PPT: Preliminary | Corporate & Other Laws for CA Intermediate PDF Download

 Page 1


Companies Act, 2013
Act may be called the Companies Act, 2013
It extends to the whole of India.
The Act is divided into:
? 29 Chapters which consists of 470 Sections
?7 Schedules 
Out of the 470 Sections, 98 have been published in the Official Gazette on the 12
th
day of September, 2013
(The remaining provisions of this Act shall come into force on such date as the Central
Government by notification in the Official Gazette specifies)
Page 2


Companies Act, 2013
Act may be called the Companies Act, 2013
It extends to the whole of India.
The Act is divided into:
? 29 Chapters which consists of 470 Sections
?7 Schedules 
Out of the 470 Sections, 98 have been published in the Official Gazette on the 12
th
day of September, 2013
(The remaining provisions of this Act shall come into force on such date as the Central
Government by notification in the Official Gazette specifies)
Companies Act, 2013
Applicability of the Act:
The provisions of this Act shall apply to—
(a) Companies incorporated under this Act or under any previous Company Law;
(b) Insurance Companies, except in so far as the said provisions are inconsistent with 
Insurance Act, 1938 or the Insurance Regulatory and Development Authority Act, 1999
(c) Banking Companies, except in so far as the said provisions are inconsistent with the 
Banking Regulation Act, 1949
(d) Companies engaged in the generation or supply of electricity, except in so far as the 
said provisions are inconsistent with the Electricity Act, 2003
(e) Any other Company governed by any special Act for the time being in force; 
(f) Such Body Corporate, incorporated by any Act for the time being in force, as   the 
Central Government may specify
Page 3


Companies Act, 2013
Act may be called the Companies Act, 2013
It extends to the whole of India.
The Act is divided into:
? 29 Chapters which consists of 470 Sections
?7 Schedules 
Out of the 470 Sections, 98 have been published in the Official Gazette on the 12
th
day of September, 2013
(The remaining provisions of this Act shall come into force on such date as the Central
Government by notification in the Official Gazette specifies)
Companies Act, 2013
Applicability of the Act:
The provisions of this Act shall apply to—
(a) Companies incorporated under this Act or under any previous Company Law;
(b) Insurance Companies, except in so far as the said provisions are inconsistent with 
Insurance Act, 1938 or the Insurance Regulatory and Development Authority Act, 1999
(c) Banking Companies, except in so far as the said provisions are inconsistent with the 
Banking Regulation Act, 1949
(d) Companies engaged in the generation or supply of electricity, except in so far as the 
said provisions are inconsistent with the Electricity Act, 2003
(e) Any other Company governed by any special Act for the time being in force; 
(f) Such Body Corporate, incorporated by any Act for the time being in force, as   the 
Central Government may specify
Section 2 : Definitions
New definitions added:
1. Control:
“control” shall include the right to appoint majority of the directors or to control the
management or policy decisions exercisable by a person or persons acting
individually or in concert, directly or indirectly, including by virtue of their
shareholding or management rights or shareholders agreements or voting
agreements or in any other manner.
2. Key Managerial Personnel:
• The Chief Executive Officer or the managing director or the manager;
• The company secretary;
• The Chief Financial Officer if the Board of Directors appoints him;
• Such other officer as may be prescribed.
Page 4


Companies Act, 2013
Act may be called the Companies Act, 2013
It extends to the whole of India.
The Act is divided into:
? 29 Chapters which consists of 470 Sections
?7 Schedules 
Out of the 470 Sections, 98 have been published in the Official Gazette on the 12
th
day of September, 2013
(The remaining provisions of this Act shall come into force on such date as the Central
Government by notification in the Official Gazette specifies)
Companies Act, 2013
Applicability of the Act:
The provisions of this Act shall apply to—
(a) Companies incorporated under this Act or under any previous Company Law;
(b) Insurance Companies, except in so far as the said provisions are inconsistent with 
Insurance Act, 1938 or the Insurance Regulatory and Development Authority Act, 1999
(c) Banking Companies, except in so far as the said provisions are inconsistent with the 
Banking Regulation Act, 1949
(d) Companies engaged in the generation or supply of electricity, except in so far as the 
said provisions are inconsistent with the Electricity Act, 2003
(e) Any other Company governed by any special Act for the time being in force; 
(f) Such Body Corporate, incorporated by any Act for the time being in force, as   the 
Central Government may specify
Section 2 : Definitions
New definitions added:
1. Control:
“control” shall include the right to appoint majority of the directors or to control the
management or policy decisions exercisable by a person or persons acting
individually or in concert, directly or indirectly, including by virtue of their
shareholding or management rights or shareholders agreements or voting
agreements or in any other manner.
2. Key Managerial Personnel:
• The Chief Executive Officer or the managing director or the manager;
• The company secretary;
• The Chief Financial Officer if the Board of Directors appoints him;
• Such other officer as may be prescribed.
3. One Person Company:
One Person Company means a company which has only one person as a Member.
4. Promoter:
who has been named as such in a prospectus or is identified by the company in the annual 
return referred to in section 92; or who has control over the affairs of the company, directly
or indirectly whether as a shareholder, director or otherwise; or In accordance with whose 
advice, directions or instructions the Board of   Directors of the company is accustomed to act.
Provided that nothing in sub-clauses (b) and (c) shall apply to a person who is acting in a
professional capacity.
Section 2 : Definitions
Page 5


Companies Act, 2013
Act may be called the Companies Act, 2013
It extends to the whole of India.
The Act is divided into:
? 29 Chapters which consists of 470 Sections
?7 Schedules 
Out of the 470 Sections, 98 have been published in the Official Gazette on the 12
th
day of September, 2013
(The remaining provisions of this Act shall come into force on such date as the Central
Government by notification in the Official Gazette specifies)
Companies Act, 2013
Applicability of the Act:
The provisions of this Act shall apply to—
(a) Companies incorporated under this Act or under any previous Company Law;
(b) Insurance Companies, except in so far as the said provisions are inconsistent with 
Insurance Act, 1938 or the Insurance Regulatory and Development Authority Act, 1999
(c) Banking Companies, except in so far as the said provisions are inconsistent with the 
Banking Regulation Act, 1949
(d) Companies engaged in the generation or supply of electricity, except in so far as the 
said provisions are inconsistent with the Electricity Act, 2003
(e) Any other Company governed by any special Act for the time being in force; 
(f) Such Body Corporate, incorporated by any Act for the time being in force, as   the 
Central Government may specify
Section 2 : Definitions
New definitions added:
1. Control:
“control” shall include the right to appoint majority of the directors or to control the
management or policy decisions exercisable by a person or persons acting
individually or in concert, directly or indirectly, including by virtue of their
shareholding or management rights or shareholders agreements or voting
agreements or in any other manner.
2. Key Managerial Personnel:
• The Chief Executive Officer or the managing director or the manager;
• The company secretary;
• The Chief Financial Officer if the Board of Directors appoints him;
• Such other officer as may be prescribed.
3. One Person Company:
One Person Company means a company which has only one person as a Member.
4. Promoter:
who has been named as such in a prospectus or is identified by the company in the annual 
return referred to in section 92; or who has control over the affairs of the company, directly
or indirectly whether as a shareholder, director or otherwise; or In accordance with whose 
advice, directions or instructions the Board of   Directors of the company is accustomed to act.
Provided that nothing in sub-clauses (b) and (c) shall apply to a person who is acting in a
professional capacity.
Section 2 : Definitions
5. “Related party”, with reference to a company, means—
• A director or his relative.
• A key managerial personnel or his relative.
• A firm, in which a director, manager or his relative is a partner.
• A private company in which a director or manager is a member or director.
• A public company in which a director or manager is a director or holds along with his
relatives, more than two per cent. of its paid-up share capital.
• Any body corporate whose Board of Directors, managing director or manager is accustomed
to act in accordance with the advice, directions or instructions of a director or manager.
• Any person on whose advice, directions or instructions a director or manager is accustomed
to act:
Provided that nothing in sub-clauses (vi) and (vii) shall apply to the advice, directions or
instructions given in a professional capacity.
Any company which is—
? a holding, subsidiary or an associate company of such company; or
?a subsidiary of a holding company to which it is also a subsidiary;
such other person as may be prescribed.
Section 2 : Definitions