Company Law

Abbreviations
Acceptance of Deposits [Ch. V]
Accounts of companies [Ch. IX]
Accounts of companies [Ch. IX]
- Accounts of companies [S. 128]
- Financial Statements [Ss. 129, 132, 133]
- National Financial Reporting Authority [S. 132]
- Reopening of FS & Voluntary revision of FS/BoD’s report [Ss. 130, 131]
Appointment and Remuneration to Managerial Personnel [Ch. XIII]
Appointment and Remuneration to Managerial Personnel [Ch. XIII]
- Appointment of managerial personnel: Applicable to all Cos including Private Cos
- Remuneration to managerial personnel
Appointment and qualification of directors [Ch. XI]
Appointment and qualification of directors [Ch. XI]
- Corporate Governance under Co Act 2013
- Directors KYC [R.12A]
- No. of Directorships [S. 165]
- Procedure for obtaining DIN [S. 153, R.9]
- Vacation of office of Director [S. 167]
Audit and Auditors [Ch. X]
Buy-back of Securities
Corporate Social Responsibility [S. 135]
Declaration and Payment of Dividend [Ch. IX]
Exemptions to a private company under the Companies Act 2013 - at a glance
Incorporation of company [Ch. II]
Incorporation of company [Ch. II]
- Filing of e-form ACTIVE (Active Company Tagging Identities and Verification) i.e. Form INC-22A
- Procedure for Incorporation of a NewCo
- Requirements
Management and Administration [Ch. VII]
Management and Administration [Ch. VII]
- e-voting [S. 108, R.20]
- General Meetings
- Minutes [S. 118]
- Ordinary & Special Resolution [S. 114]
- Postal Ballot [S. 110, R. 22]
- Resolutions requiring special notice [S. 115]
- Significant Beneficial Owners [‘SBO’] [Ss. 89, 90, Co (SBO) Rules]
Miscellaneous
Miscellaneous
- Conversion of entities into Co [Ch. XXI, Part I]
- Dormant Co [S. 455]
- MSME disclosures
- Registered valuer [Ch. XVII]
- Removal of names of Companies from the Register of Companies i.e. Strike off [Ch. XVIII]
Powers of the Board [Ch. XII]
Powers of the Board [Ch. XII]
- Disclosure of Interest by Director [S. 184]
- Loan and Investment by Co [S. 186]
- Loan to Directors, etc. [S.185]
- Powers of the Board [Ss. 179, 180]
- Related Party Transactions [S. 188]
Registration of charges [Ch. VI]
Share capital, Debentures and Issue of securities [Ch. III, IV]
Share capital, Debentures and Issue of securities [Ch. III, IV]
- Application of premium received on issue of shares [S. 52]
- Debentures [S. 71]
- Dematerialisation of securities [R.9, 9A]
- Issue and Redemption of Preference Shares [S. 55]
- Issue of Sweat Equity Shares [S. 54]
- Kinds of share capital [S. 43] and their voting rights [S. 47(1)]
- Power to purchase its own shares (i.e. buy-back of securities) [S. 68, R. 17]
- Private Placement vis-à-vis Preferential Offer
- Private Placement [S. 42, R.14]
- Prohibition on Issue of shares at Discount [S. 53]
- Publication of Authorised, Subscribed and paid-up capital [S. 60]
- Reduction of share capital [S. 66]
- Restrictions on purchase by the Co or giving of loans by it for purchase of its shares [S. 67]
- Types of Issue of Securities – an overview
Some of the key SEBI compliances for listed entities
Some of the key SEBI compliances for listed entities
- Corporate Governance under LODR [Ch. III of LODR]
- Illustrative Compliance calendar under LODR for Entities which has listed its specified securities
- Publishing Quarterly/Half Yearly/Annual Results by Listed Companies under LODR
Tables
Tables
- Contents of BoD report [S. 134(3), (3A), (5) & R.8, 8A]
- Criteria under the Co Act 2013 triggering certain compliances – At a Glance
- e Forms to be filed with RoC under Co Act 2013
- Fees to be paid to Registrar of Companies
- Illustrative list of matters requiring Special Resolution as per Co Act 2013
- Illustrative list of punishment for non-compliance/default under Co Act 2013
- Illustrative list of Statutory Registers and other records to be prepared or maintained under Co Act 2013
Types of companies [Ch. I]

Financial Statements [Ss. 129, 132, 133]

Definition of FS

[S. 2(40)]

“financial statement” in relation to a Co, includes—

a balance sheet as at the end of FY;
a profit and loss account/in the case of a company carrying on any activity not for profit, an income and expenditure account for FY;
cash flow statement for FY
- Not applicable to OPC, Small Co, Dormant Co;
a statement of changes in equity, if applicable; and
any explanatory note annexed to, or forming part of, any document referred to above

[S. 2(41)]

period ending on 31st March every year
In case of a New Co incorporated on or after 1st January ➔ period ending on the 31st March of the following year

Exception: If a Co/body corporate, which is a Hold Co/Sub Co of a Co incorporated outside India and is required to follow a different FY for consolidation of its accounts outside India ➔²⁷CG, if satisfied, may allow any period as its FY, whether or not that period is a year:

Entities existing as on 1 April 2014 were provided a period of 2 years to align its FY

Financial Statements

[S. 129 (1), (2), (5)]

Should give a true and fair view of the state of the affairs of the Co
Should comply with AS notified u/s. 133; If not complied with, then Co has to disclose in its FS –
- deviation from AS;
- reasons for such deviation and;
- Financial effects, if any, due to such deviation
Should be prepared in the form provided in Sch III of Co Act, 2013.
Exceptions: these provisions are not Applicable to:
- any Insurance/Banking Co
- any Co engaged in the generation/supply of electricity
- any other class of Co for which a form of FS has been specified in or under the Act governing such class of Co
At every AGM, BoD of the Co shall lay FS for the FY.

Consolidated Financial Statement

[Ss. 129(3), R. 6, 5]

Where a # Co has one or more Sub Co/Asct Cos, then

in addition to stand alone FS, it has to also prepare CFS of the Co and of all the subsidiaries and associate Cos in the same form and manner as that of its own in accordance with Sch III and the applicable ASs
CFS should also be placed before the AGM.

A separate statement containing the salient features of the FS audits subsidiary/ies in Form AOC-1 is also required to be attached to the FS.

# If such Co is not required to prepare CFS under AS ➔ the Co has to only comply with provisions on CFS provided in Sch III of the Co Act 2013

[Ss. 132, 133]

For the preparation of FS, CG would prescribe the standards of accounting, as recommended by ICAI in consultation with and after examination of the recommendations made by NFRA.