtain more than one Director Identification NumberView Details
157Company to inform Director Identification Number to RegistrarView Details
159Punishment for contraventionView Details
16 Right of persons other than retiring directors to stand for directorshipView Details
16 Appointment of directors to be voted individuallyView Details
16 Disqualifications for appointment of directorView Details
16 Duties of directorsView Details
16 Resignation of directorView Details
16Rectification of name of companyView Details
161Appointment of additional director, alternate director and nominee directorView Details
163Option to adopt principle of proportional representation for appointment of directorsView Details
165Number of directorshipsView Details
167Vacation of office of directorView Details
169Removal of directorsView Details
17 Register of directors and key managerial personnel and their shareholdingView Details
17 Punishment. Meetings of BoardView Details
17 Quorum for meetings of BoardView Details
17 Defects in appointment of directors not to invalidate actions takenView Details
17 Nomination and Remuneration Committee and Stakeholders Relationship CommitteeView Details
17Copies of memorandum, articles, etc., to be given to membersView Details
17Committees of the CouncilView Details
171Members right to inspectView Details
173Meetings of BoardView Details
175Passing of resolution by circulationView Details
177Audit CommitteeView Details
179Powers of BoardView Details
18 Restrictions on powers of BoardView Details
18 Prohibitions and restrictions regarding political contributionsView Details
18 Power of Board and other persons to make contributions to national defence fund, etc.View Details
18 Disclosure of interest by directorView Details
18 Loan to directors, etc.View Details
18 Loan and investment by companyView Details
18 Investments of company to be held in its own nameView Details
18 Related party transactionsView Details
18 Register of contracts or arrangements in which directors are interestedView Details
18Conversion of companies already registeredView Details
181Company to contribute to bona fide and charitable funds, etcView Details
19 Contract of employment with managing or whole-time directorsView Details
19 Payment to director for loss of office, etc., in connection with transfer of undertaking, property or sharesView Details
19 Restriction on non-cash transactions involving directorsView Details
19 Contract by One Person CompanyView Details
19 Prohibition on forward dealings in securities of company by director or key managerial personnelView Details
19 Prohibition on insider trading of securitiesView Details
19 Overall maximum managerial remuneration and managerial remuneration in case of absence or inadequacy of profitsView Details
19 Calculation of profitsView Details
19 Recovery of remuneration in certain casesView Details
19Subsidiary company not to hold shares in its holding companyView Details
196Appointment of managing director, whole-time director or managerView Details
2 Definitions.View Details
20 Central Government or company to fix limit with regard to remunerationView Details
20 Forms of, and procedure in relation to, certain applicationsView Details
20 Compensation for loss of office of managing or whole-time director or managerView Details
20 Appointment of key managerial personnelView Details
20 Secretarial audit for bigger companiesView Details
20 Functions of company secretaryView Details
20 Conduct of inspection and inquiryView Details
20 Report on inspection madeView Details
20Service of documentsView Details
206Power to call for information, inspect books and conduct inquiriesView Details
209Search and seizureView Details
21 Investigation into affairs of companysView Details
21 Investigation into affairs of Company by Serious Fraud Investigation OfficeView Details
21 Security for payment of costs and expenses of investigationView Details
21 Investigation of ownership of companyView Details
21Authentication of documents, proceedings and contractsView Details
211Establishment of Serious Fraud Investigation OfficeView Details
213Investigation into companys affairs in other casesView Details
215Firm, body corporate or association not to be appointed as inspectorView Details
217Procedure, powers, etc., of inspectorsView Details
218Protection of employees during investigationView Details
219Power of inspector to conduct investigation into affairs of related companies, etcView Details
22 Legal advisers and bankers not to disclose certain informationView Details
22 Penalty for furnishing false statement, mutilation, destruction of documentsView Details
22Execution of bills of exchange, etcView Details
220Seizure of documents by inspectorView Details
221Freezing of assets of company on inquiry and investigationView Details
222Imposition of restrictions upon securitiesView Details
223Inspectors reportView Details
224Actions to be taken in pursuance of inspectors reportView Details
225Expenses of investigationView Details
226Voluntary winding up of company, etc., not to stop investigation proceedingsView Details
228Investigation, etc., of foreign companiesView Details
23 Power of Tribunal to enforce compromise or arrangementView Details
23 Merger or amalgamation of certain companiesView Details
23 Power to acquire shares of shareholders dissenting from scheme or contract approved by majorityView Details
23 Power of Central Government to provide for amalgamation of companies in public interestView Details
23 Preservation of books and papers of amalgamated companiesView Details
23Public offer and private placementView Details
230Power to compromise or make arrangements with creditors and membersView Details
232Merger and amalgamation of companiesView Details
234Merger or amalgamation of company with foreign companyView Details
236Purchase of minority shareholdingView Details
238Registration of offer of schemes involving transfer of sharesView Details
24 Consequence of termination or modification of certain agreementsView Details
24 Right to apply under section 241View Details
24 Class actionView Details
24 Restrictions on making application under section 248 in certain situationsView Details
24Power of Securities and Exchange Board to regulate issue and transfer of securities, etcView Details
240Liability of officers in respect of offences committed prior to merger, amalgamation, etcView Details
241Application to Tribunal for relief in cases of oppression, etcView Details
242Powers of TribunalView Details
246Application of certain provisions to proceedings under section 241 or section 245View Details
25 Fraudulent application for removal of nameView Details
25 Exclusion of certain time in computing period of limitationView Details
25 Committee of creditorsView Details
25 Appointment of administratorView Details
25Document containing offer of securities for sale to be deemed prospectusView Details
252Appeal to TribunalView Details
253Determination of sicknessView Details
254Application for revival and rehabilitationView Details
256Appointment of interim administratorView Details
258Order of TribunalView Details
26 Scheme of revival and rehabilitationView Details
26 Scheme to be bindingView Details
26 Winding up of company on report of company administratorView Details
26 Punishment for certain offencesView Details
26 Rehabilitation and Insolvency FundView Details
26Matters to be stated in prospectusView Details
260Powers and duties of company administratorView Details
262Sanction of schemeView Details
264Implementation of schemeView Details
266Power of Tribunal to assess damages against delinquent directors, etcView Details
268Bar of jurisdictionView Details
27 Powers of TribunalView Details
27 Company Liquidators and their appointmentsView Details
27 Intimation to Company Liquidator, provisional liquidator and RegistrarView Details
27 Stay of suits, etc., on winding up orderView Details
27Variation in terms of contract or objects in prospectusView Details
270Modes of winding upView Details
271Circumstances in which company may be wound up by TribunalView Details
272Petition for winding upView Details
274Directions for filing statement of affairsView Details
276Removal and replacement of liquidatorView Details
278Effect of winding up orderView Details
28 Submission of report by Company LiquidatorView Details
28Offer of sale of shares by certain members of companyView Details
280Jurisdiction of TribunalView Details
282Directions of Tribunal on report of Company LiquidatorView Details
283Custody of company's propertiesView Details
284Promoters, directors, etc., to cooperate with Company LiquidatorView Details
285Settlement of list of contributories and application of assets.View Details
286Obligations of directors and managersView Details
287Advisory committeeView Details
288Submission of periodical reports to TribunalView Details
289Power of Tribunal on application for stay of winding upView Details
29Public offer of securities to be in dematerialized formView Details
29Sanction to ProsecuteView Details
290Powers and duties of Company LiquidatorView Details
291Provision for professional assistance to Company LiquidatorView Details
292Exercise and control of Company Liquidator's powersView Details
293Books to be kept by Company LiquidatorView Details
294Audit of Company Liquidator's accountsView Details
295Payment of debts by contributory and extent of set-offView Details
296Power of Tribunal to make callsView Details
297Adjustment of rights of contributoriesView Details
298charges Power to order costsView Details
299Power to summon persons suspected of having property of company, etcView Details
3Formation of companyView Details
30 Effect of voluntary winding upView Details
30Advertisement of prospectusView Details
300Power to order examination of promoters, directors, etcView Details
302Dissolution of company by TribunalView Details
302Dissolution of company by TribunalView Details
304Circumstances in which company may be wound up voluntarilyView Details
305Declaration of solvency in case of proposal to wind up voluntarilyView Details
306Meeting of creditorsView Details
307Publication of resolution to wind up voluntarilyView Details
308Commencement of voluntary winding upView Details
31 Power to remove and fill vacancy of Company LiquidatorView Details
31 Cesser of Board's powers on appointment of Company LiquidatorView Details
31 Appointment of committeesView Details
31 Report of Company Liquidator to Tribunal for examination of personsView Details
31 Final meeting and dissolution of companyView Details
31 Power of Company Liquidator to accept shares, etc., as consideration for sale of property of companyView Details
31Shelf prospectusView Details
310Appointment of Company LiquidatorView Details
312Notice of appointment of Company Liquidator to be given to RegistrarView Details
314Powers and duties of Company Liquidator in voluntary winding upView Details
316Company Liquidator to submit report on progress of winding upView Details
32 Distribution of property of companyView Details
32 Arrangement when binding on company and creditorsView Details
32 Power to apply to Tribunal to have questions determined, etc.View Details
32 Costs of voluntary winding upView Details
32 Application of insolvency rules in winding up of insolvent companiesView Details
32 Overriding preferential paymentsView Details
32 Fraudulent preferenceView Details
32Red herring prospectusView Details
324Debts of all descriptions to be admitted to proofView Details
327Preferential paymentsView Details
329Transfers not in good faith to be voidView Details
33 Certain transfers to be voidView Details
33 Effect of floating chargeView Details
33 Transfers, etc., after commencement of winding up to be voidView Details
33 Offences by officers of companies in liquidationView Details
33 Liability where proper accounts not keptView Details
33Issue of application forms for securitiesView Details
331Liabilities and rights of certain persons fraudulently preferred.View Details
333Disclaimer of onerous propertyView Details
335Certain attachments, executions, etc., in winding up by Tribunal to be voidView Details
337Penalty for frauds by officersView Details
339Liability for fraudulent conduct of businessView Details
34 Power of Tribunal to assess damages against delinquent directors, etc.View Details
34 Prosecution of delinquent officers and members of companyView Details
34 Statement that company is in liquidationView Details
34 Inspection of books and papers by creditors and contributoriesView Details
34 Information as to pending liquidationsView Details
34Criminal liability for misstatements in prospectusView Details
341Liability under sections 339 and 340 to extend to partners or directors in firms or companiesView Details
343Company Liquidator to exercise certain powers subject to sanctionView Details
345Books and papers of company to be evidenceView Details
347Disposal of books and papers of companyView Details
349Official Liquidator to make payments into public account of IndiaView Details
35 Civil liability for misstatements in prospectusView Details
35 Company Liquidator to deposit monies into scheduled bankView Details
35 Company Liquidation Dividend and Undistributed Assets AccountView Details
35 Meetings to ascertain wishes of creditors or contributoriesView Details
35 Powers of Tribunal to declare dissolution of company voidView Details
35 Exclusion of certain time in computing period of limitationView Details
351Liquidator not to deposit monies into private banking accountView Details
353Liquidator to make returns, etcView Details
355Court, tribunal or person, etc., before whom affidavit may be swornView Details
357Commencement of winding up by TribunalView Details
359Appointment of Official LiquidatorView Details
36 Powers and functions of Official LiquidatorView Details
36 Sale of assets and recovery of debts due to companyView Details
36 Appeal by creditorView Details
36 Vesting of property on registrationView Details
36Punishment for fraudulently inducing persons to invest moneyView Details
361Summary procedure for liquidationView Details
363Settlement of claims of creditors by Official LiquidatorView Details
365Order of dissolution of companyView Details
366Companies capable of being registeredView Details
367Certificate of registration of existing companiesView Details
369Saving of existing liabilitiesView Details
37 Action by affected personsView Details
37 Continuation of pending legal proceedingsView Details
37 Power of Court to stay or restrain proceedingsView Details
37 Obligations of companies registering under this PartView Details
37 Power to wind up foreign companies, although dissolvedView Details
37 Saving and construction of enactments conferring power to wind up partnership firm, association or company, etc., in certain casesView Details
371Effect of registration under this PartView Details
373Suits stayed on winding up orderView Details
375Winding up of unregistered companiesView Details
377Provisions of Chapter cumulativeView Details
379Application of Act to foreign companiesView Details
38 Documents, etc., to be delivered to Registrar by foreign companiesView Details
38 Display of name, etc., of foreign companyView Details
38 Service on foreign companyView Details
38 Debentures, annual return, registration of charges, books of account and their inspectionView Details
38 Fee for registration of documentsView Details
38 InterpretationnView Details
38 Dating of prospectus and particulars to be contained thereinView Details
38 Registration of prospectusView Details
38Punishment for personation for acquisition, etc., of securitiesView Details
381Accounts of foreign companyView Details
388Provisions as to experts consent and allotmentView Details
39 Allotment of securities by companyView Details
39 Offer of Indian Depository ReceiptsView Details
39 Application of sections 34 to 36 and Chapter XXView Details
39 Punishment for contraventionView Details
39 Company's failure to comply with provisions of this Chapter not to affect validity of contracts, etc.View Details
39 Annual reports where one or more State Governments are members of companiesView Details
39 Admissibility of certain documents as evidenceView Details
39 Provisions relating to filing of applications, documents, inspection, etc., in electronic formView Details
39 Inspection, production and evidence of documents kept by RegistrarView Details
394Annual reports on Government companiesView Details
396Registration officesView Details
4 MemorandumView Details
40 Electronic form to be exclusive, alternative or in addition to physical formView Details
40 Provision of value added services through electronic formView Details
40 Application of provisions of Information Technology Act, 2000View Details
40 Fee for filing, etc.View Details
40 Fees, etc., to be credited into public accountView Details
40 Constitution of National Company Law TribunalView Details
40Securities to be dealt with in stock exchangesView Details
405Power of Central Government to direct companies to furnish information or statisticsView Details
406Power to modify Act in its application to NidhisView Details
407DefinitionsView Details
409Qualification of President and Members of TribunalView Details
41 Global depository receiptView Details
41 Constitution of Appellate TribunalsView Details
41 Selection of Members of Tribunal and Appellate TribunalView Details
41 Salary, allowances and other terms and conditions of service of MembersView Details
41 Resignation of MembersView Details
411Qualifications of chairperson and Members of Appellate TribunalView Details
413Term of office of President, chairperson and other MembersView Details
415Acting President and Chairperson of Tribunal or Appellate TribunalView Details
417Removal of MembersView Details
418Staff of Tribunal and Appellate TribunalView Details
419Benches of TribunalView Details
42 President, Members, officers, etc., to be public servantsView Details
42 Power to seek assistance of Chief Metropolitan Magistrate, etc.View Details
42Offer or invitation for subscription of securities on private placementView Details
420Orders of TribunalView Details
421Appeal from orders of TribunalView Details
422Expeditious disposal by Tribunal and Appellate TribunalView Details
423Appeal to SupremeView Details
424Procedure before Tribunal and Appellate TribunalView Details
425Power to punish for contemptView Details
426Delegation of powersView Details
428Protection of action taken in good faithView Details
43 Vacancy in Tribunal or Appellate Tribunal not to invalidate acts or proceedingsView Details
43 LimitationView Details
43 Appeal and revisionView Details
43 Offences to be noncognizableView Details
43Kinds of share capitalView Details
430Civil court not to have jurisdictionView Details
432Right to legal representationView Details
434Transfer of certain pending proceedingsView Details
436Establishment of Special CourtsView Details
436Offences triable by Special CourtsView Details
438Application of Code to proceedings before Special Court.View Details
44 Nature of shares or debenturesView Details
44 Compounding of certain offencesView Details
44 Power of Central Government to appoint company prosecutorsView Details
44 Appeal against acquittalView Details
44 Compensation for accusation without reasonable causeView Details
44 Punishment for false evidenceView Details
440Transitional provisionsView Details
442Mediation and Conciliation PanelView Details
446Application of finesView Details
447Punishment for fraudView Details
448Punishment for false statementView Details
45 Numbering of sharesView Details
45 Punishment for wrongful withholding of propertyView Details
45 Dormant companyView Details
45 Nondisclosure of information in certain casesView Details
45 Powers of Central Government or Tribunal to accord approval, etc., subject to conditions and to prescribe fees on applicationView Details
450Punishment where no specific penalty or punishment is providedView Details
452Punishment in case of repeated defaultView Details
453Punishment for improper use of Limited or Private LimitedView Details
454Adjudication of penaltiesView Details
456Protection of action taken in good faithView Details
458Delegation by Central Governemnt of its powers and functionsView Details
46 Annual report by Central GovernmentView Details
46 Power of court to grant relief in certain casesView Details
46 Repeal of certain enactments and savingsView Details
46 Power of Central Government to amend SchedulesView Details
46 Power of Central Government to make rulesView Details
46Certificate of sharesView Details
460Condonation of delay in certain casesView Details
462Power to exempt class or classes of companies from provisions of this ActView Details
464Prohibition of association or partnership of persons exceeding certain numberView Details
466Dissolution of Company Law Board and consequential provisionsView Details
468Powers of Central Government to make rules relating to winding upView Details
47 Voting rightsView Details
470Power to remove difficultiesView Details
48Variation of shareholders rightView Details
49 Calls on shares of same class to be made on uniform basisView Details
5 ArticlesView Details
50Company to accept unpaid share capital, although not called upView Details
51 Payment of dividend in proportion to amount paid upView Details
52Application of premiums received on issue of sharesView Details
53 Prohibition on issue of shares at discountView Details
54Issue of sweat equity sharesView Details
55 Issue and redemption of preference sharesView Details
56Transfer and transmission of securitiesView Details
57 Punishment for personation of shareholderView Details
58Refusal of registration and appeal against refusalView Details
59 Rectification of register of membersView Details
6 Act to override memorandum, articles, etc. Incorporation of companyView Details
60Publication of authorised, subscribed and paid-up capitalView Details
61 Power of limited company to alter its share capitalView Details
62Further issue of share capitalView Details
63 Issue of bonus sharesView Details
64Notice to be given to Registrar for alteration of share capitalView Details
65 Unlimited company to provide for reserve share capital on conversion into limited companyView Details
66Reduction of share capitalView Details
67 Restrictions on purchase by company or giving of loans by it for purchase of its sharesView Details
68Power of company to purchase its own securitiesView Details
69 Transfer of certain sums to capital redemption reserve accountView Details
7 Incorporation of companyView Details
70Prohibition for buy-back in certain circumstancesView Details
71 DebenturesView Details
72Power to nominateView Details
73Prohibition on acceptance of deposits from publicView Details
74Repayment of deposits, etc., accepted before commencement of this ActView Details
75 Damages for fraudView Details
76Acceptance of deposits from public by certain companiesView Details
77Duty to register charges, etcView Details
78Application for registration of chargeView Details
79 Section 77 to apply in certain mattersView Details
8Formation of companies with charitable objects, etcView Details
80Date of notice of chargeView Details
81 Register of charges to be kept by RegistrarView Details
82Company to report satisfaction of chargeView Details
83Power of Registrar to make entries of satisfaction and release in absence of intimation From companyView Details
84Intimation of appointment of receiver or managerView Details
85Companys register of chargesView Details
86Punishment for contraventionView Details
87Rectification by Central Government in register of chargesView Details
87Rectification by Central Government in register of chargesView Details
88Register of members, etcView Details
89Declaration in respect of beneficial interest in any shareView Details
9Effect of registrationView Details
90Investigation of beneficial ownership of shares in certain casesView Details
91Power to close register of members or debenture holders or other security holdersView Details
92Annual returnView Details
93Return to be filed with Registrar in case promoters stake changesView Details
94Place of keeping and inspection of registers, returns, etcView Details
95Registers, etc., to be evidenceView Details
96Annual general meetingView Details
97Power of Tribunal to call annual general meetingView Details
98Power of Tribunal to call meetings of members, etcView Details
99Punishment for default in complying with provisions of sections 96 to 98View Details
Ch Short title, extent, commencement and applicationView Details
Ch Formation of companyView Details
Ch Kinds of share capitalView Details
Ch Prohibition on acceptance of deposits from publicView Details
Ch Duty to register charges, etc.View Details
Ch Declaration of dividendView Details
Ch Books of account, etc., to be kept by companyView Details
Ch Appointment of managing director, whole-time director or managerView Details
Ch Power to call for information, inspect books and conduct inquiriesView Details
Ch Application to Tribunal for relief in cases of oppression, etc.View Details
Ch Valuation by registered valuersView Details
Ch Determination of sicknessView Details
Ch Annual reports on Government companiesView Details
Ch Registration officesView Details
Ch Power of Central Government to direct companies to furnish information or statisticsView Details
Ch Power to modify Act in its application to NidhisView Details
Ch DefinitionsView Details
Ch Establishment of Special CourtsView Details
Ch Punishment for fraudView Details
CH Companies capable of being registeredView Details
PA Circumstances in which company may be wound up by TribunalView Details
PA Debts of all descriptions to be admitted to proofView Details
SC General Instructions For Preparation of Balance Sheet and Statement of Profit and Loss of a CompanyView Details
SC Conditions to be Fulfilled for the Appointment of A Managing or Whole-Time Director or A Manager without the Approval of the Central GovernmentView Details
SC Activities which may be included by Companies in their Corporate Social Responsibility Policies Activities Relating toView Details

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