282 Sections notified (Companies Act 2013) & it’s comparison with Companies Act 1956

Reference: Circular number. 07/2014 dated 01.04.2014 by Ministry of Corporate Affairs.

Dissemination of Information with regards to provisions of the Companies Act, 2013 as notified till date vis-à-vis the corresponding provisions of the Companies Act 1956.

The Ministry of Corporate Affairs had notified 98+1 sections on 12.09.2013 and 183 sections w.e.f 01.04.2014 of the Companies Act, 2013. Certain corresponding sections and parts of the certain sections of the companies Act, 1956 shall continue in force.

For a quick reference, I have collated the following table describing the provisions of Companies Act, 2013 as notified up to date (along with the Title of the respective provision) vs. corresponding provisions thereof under Companies Act, 1956.

Note : MCA had already published a ready-reckoner in this effect but it doesn’t mention the corresponding Title of the respective Provision.

Provisions of Companies Act,2013 as notified (98+1+183= 282 Sections) Corresponding provisions of Companies Act, 1956 Corresponding provisions of Companies Act, 1956 continue to remain in force

Sections

Title

Sections

Title

2

Clause (1)

Abridged prospectus

2(1)

Abridged prospectus

Nil

Clause (2)

Accounting standard

211(3C)

Accounting standard

Nil

Clause (3)

Alter or Alteration

2(1A)

Alter or Alteration

Nil

Clause (4)

Appellate Tribunal

2(1B)

Appellate Tribunal

Nil

Clause (5)

Articles

2(2)

Articles

Nil

Clause (6)

Associate company

Nil

Nil

Nil

Clause (7)

Auditing standards

Nil

Nil

Nil

Clause (8)

Authorised capital

Nil

Nil

Nil

Clause (9)

Banking company

2(5)

Banking company

Nil

Clause (10)

Board of Directors

2(6); 252(3)

Board of Directors

Nil

Clause (11)

Body Corporate Or Corporation

2(7)

Body Corporate Or Corporation

Nil

Clause (12)

Book and paper and book or paper

2(8)

Book and paper and book or paper

Nil

Clause (13)

Books of account

209(1)

Books of account

Nil

Clause (14)

Branch office

2(9)

Branch office

Nil

Clause (15)

Called-up capital

Nil

Nil

Nil

Clause (16)

Charge

124

Charge

Nil

Clause (17)

Chartered accountant

Explanation To Section 33(2)

Chartered accountant

Nil

Clause (18)

Chief Executive Officer

Nil

Nil

Nil

Clause (19)

Chief Financial Officer

Nil

Nil

Nil

Clause (20)

Company

2(10) And 3

Company

Nil

Clause (21)

Company limited by guarantee

2(23) And 12(2)(B)

Limited company / Company limited by guarantee

Nil

Clause (22)

Company limited by shares

2(23) And 12(2)(A)

Limited company / Company limited by shares

Nil

Clause (24)

Company secretary or secretary

2(45)

Company secretary or secretary

Nil

Clause (25)

Company secretary in practice

2(45A)

Company secretary in practice

Nil

Clause (26)

Contributory

Nil

Nil

428

The term ‘Contributory’

shall continue for the

Purposes winding up.

Clause (27)

Control

Nil

Nil

Nil

Clause (28)

Cost accountant

233B(1)

Cost accountant

Nil

Clause (29) (except sub-clause

(iv)

Court

2(11), 2(14),

Court

622

10

Jurisdiction of courts

Clause (30)

Debenture

2(12)

Debenture

Nil

Clause (31)

Deposit

Explanation To 58A (11)

Deposit

Nil

Clause (32)

Depository

2(12A)

Depository

Nil

Clause (33)

Derivative

2(12B)

Derivative

Nil

Clause (34)

Director

2(13)

Director

Nil

Clause (35)

Dividend

2(14A)

Dividend

Nil

Clause (36)

Document

2(15)

Document

Nil

Clause (37)

Employees stock option

2(15A)

Employees stock option

Nil

Clause (38)

Expert

59(2)

Expert

Nil

Clause (39)

Financial institution

Nil

Nil

Nil

Clause (40)

Financial statement

Nil

Nil

Nil

Clause (41)

Financial year

2(17)

Financial year

Nil

Clause (42)

Foreign company

Nil

Nil

Nil

Clause (43)

Free reserves

Explanation To Section 2 (29A)

Free reserves

Nil

Clause (44)

Global Depository Receipt

Nil

Nil

Nil

Clause (45)

Government company

2(18), 617

Government company

Nil

Clause (46)

Holding company

2(19), 4

Holding company

Nil

Clause (47)

Independent director

Nil

Nil

Nil

(48)

Clause

Indian Depository Receipt

Nil

Nil

Nil

(49)

Clause

Interested director

Nil

Nil

Nil

(50)

Issued capital

Nil

Nil

Nil

Clause

(51)

Key managerial personnel

Nil

Nil

Nil

Clause (52)

Listed company

2(23A)

Listed company

Nil

Clause (53)

Manager

2(24)

Manager

Nil

Clause (54)

Managing director

2(26)

Managing director

Nil

Clause (55)

Member

2(27),

Member

Nil

41

Clause (56)

Memorandum

2(28)

Memorandum

Nil

Clause (57)

Net worth

2(29A)

Net worth

Nil

Clause (58)

Notification

Nil

Nil

Nil

Clause (59)

Officer

2(30)

Officer

Nil

Clause (60)

Officer who is in default

2(31)

Officer who is in default

Nil

5

Meaning of “officer who is in default”

7

Interpretation of “person in accordance with whose directions or instructions directors are accustomed to act”

Clause (61)

Official Liquidator

Nil

Nil

448

Clause (62)

One Person Company

Nil

Nil

Nil

Clause (63)

Ordinary or special resolution

Nil

Nil

Nil

Clause (64)

Paid-up share capital

2(32)

Paid-up share capital

Nil

Clause (65)

Postal ballot

Explanation To Section 192A

Postal ballot

Nil

Clause (66)

Prescribed

2(33)

Prescribed

Nil

Clause (67) [except sub-clause

(ix)]

Previous company law

2(34)

Previous company law

Nil

Clause (68)

Private company

2(35)

Private company

Nil

Clause (69)

Promoter

Explanation (A) To Section 62(6)

Promoter

Nil

Clause (70)

Prospectus

2(36)

Prospectus

Nil

Clause (71)

Public company

2(37)

Public company

Nil

Clause (72)

Public financial institution

4A

Public financial institution

Nil

Clause (73)

Recognized stock exchange

2(39)

Recognized stock exchange

Nil

Clause (74)

Register of companies

Nil

Nil

Nil

Clause (75)

Registrar

2(40)

Nil

Clause (76)

Related party

Nil

Nil

Nil

Clause (77)

Relative

2(41), 6 And Schedule IA

Relative

Nil

Clause (78)

Remuneration

Explanation to 198

Remuneration

Nil

Clause (79)

Schedule

2(42)

Schedule

Nil

Clause (80)

Scheduled bank

2(43)

Scheduled bank

Nil

Clause (81)

Securities

2(45AA)

Securities

Nil

Clause (82)

Securities and Exchange Board

2(45B)

Securities and Exchange Board

Nil

Clause (83)

Serious Fraud Investigation Office

Nil

Nil

Nil

Clause (84)

Share

2(46)

Share

Nil

Clause (85)

Small company

Nil

Nil

Nil

Clause (86)

Subscribed capital

Nil

Nil

Nil

Clause (87)

Subsidiary company or subsidiary

2(47), 4

Subsidiary company or subsidiary

Nil

Clause (88)

Sweat equity shares

Explanation II To Section 79A

Sweat equity shares

Nil

Clause (89)

Total voting power

2(48)

Total voting power

Nil

Clause (90)

Tribunal

2(49A)

Tribunal

Nil

Clause (91)

Turnover

Nil

Nil

Nil

Clause (92)

Unlimited company

12(2)(C)

Unlimited company

Nil

Clause (93)

Voting right

Nil

Nil

Nil

Clause (94)

Whole-time director

Explanation To Section 269

Whole-time director

Nil

Clause (95)

Words & expression not defined in this act

2(31A), 2A

Option in securities

Nil

3

Formation of the company

12

Mode of forming incorporated company

Nil

4

Memorandum of the company

13

Requirements with respect to memorandum

Nil

14

Form of Memorandum

15

Printing and signature of memorandum

15A

Special provision as to alteration of memorandum consequent on alteration of Name of state of Madras

15B

Special provision as to alteration of memorandum consequent on alteration of Name of state of Mysore

20

Companies not to registered with undesirable name

37

Provision as to Companies limited By guarantee

5

Articles of the Company

26

Articles prescribing Regulation

Nil

27

Regulations required in case of unlimited company, company limited by guarantee or Private company limited by shares

28

Adoption and application of Table ‘A’ in the case of the companies limited by shares

29

Form of the article in the case of other companies

30

Form and Signature of article

6

Act to Override Memorandum and Article of Association etc

9

Act to Override Memorandum and Article of Association etc

Nil

7

Incorporation of the company

( except subsection 7)

33

Registration of Memorandum and Article

Nil

34(1)

Effect of Registration

( Section 1)

35

Conclusiveness of Certificate of Incorporation

8

Formation of the companies with charitable objects etc

(except subsection 9)

25

Power to dispense with the “Limited” in name of charitable or other company.

Nil

9

Effect of the registration

34(2)

Effect of Registration

( Section 2)

Nil

10

Effect of memorandum and Articles

36

Effect of the Memorandum and Articles.

Nil

11

Commencement of Business, etc

149

Restriction on Commencement of Business

Nil

12

Registered office of the company

17A

Change of Registered office within a state

Nil

146

Registered office of the company

147

Publication of the name of the company

13

Alteration of the Memorandum

16

Alteration of the Memorandum

Nil

17

Special resolution and confirmation by central government required for alteration of the Memorandum

18

Alteration to be registered within three months

19

Effect of Failure to register

21

Change of name by company

23

Registration of change of name and effect thereof

14

Alteration of the Articles Association

(except second proviso to subsection 1 and subsection 2 )

31

(except proviso to sub-section

(1) and Sub-section (2A); 43

Alteration of the article by special resolution

(except proviso to sub-section

(1) and Sub-section (2A); 43

Proviso to sub-section (1) of

section 31; Sub-section (2A) of section

31

15

Alteration of memorandum or Article to be noted in every copy

40

Alteration of memorandum or Article to be noted in every copy

Nil

16

Rectification of the name of the company

22

Rectification of the name of the company

Nil

17

Copies of Memorandum and Article to be given to members

39

Copies of Memorandum and Article to be given to members

Nil

18

Conversion of the companies already registered

32

Registration of unlimited company as limited, etc

Nil

19

Subsidiary company not to hold shares in its holding company

42

Membership of holding

company

Nil

20

Service of documents

51

Service of documents of the company

Nil

52

Service of documents of the registrar

53

Service of documents and Proceedings

21

Authentication of documents, proceedings & contracts

54

Authentication of

documents & proceedings

Nil

22

Execution of bill of exchange

47

Bills of exchange & promissory notes

Nil

23

Public offer & private placements

67

Construction of reference to offering shares or debenture to public, etc

Nil

24

Power of SEBI to regulate issue & transfer of securities

55A

Powers of SEBI

Nil

25

Documents containing offer of securities for sale to be deemed prospectus

64

Documents

containing offer of shares or debentures for sale of deemed prospectus

Nil

26

Matters to be stated in prospectus

55

Dating of prospectus

Nil

56

Matter to be stated and reported to be set out in prospectus

57

Experts to be unconnected with formation or management of the company

58

Expert’s consent to issue prospectus

59

Penalty and interpretation

60

Registration of the prospectus

Schedule II

Matters to be specified in prospectus and reports to be set out therein

27

Variation in terms of contract or object in prospectus

61

Terms of contract mentioned in prospectus or statement in lieu of prospectus, not to be varied

Nil

28

Offer by sale of share by certain member of the company.

Nil

Nil

Nil

29

Public offer of securities to be Dematerialized form

68 B

Initial offer of securities to be in Dematerialized form in certain cases

Nil

30

Advertisement of prospectus

66

Newspaper advertisements of prospectus

Nil

31

Shelf prospectus

60A

Shelf prospectus

Nil

32

Red herring prospectus

60B

Information memorandum

Nil

33

Issue of application forms for securities

56 (3)

Matters to be stated and reports to be set out in prospectus

Nil

34

Criminal liability for misstatement in prospectus

63

Criminal liability for misstatement in prospectus

Nil

35

Civil liability for misstatement in prospectus

62

Civil liability for misstatement in prospectus

Nil

36

Punishment for fraudulently inducing persons to invest money

68

Penalty for  fraudulently inducing persons to invest money

Nil

37

Action by affected person

Nil

Nil

Nil

38

Punishment for personation for acquisition, etc., of securities

68A

Personation for acquisition, etc., of Shares

Nil

39

Allotment of securities by company

69

Prohibition of allotment unless minimum subscription received.

Nil

75

Return as to allotment

40

Securities to be dealt with in stock exchanges

73

Allotment of shares and debentures to be dealt in on stock exchange

Nil

76

Power to pay certain commission and prohibition of payment of all other commission, discounts, etc

41

Global Depository Receipt

Nil

Nil

Nil

42

Offer or invitation for subscription of securities of private placement

67

Construction of reference to offering shares or debenture to public, etc

Nil

43

Kinds of share capital

2(46A)

Shares with differential right

Nil

85

Two Kinds of share capital

86

New issue of share capital to be only of two Kinds

44

Nature of shares or debentures

82

Nature of shares or debentures

Nil

45

Numbering of shares

83

Numbering of shares

Nil

46

Certificate of shares

84

Certificate of shares

Nil

47

Voting Rights

87

Voting Rights

Nil

49

Calls on shares of same class to be made on uniform basis

91

Calls on shares of same class to be made on uniform basis

Nil

50

Company to accept unpaid share capital, although not called up

92

Power of company to accept unpaid share capital, although not called up

Nil

51

Payment of dividend in proportion to amount paid-up

93

Payment of dividend in proportion to amount paid-up

Nil

52

Application of premiums received on issue of shares

78

Application of premiums received on issue of shares

Nil

53

Prohibition on issue of shares at discount

79

Power to issue shares at a discount

Nil

54

Issue of sweat equity shares

79A

Issue of sweat equity shares

Nil

55 except sub-section (3)

Issue and redemption of preference share

( Except Subsection 3)

80 and 80A (except Proviso to

section 80A(1) and section 80 A(2))

Power to issue redeemable preference shares.

Redemption of irredeemable preference shares, etc

Proviso to section 80A(1) and

section 80A(2)

56

Transfer and Transmission of securities

108

Voting through electronic means

Nil

108A

Restriction on acquisition of certain shared

108 B

Restriction on transfer of shares

108 C

Restriction on the transfer of shares of foreign companies

108 D

Power of central government to direct companies not to give effect to the transfer

108 E

Time within which refusal to be communicated

108 F

Nothing in section 108 A to 108 D to apply to government companies, etc.

108 G

Applicability of the provisions of section 108 A to 108 F

108H

Construction of certain expression used in section 108 A to 108 G

108 I

Penalty for acquisition or transfer of shares in contravention of Section

108 A to 108 D

109,

Transfer by legal Representative

110

Application by transfer

113

Limitation of time for issue of shares

57

Punishment for personation of shareholder

116

Penalty for personation of shareholder

Nil

58

Refusal of registration and appeal against refusal

111

Power to refuse registration and appeal against refusal.

Nil

59

Rectification of register of members

111 A

Rectification of register on transfer

Nil

60

Publication of authorised, subscribed and paid-up capital.

148

Publication of authorised, as well as subscribed and paid-up capital

Nil

61 except proviso to clause (b) of sub-section (1)

Power of limited companies to alter its share capital

(Except proviso to clause b of subsection 1)

94

Power of limited companies to alter its share capital

Nil

62 except sub-sections (4) to (6)

Further issue to share capital

(Except subsection (4) to subsection (6) )

81 except sub-sections (4) to (7)

Further issue of capital

[except sub-sections (4) to (7)]

sub-sections (4) to (7) of

section 81 and section 94A

63

Issue of bonus shares

Proviso to 205 (3)

Dividend to be paid only out of Pocket

[Proviso to subsection (3)]

Nil

64

Notice to be given to registrar for alteration of share capital

94A(3)

Share capital to stand increased where an order is made under section 81(4)

(Subsection 3)

Nil

95

Notice of consolidation of share capital, conversion of shares into stock, etc

97

Notice of increase in share capital or of member

65

Unlimited company to provide for reserve share capital on conversion into limited company

98

Power of unlimited company to provide for reserve share capital on re- registration

Nil

67

Restrictions on purchase by the company or giving of loans by it for purchase of its shares

77

Restriction on Purchase by the company, or Loans by the company for Purchase of its own or it holding company’s shares

Nil

68

Power of company to purchase its own securities

77A

Power of the company to purchase its own shares

Nil

69

Transfer of certain sums to capital redemption reserve account

77AA

Transfer of certain sums to capital redemption reserve account

Nil

70

Prohibition for buy-back in certain circumstances

77B

Prohibition for buy-back  in certain circumstances

Nil

71 except sub-sections (9) to (11)

Debentures

(Except subsection 9 to subsection 11)

117

Debenture with voting right not to be issued hereafter

117B(4) and 117C (4) and (5)

117A

Debenture with trust deed

117B

Appointment of Debenture trustees and duties of debenture trustees

117C

Liabilities of company to create securities and debenture redemption reserve

118

Right to obtain copies of and inspect trust deed

119

Liabilities of trustees for Debenture holder

122

Except 117B(4) and 117C (4) and (5)

Specific performance contract to subscribe for debentures

72

Power to nominate

109A

Nomination of Shares

Nil

109B

Transmission of shares

73

Prohibition on acceptance of deposits from public

58A

Deposits not to be invited without issuing an advertisement

Nil

58AA

Small depositors

58AAA

Default in acceptance or refund of deposits to be cognizable

58B

Provision relating prospectus to apply to advertisement

59

Penalty and interpretation

Sub-section (1) of section74

Repayment of deposit, etc accepted before commencement of this Act

Subsection 1

Nil

Nil

Nil

76

Acceptance of deposits from public by certain companies

58A

Deposits not to be invited without issuing an advertisement

Nil

77

Duty to register charges, etc

125

Certain charges are to be avoided against liquidator or creditors unless registered.

Nil

128

Particular in case of series of Debentures entitling holders Paripassu

129

Particulars in case of commission etc, on Debentures

132

Certificate of registration

133

Endorsement of certificate o registration on debenture or certificate of debenture stock

145

Application of Part to charges requiring registration under it but not under previous Law

78

Application for registration of the charge

134

Duty of company a regards registration and right of interested party.

Nil

79

Section 77 to apply in certain matter

127

Registration of charges on properties acquired subjected to charge

Nil

135

Provisions to apply for Modification of charges

80

Date of notice of charge

126

Date of notice of charge

Nil

81

Register of charges to be kept by registrar

130

Register of charges to be kept by Registrar.

Nil

82

Company to report satisfaction of the charges

138

Company to report satisfaction and procedure thereafter

Nil

83

Power of registrar to make entries of satisfaction and release in absence of intimation from the company

139

Power of registrar to make entries of satisfaction and release in absence of intimation from company

Nil

140

Copy of memorandum of satisfaction to be furnished to company

84

Intimation of appointment or receiver or manager

137

Entry in register of charge o appointment of receiver or manager

Nil

85

Company’s register of charges

131

Index to register of charges

Nil

136

Copy of instrument creating charge to be kept by company at registered office

143

Company’s register of charge

144

Right to inspect copies of instruments creating charge and company’s register of charges

86

Punishment for contravention

142

Penalties

Nil

87

Rectification by the central government in register of charges

141

Rectification by Central Government of register of charges

Nil

88

Registers of the member, etc

150

Register of the members

Nil

151

Index of the members

152

Register and Index of the debenture holder

152A

Register and Index of the beneficial owner

153

Trust not to be entered on register

153A

Appointment of Public trustee

153B

Declaration as to shares and debentures held in trust

157

Power for company to keep foreign register of members of debenture holders

158

Provision as to foreign register

89

Declaration in respect of beneficial interest in any share

187C

Declaration by person not holding beneficial interest in any share

Nil

90

Investigation of beneficial ownership of shares in certain cases

187D

Investigation of beneficial ownership of hares in certain cases

Nil

91

Power to close register of members or debenture holders or other security holders

154

Power to close register of members or debenture holders

Nil

92

Annual return

159

Annual return to be made by the company having share capital

Nil

160

Annual return to be made by the company not having share capital

161

Further provision regarding Annual return and certificate to be annexed thereto

162

Penalty and interpretation

Sch V

Contents and Forms of Annual return of a company having share capital

93

Return to be filed with registrar in case promoters stake changes

Nil

Nil

Nil

94

Place of keeping and inspection of register, returns, etc

163

Place of Keeping and inspection of registers and returns

Nil

95

Registers etc to be evidence

164

Registers, etc to be evidence

Nil

96

Annual General meeting

166, 167

Annual General meeting

Nil

100

Calling of extraordinary general meeting

169 (9)

Calling of extraordinary general meeting  on requisition

Nil

101

Notice of the meeting

171

Length of notice for calling the meeting

Nil

172

Contents and manner of serving notice

Nil

102

Statement to be annexed to notice

173

Explanatory Statement to be annexed to notice

Nil

103

Quorum for meeting

174

Quorum for meeting

Nil

104

Chairman of meetings

175

Chairman of meetings

Nil

105

Proxies

176

Proxies

Nil

Schedule IX

Form of Proxies

106

Restriction on voting rights

181

Restriction on exercise of voting right of members who have not paid calls etc.

Nil

182

Restrictions on exercise of voting right in other cases to be void

183

Right of member to his votes differently

107

Voting by show of hands

177

Voting to be by show of hands in first instance

Nil

178

Chairman’s declaration of results of voting by show of hands to be conclusive

108

Voting through electronic means

Nil

Nil

Nil

109

Demand for poll

179

Demand for Poll

Nil

180

Time of Taking Poll

184

Scrutineers at poll

185

Manner of taking Poll and result thereof

110

Postal ballot

192A

Passing of the resolution for Postal Ballot

Nil

111

Circulation of members resolution

188

Circulation of members resolution

Nil

112

Representation of president & governors  meetings

187A

Representation of President & Governors  meetings of companies of which they are members

Nil

187 B

Exercise of voting rights in respect of shares held in trust.

113

Representation of corporations at meetings of companies & of creditors

187

Representation of corporations at meetings of companies & of creditors

Nil

114

Ordinary & special resolutions

189

Ordinary & special resolutions

Nil

115

Resolution requiring special notice

190

Resolution requiring special notice

Nil

116

Resolutions passed at adjourned meeting

191

Resolutions passed at adjourned meeting

Nil

117

Resolution and agreements to be filed

192

Registration of certain resolution and agreements

Nil

118

Minutes of proceedings of general meeting, meeting Board of directors and other meeting and resolution passed by the postal ballot

193

Minutes of proceeding of general meeting and of Board and other Meeting

Nil

194

Minutes to be evidence

195

Presumption to be drawn and Signed

197

Publication of reports of Proceedings of general meeting

119 (except subsection

(4))

Inspection of the minutes book of general meeting

(Except subsection 9)

196

Inspection of the minutes book of general meeting

Nil

120

Maintenance and inspection of documents in electronic form

Nil

Nil

Nil

121

Report on annual general meeting

Nil

Nil

Nil

122

Applicability of this chapter to one person company

Nil

Nil

Nil

123

Declaration of dividend

205

Dividend to be paid only out of Profit

Nil

Sub-section (3) of section

205A

Unpaid dividend to be transferred to special dividend account

(Sub-section (3))

126

Right to dividend, Rights Shares and bonus shares to be held in abeyance pending registration of transfer of shares

206

Dividend not to be paid except to registered shareholders or to their order or to Banker

Nil

127

Punishment for failure to distribute dividends

207

Penalty for  failure to distribute dividends within 30 days

Nil

128

Books of account, etc to be kept by the company

209

Books of account to be kept by company

Nil

214

Rights of holding company’s representatives and members

129

Financial Statement

210

Annual accounts and balance-sheet

Nil

211

Form and contents of balance-sheet and profit and loss account

212

Balance-sheet of holding company to include certain particulars as to its subsidiaries

213

Financial year of holding company and subsidiary

221

Duty of officer to make disclosure of payments, etc

222

Construction of references to documents annexed to accounts

223

Certain companies to publish statement in the Form in Table F in Schedule I

133

Central Government to prescribe Accounting Standards

211(3C)

Form & contents of Balance sheet and Profit and Loss account

Nil

134

Financial Statement, Board report,etc

215

Authentication of balance-sheet and profit and loss account

Nil

216

Profit and loss account to be annexed and auditors’ report to be attached to balance-sheet

217

Board’s report

218

Penalty for improper issue, circulation or publication of balance-sheet or profit and loss account

135

Corporate social responsibility

Nil

Nil

Nil

136

Right of members to copies of audited financial statement

219

Right of member to copies of balance-sheet and auditors’ report

Nil

137

Copies of audited financial statement to be filed with registrar

220

Three copies of balance-sheet, etc., to be filed with Registrar

Nil

138

Internal Audit

Nil

Nil

Nil

139

Appointment of the Auditors

224

Appointment and remuneration of auditors

Nil

224A

Auditor not to be appointed except with the approval of the company by special resolution in certain cases

619

Application of sections 224 to 233 to Government companies

140 [except second proviso to sub-section (4) and sub-section (5)

Removal resignation of auditor and giving of special notice

Except send proviso to subsection 4 and subsection 5

225 except proviso to subsection

Provisions as to resolutions for appointing or removing auditors

(except proviso to subsection)

Proviso to sub-section (3) of

section 225

141

Eligibility qualifications an disqualification of auditors

226

Qualifications and disqualifications of auditors

Nil

142

Remuneration of auditors

224(8)

The remuneration of the auditors of a company

Nil

143

Power and duties of the auditors and auditing standards

227

Powers and duties of auditors

Nil

228

Audit of accounts of branch office of company

263A

Sections 177, 255, 256 and 263 not to apply in relation to companies not carrying business for profit, etc.

144

Auditor not to render certain services

Nil

Nil

Nil

145

Auditors to sign audit reports, etc

229

Signature of audit report, etc.

Nil

230

Reading and inspection of auditor’s report

146

Auditor to attend general meeting

231

Right of auditor to attend general meeting

Nil

147

Punishment for contravention

232

Penalty for non-compliance with sections 225 to 231.

Nil

233

Penalty for non-compliance by auditor with sections 227 and 229

233A

Power of Central Government to direct special audit in certain cases

148

Central government to specify audit of items of cost in respect of certain companies

233B

Audit of cost accounts in certain cases

Nil

149

Company to have Board of directors

252

Minimum number of directors

Nil

253

Only individuals to be directors

258

Right of company to increase or reduce the number of directors

259

Increase in number of directors to require Government sanction

150

Manner of selection of independent directors and maintenance of databank of independent Directors

Nil

Nil

Nil

151

Appointment of director elected by small shareholders

Proviso to sub- section (1) of

section 252

Minimum number of directors

(Proviso to sub- section (1) – Directors elected by small shareholders)

Nil

152

Appointment of directors

254

Subscribers of memorandum deemed to be directors

Nil

255

Appointment of directors and proportion of those who are to retire by rotation

256

Ascertainment of directors retiring by rotation and filling of vacancies

264

Consent of candidate for directorship to be filed with the company and consent to act as director to be filed with the registrar

153

Application for allotment of directors identification number

266A

Application for allotment of Director Identification Number

Nil

154

Allotment for allotment of directors identification number

266B

Allotment of Director Identification Number

Nil

155

Prohibition to obtain more than one directors identification number

266C

Prohibition to obtain more than one Director Identification Number

Nil

156

Director to intimate Directors identification number

266D

Obligation of director to intimate Director Identification Number to concerned company or companies.

Nil

157

Company to inform Directors identification number to registrar

266E

Obligation of company to inform Director Identification Number to Registrar.

Nil

158

Obligation to indicate Directors identification number

266F

Obligation to indicate Director Identification Number

Nil

159

Punishment for contravention

266G

Penalty for contravention of provisions of section 266A or section 266C or section 266D or section

266E.

Nil

160

Right of person other than retiring directors to stand for directorship

257

Right of persons other than retiring directors to stand for directorship

Nil

161

Appointment of additional director, alternate director, nominee director

260

Additional director

Nil

262

Filling of casual vacancy among directors

313

Appointment  & term of office of alternate director

162

Appointment of directors to be voted individually

263

Appointment of directors to be voted individually

Nil

163

Option to adopt principle of proportional representation for appointment of director

265

Option to company to  adopt proportional representation for appointment of director

Nil

164

Disqualification of appointment of director

202

Undischarged insolvent not to manage companies

Nil

274

Disqualifications of directors

165

Number of directorships

275

No person to be a director of more than fifteen companies

Nil

276

Choice to be made by director of more than fifteen companies at commencement of Act

277

Choice by person becoming director of more than fifteen companies after commencement of Act

278

Exclusion of certain directorships for the purposes of sections 275, 276 and 277

279

Penalty

166

Duties of the directors

312

Prohibition of assignment of office by directors

Nil

167

Vacation of office of the directors

283

Vacation of office by directors

Nil

168

Resignation of director

Nil

Nil

Nil

169 except sub-section

(4)

Removal of Directors

(Except subsection 4)

284 except sub-section (4)

Removal of directors

(except sub-section (4))

Sub-section (4) of section

284

170

Register of directors and key managerial personnel and their shareholding

303

Register of directors, etc.

Nil

307

Register of directors’ shareholdings, etc

171

Member right to inspect

304

Inspection of the register

Nil

172

Punishment

Nil

Nil

Nil

173

Meetings of Board

285

Board to meet at least once in every three calendar months

Nil

286

Notice of meetings

174

Quorum for meeting of Board

287

Quorum for meetings

Nil

288

Procedure where meeting adjourned for want of quorum

175

Passing of resolution by circulation

289

Passing of resolutions by circulation

Nil

176

Defects in appointment of directors not to invalidate actions taken

290

Validity of acts of director

Nil

177

Audit committee

292A

Audit Committee

Nil

178

Nomination and remuneration committee and stakeholders relationship committee

Nil

Nil

Nil

179

Power of the Board

291

General powers of Board

Nil

292

Certain powers to be exercised by Board only at meeting

180

Restrictions on powers of board

293

Restrictions on powers of board

Nil

181

Company to contribute to bona fide & charitable funds etc.

Nil

Nil

Nil

182

Prohibitions and restrictions regarding political contributions

293A

Prohibitions and restrictions regarding political contributions

Nil

183

Power of Board and other  persons to make contributions to National Defense Fund etc.

293B

Power of Board and other  persons to make contributions to National Defense Fund etc.

Nil

184

Disclosure of interest by director

299

Disclosure of interests by director

Nil

305

Duty of directors, etc., to make disclosure

185

Loan to directors etc.

295

Loans to directors etc.

Nil

296

Application of section 295 to book debts in certain cases

186

Loan and investment by the company

372A

Inter-corporate loans and investments

Nil

187

Investment of the company to be held in its own name

49

Investments of company to be held in its own name

Nil

188

Related party transactions

294

Appointment of sole selling agents to require approval of company in general meeting

Nil

294A

Prohibition of payment of compensation to sole selling agents for loss of office in certain cases

294AA

Power of Central Government to prohibit the appointment of sole selling agents in certain cases

297

Board’s sanction to be required for certain contracts in which particular directors are interested

314

Director, etc. not to hold office or place of profit

189

Register of contract and arrangement in which directors are interested

301

Register of contracts, companies and firms in which directors are interested

Nil

190

Contract of employment with managing or whole time directors

302

Disclosure to members of director’s interest in contract appointing manager, managing director

Nil

191

Payment to director for loss of office, etc in connection with transfer of undertaking, property or share

319

Payment to director, etc., for loss of office, etc., in connection with transfer of undertaking of property

Nil

320

Payment to director for loss of office, etc., in connection with transfer of shares

321

Provisions supplementary to sections 318, 319 and 320

192

Restrictions on non-cash transactions involving directors

Nil

Nil

Nil

193

Contract by one person company

Nil

Nil

Nil

194

Prohibition on forward dealings in securities of company by director or key managerial personnel

Nil

Nil

Nil

195

Prohibition on insider trading in securities

Nil

Nil

Nil

196

Appointment of Managing Director whole time director or manager

197A

Company not to appoint or employ certain different categories of managerial personnel at the same time

Nil

267

Certain persons not to be appointed managing directors

311

Increase in remuneration of managing director on reappointment or appointment after Act to require Government

Sanction

317

Managing director not to be appointed for more than five years at a time

384

Firm or body corporate not to be appointed manager

385

Certain persons not to be appointed managers

388

Application of sections 269, 310, 311, 312 and 317 to managers

197

Overall maximum managerial remuneration and managerial remuneration in case of inadequate profits

198

Overall maximum managerial remuneration and managerial remuneration in case of absence or inadequacy of Profits

Nil

201

Avoidance of provisions relieving liability of officers and auditors of company

309

Remuneration of directors

310

Provision for increase in remuneration to require Government sanction

387

Remuneration of manager

198

Calculation of profits

349

Determination of net profits

Nil

199

Recovery of the remuneration in certain cases

Nil

Nil

Nil

200

Central government or the company to fix limit of the remuneration

637AA

Power of Central Government to fix a limit with regard to remuneration

Nil

201

Forms of and procedure in relation to certain applications

640B

Forms of, and procedure in relation to, certain applications

Nil

202

Compensation for loss of office of managing or whole time director or manager

318

Compensation for loss of office not permissible except to managing or whole time director or to directors who are managers

Nil

203

Appointment of the key managerial personnel

269

Appointment of managing or whole-time director or manager to require Government approval only in certain cases

Nil

316

Number of companies of which one person may be appointed managing director

386

Number of companies of which a person may be appointed manager

204

Secretarial audit in the bigger companies

Nil

Nil

Nil

205

Functions of the company secretary

Nil

Nil

Nil

206

Power to call for information, insect books and conduct inquiries

234 [except sub-section (8)]

Power of Registrar to call for information or explanation

(except sub-section (8))

Nil

207

Conduct of inspection and inquiry

209A

Inspection of books of accounts, etc. of companies

Nil

208

Report on inspection made

Nil

Nil

Nil

209

Search and seizure

234A

Seizure of documents by Registrar

Nil

210

Investigation into affairs of the company

235

Investigation of affairs of a company

Nil

211

Establishment of serious fraud investigation office

Nil

Nil

Nil

212 [except subsection

(8) to (10)

Investigation into affairs of the company by Serious fraud investigation office

(except reference of subsection 10 of section 66, subsection 5 of section 140, section 123, subsection 1 of section 251, subsection 3 of section 339,made in subsection 6 and also in subsection 8 to 10)

Nil

Nil

Nil

214

Security for payment of costs and expense of investigation.

236

Application by members to be supported by evidence and power of call for security

Nil

215

Firm, body corporate or association not to be appointed a inspector

238

Firm, body corporate or association not to be appointed as inspector

Nil

216

[except

subsection

(2)]

Investigation of ownership of the company

(Except subsection 2)

247

[except sub-section 1A]

Investigation of ownership of company

(except sub-section 1A)

Sub-section (1A) of section

247

217

Procedure, power etc of inspector

240

Production of documents and evidence

Nil

219

Power of the inspector to conduct investigation into affair of the related companies

239

Power of inspectors to carry investigation into affairs of related companies, or of managing agent or associate

Nil

220

Seizure of the documents by inspector

240A

Seizure of documents by inspector

Nil

223

Inspector’s report

241

Inspectors’ report

Nil

246

Inspectors’ report to be evidence

224

[except sub-section

(2) and (5)]

Actions to be taken in pursuance of inspectors report

(Except subsection 2 and 5)

242

Prosecution

Section 243

244

Proceedings for recovery of damages or property

225

Expenses of investigation

245

Expenses of investigation

Nil

228

Investigation of the foreign company

Sub-section (8) of Section 234

Power of Registrar to call for information or explanation

(Sub section-8)

Nil

229

Penalty for furnishing false statement, mutilation, destruction of documents

Nil

Nil

Nil

366

Company cable of being registered

565

Companies capable of being registered

Nil

367

Certificate of registration of existing companies

574

Certificate of registration of existing companies

Nil

368

Vesting of property on registration

575

Vesting of property on registration

Nil

369

Saving of existing liabilities

576

Saving for existing liabilities

Nil

370 except proviso]

Continuation of pending legal proceedings

(Except the proviso)

577 except proviso

Continuation of pending legal proceedings

(except proviso)

Proviso to section 577

371

Effect of registration under this part

578

Effect of registration under Part

Nil

374

Obligations of the companies registering under this part.

Nil

Nil

Nil

379

Application of act to foreign companies

Nil

Nil

Nil

380

Documents etc to be delivered to registrar by foreign companies

592

Documents, etc., to be delivered to Registrar by foreign companies carrying on business in India

Nil

593

Return to be delivered to Registrar by foreign company where documents, etc., altered

381

Accounts of foreign company

594

Accounts of foreign company

Nil

382

Display of name, etc. of foreign company

595

Obligation to state name of foreign company. Whether limited, and  country where incorporated

Nil

383

Service on foreign company

596

Service on foreign company

Nil

384

Debentures, annual return, registration of charges, books of accounts, and their inspection

600

Registration of charges, appointment of receiver and books of account

Nil

385

Fees for registration of the documents

601

Fees for registration of documents under Part

Nil

386

Interpretation

602

Interpretation of foregoing section of part

602

387

Interpretation

(Clause a)

603

Dating of prospectus and particulars to be contained therein

Nil

388

Dating of prospectus and particulars to be contained therein

604

Provisions as to expert’s consent and allotment

Nil

389

Provisions as to expert’s consent and allotment

605

Registration of prospectus

Nil

390

Registration of prospectus

605A

Offer of Indian Depository Receipts

Nil

391 (1)

Offer of Indian depository receipts

607

Civil liability for mis-statements in prospectus

Nil

392

Application of section 34 and

598

Penalties

Nil

36 and chapter XX

Subsection 1

606

Penalty for contravention of sections 603, 604 and 605.

393

Punishment for contravention

599

Company’s failure to comply with Part not to affect its liability under contracts, etc.

Nil

394

Annual reports on Government companies

619A

Annual reports on Government companies

Nil

395

Annual reports where one or more state governments are member of companies

Nil

Nil

Nil

396

Registration offices

609

Registration Offices

Nil

397

Admissibility of certain documents as evidence

610A

Admissibility of micro films, facsimile copies of documents, computer printouts and documents on computer

media as documents and as evidence

Nil

398

Provisions relating to fling of applications, documents, inspection, etc in electronic form

610B

Provisions relating to filing of applications, documents inspection, etc. Through

Electronic form

Nil

399 except reference of word Tribunal in sub-section

(2)

Inspection production and evidence of the documents kept by registrar

(Except reference of the word tribunal in subsection 2)

610

Inspection, production and evidence of documents kept by registrar

Nil

400

Electronic form to be exclusive, alternative or in addition to physical form

Nil

Nil

Nil

401

Provision of value added services through electronic form

610D

Providing of value added services through electronic form

Nil

402

Application of provision information technology Act, 2000

610E

Application of provision of act 21 of 2000.

Nil

403

Fees for filing etc

611

Fees in schedule x to be paid

Nil

Schedule X

Table of fees to be paid to the registrar

404

Fees etc to be credited into public account

612

Fees, etc., paid to Registrar and other officers to be accounted for to Central Government

Nil

405

Power of Central Government to direct companies to furnish information or statistics

615

Power of Central Government to direct companies to furnish information or statistics

Nil

406

620A

Power to modify Act in its application to Nidhis, etc

Nil

407

Definitions

10FD

Qualification for appointment of president and members

Nil

408

Constitution of National Company Law Tribunal

10FB

Constitute Of National Company Law Tribunal

Nil

10FC

Composition Of Tribunal

409

Qualification of president & members of tribunal

10FD

Qualification for appointment of president and members.

Nil

410

Constitution of Appellate Tribunal

10FR

Constitution of Appellate tribunal

Nil

411

Qualification of chairpersons & members of Appellate Tribunal

Nil

Nil

Nil

412

Selection of members of tribunal & Appellate Tribunal

10 FX

Selection committee

Nil

413

Term of office of President, Chairperson and other members

10 FE

Term of office of President  and members

Nil

10FT

Term of office of Chairperson and members

414

Salary, allowances and other terms and conditions of service of members

10FG

Salary, allowances and other terms and conditions of service of President and other members.

Nil

10 FW

Salary, allowances and other terms and conditions of service of   Chairperson and members

439

Offences to be non-cognizable

621

Offences against Act to be cognizable only on complaint by Registrar, shareholder or Government

Nil

624

Offences to be non- cognizable

442

Meditation and conciliation panel

Nil

Nil

Nil

443

Power of Central Government to appoint  company prosecutors

624A

Power of Central Government to appoint  company prosecutors

Nil

444

Appeal  against  acquittal

624B

Appeal  against  acquittal

Nil

445

Compensation  for accusation  without  reasonable cause

Nil

Nil

Nil

446

Application of fines

626

Application of fines

Nil

447

Punishment for fraud

Nil

Nil

Nil

448

Punishment for false statements

628

Punishment for false statements

Nil

449

Punishment for false evidence

629

Punishment for false evidence

Nil

450

Punishment where no specific penalty or punishment is provided

629A

Penalty where no specific penalty is provided elsewhere in the act

Nil

451

Punishment in case of repeated default

Nil

Nil

Nil

452

Punishment for wrongful withholding of property

630

Punishment for wrongful withholding of property

Nil

453

Punishment for improper use of “Limited” or “ private limited”

631

Penalty for improper use of “Limited” or “Private limited”

Nil

454

Adjudication of penalties

Nil

Nil

Nil

455

Dormant company

Nil

Nil

Nil

456

Protection of action taken in good faith

635A

Protection of action taken in good faith

Nil

457

Non-disclosure of information  in certain cases

635AA

Non-disclosure of information  in certain cases

Nil

458

Delegation by Central Government of its powers and functions

637

Delegation by Central Government of its powers and functions under Act

Nil

459

Powers of Central Government or Tribunal to accord approval, etc., subject to conditions and to prescribe fees on applications

637AA

Power of central government to fix a limit with regards to remuneration

Nil

460

Condonation of delay in certain cases

637B

Condonation of delays in certain cases

Nil

461

Annual report by Central Government

638

Annual report by Central Government

Nil

462

Power to exempt a class or classes of companies from provisions of this Act

Nil

Nil

463

Power of court to grant relief in certain cases

633

Power of court to grant relief in certain cases

Nil

464

Prohibition of association or partnership of persons exceeding certain number

11

Prohibition of associations and partnerships exceeding certain number

Nil

467

Power of Central Government  to amend schedules

641

Power to alter Schedules

Nil

468

Power of Central Government  to make rules relating to winding up

643

Powers of Central Government to make rules relating to winding up

Nil

469

Power of Central Government to make rules

642

Power of Central Government to make rules

Nil

470

Power to remove difficulties

Nil

Nil

Nil

Schedule I

Memorandum and Articles of association of the company

Schedule I

Memorandum and Articles of association of the company

Nil

Schedule II

Useful lives to calculate depreciation

Schedule XIV

Rates of depreciation

Nil

Schedule III

General instruction for preparation of the balance sheet and profit and loss of a company

Schedule VI

General instruction for preparation of the balance sheet and profit and loss of a company

Nil

Schedule IV

Code for independent directors

Nil

Nil

Nil

Schedule V

Conditions to be fulfilled for the Appointment of a managing or whole time director or a manager without the approval of the central government

XIII

Conditions to be fulfilled for the Appointment of a managing or whole time director or a manager without the approval of the central government

Nil

Schedule VI

Infrastructural Projects/ facilities

Nil

Nil

Nil



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Legal Disclaimer:
The information / articles & any replies to the comments on this blog are provided purely for informational and educational purposes only & are purely based on my understanding / knowledge. They do not constitute legal advice or legal opinions. The information / articles & any replies to the comments are intended but not promised or guaranteed to be current, complete, or up-to-date and should in no way be taken as a legal advice or an indication of future results. Therefore, I can not take any responsibility for the results or consequences of any attempt to use or adopt any of the information presented on this blog. You are advised not to act or rely on any information/article contained without first seeking the advice of a Practicing Professional.

11 thoughts on “282 Sections notified (Companies Act 2013) & it’s comparison with Companies Act 1956

  1. Very good thing you post at here.
    I actually added your blog to my favorites and will look forward for more updates.
    Great job, Keep it up.

  2. This is just BRILLIANT mam! I am appearing for CA final in May 2015 ans was frustrated trying to locate the relevant sections. Your blog proved to be a big boon to me!!

    I have a few doubts Mam. Did the new govt notify any further sections after 1.4.14?
    Also, Can You please collate the relevant circulars/notifications from 1st may 2014 to 31st Oct 2014 as they are applicable for May exam? Plus,what is the status of cos Amendment bill?

    Thanks much! 🙂

  3. THIS IS REALLY USEFUL AND HANDY

  4. Excellent information

  5. Madam,

    The above contribution of yours is great in as much as it provides a ready reference to the needy, in times of urgency and need.
    It helps one to spare the efforts on initial search and focus directly on the action needed for one’s requirement.

    Wish you would be able to continue this kind of noble service to the needy community, in spite of your professional work. More power to your elbow.
    Best wishes and regards.

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