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Bare acts > Companies Act, 1956
 
 
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SECTIONS COMPANIES ACT, 1956
   
  Preamble
   
  PART I : PRELIMINARY
1. Short title, commencement and extent
2. Definitions
2-A. Interpretation of certain words and expressions
3. Definitions of "company", "existing company", "private company" and "public company"
4. Meaning of "holding company" and "subsidiary"
4-A. Public financial institutions
5. Meaning of "officer who is in default"
6. Meaning of "relative"
7. Interpretation of "person in accordance with whose directions or instructions directors are accustomed to act"
8. Power of Central Government to declare an establishment not to be a branch office
9. Act to override memorandum, articles, etc.
10. Jurisdiction of Courts
10-A. [Repealed]
10-B. [Repealed]
10-C. [Repealed]
10-D. [Repealed]
   
  PART IA : BOARD OF COMPANY LAW ADMINISTRATION
10-E. Constitution of Board of Company Law Administration
10-F. Appeals against the order of the Company Law Board
10-FA. Dissolution of Company Law Board
   
  PART IB : NATIONAL COMPANY LAW TRIBUNAL
10-FB. Constitution of National Company Law Tribunal
10-FC. Composition of Tribunal
10-FD. Qualifications for appointment of President and Members
10-FE. Term of office of President and Members
10-FF. Financial and administrative powers of Member Administration
10-FG. Salary, allowances and other terms and conditions of service of President, and other Members
10-FH. Vacancy in Tribunal
10-FI Resignation of President and Member
10-FJ. Removal and suspension of President or Member
10-FK. Officers and employees of Tribunal
10-FL. Benches of Tribunal
10-FM. Order of Tribunal
10-FN. Power to review
10-FO. Delegation of powers
10-FP. Power to seek assistance of Chief Metropolitan Magistrate and District Magistrate
   
  PART IC : APPELLATE TRIBUNAL
10-FQ. Appeal from order of Tribunal
10-FR. Constitution of Appellate Tribunal
10-FS. Vacancy in Appellate Tribunal, etc.
10-FT. Term of office of Chairperson and Members
10-FU. Designation of Chairperson and Members
10-FV. Removal and suspension of Chairperson and Members of Appellate Tribunal
10-FW. Salary, allowances and other terms and conditions of service of Chairperson and Members
10-FX. Selection Committee
10-FY. Chairperson etc., to be public servants
10-FZ. Protection of action taken in good faith
10-FZA. Procedure and powers of Tribunal and Appellate Tribunal
10-G. Power to punish for contempt
10-GA. Staff of Appellate Tribunal
10-GB. Civil Court not to have jurisdiction
10-GC. Vacancy in Tribunal or Appellate Tribunal not to invalidate acts or proceedings
10-GD. Right to legal representation
10-GE. Limitation
10-GF. Appeal to Supreme Court
   
  PART II : INCORPORATION OF COMPANY AND MATTERS INCIDENTAL THERETO
  Certain companies, associations and partnerships to be registered as companies under Act
11. Prohibition of associations and partnerships exceeding certain number
  Memorandum of Association
12. Mode of forming incorporated company
13. Requirements with respect to memorandum
14. Form of memorandum
15. Printing and signature of memorandum
15-A. Special provision as to alteration of memorandum consequent on alteration of name of State of Madras
15-B. Special provision as to alteration of memorandum consequent on alteration of name of State of Mysore
16. Alteration of memorandum
17. Special resolution and confirmation by Company Law Board required for alteration of memorandum
17-A. Change of registered office within a State
18. Alteration to be registered within three months
19. Effect of failure to register
  Provisions with respect to names of companies
20. Companies not to be registered with undesirable names
21. Change of name by company
22. Rectification of name of company
23. Registration of change of name and effect thereof
24. Change of name of existing private limited companies
25. Power to dispense with "Limited" in name of charitable or other company
  Articles of Association
26. Articles prescribing regulations
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 companies limited by shares
29. Form of articles in the case of other companies
30. Form and signature of articles
31. Alteration of articles by special resolution
  Change of registration of companies
32. Registration of unlimited company as limited, etc.
  General provisions with respect to memorandum and articles
33. Registration of memorandum and articles
34. Effect of registration
35. Conclusiveness of certificate of incorporation
36. Effect of memorandum and articles
37. Provision as to companies limited by guarantee
38. Effect of alteration in memorandum or articles
39. Copies of memorandum and articles, etc., to be given to members
40. Alteration of memorandum or articles, etc., to be noted in every copy
  Membership of company
41. Definition of "member"
42. Membership of holding company
  Private companies
43. Consequences of default in complying with conditions constituting a company a private company
43-A. Private company to become public company in certain cases
44. Prospectus or statement in lieu of prospectus to be filed by private company on ceasing to be private company
  Reduction of number of members below legal minimum
45. Members severally liable for debts where business carried on with fewer than seven, or in the case of a private company, two members
  Contracts and deeds, investments, seal, etc.
46. Form of contracts
47. Bills of exchange and promissory notes
48. Execution of deeds
49. Investments of company to be held in its own name
50. Power for company to have official seal for use outside India
  Service of documents
51. Service of documents on company
52. Service of documents on Registrar
53. Service of documents on members by company
  Authentication of documents and proceedings
54. Authentication of documents and proceedings
   
  PART III : PROSPECTUS AND ALLOTMENT, AND OTHER MATTERS RELATING TO ISSUE OF SHARES OR DEBENTURES
  Prospectus
55. Dating of prospectus
55-A. Powers of Securities and Exchange Board of India
56. Matters to be stated and reports to be set out in prospectus
57. Expert to be unconnected with formation or management of company
58. Expert's consent to issue of prospectus containing statement by him
58-A. Deposits not to be invited without issuing an advertisement
58-AA. Small depositors
58AAA. Default in acceptance or refund of deposits to be cognizable
58-B. Provisions relating to prospectus to apply to advertisement
59. Penalty and interpretation
60. Registration of prospectus
60-A. Filing of shelf prospectus
60-B. Information memorandum
61. Terms of contract mentioned in prospectus or statement in lieu of prospectus, not to be varied
62. Civil liability for mis-statements in prospectus
63. Criminal liability for mis-statements in prospectus
64. Document containing offer of shares or debentures for sale to be deemed prospectus
65. Interpretation of provisions relating to prospectuses
66. Newspaper advertisements of prospectus
67. Construction of references to offering shares or debentures to the public, etc.
68. Penalty for fraudulently inducing persons to invest money
68-A. Personation for acquisition, etc., of shares
68-B. Initial offer of securities to be in dematerialised form in certain cases
  Allotment
69.. Prohibition of allotment unless minimum subscription received
70. Prohibition of allotment in certain cases unless statement in lieu of prospectus delivered to Registrar
71. Effect of irregular allotment
72. Applications for, and allotment of, shares and debentures
73. Allotment of shares and debentures to be dealt in on stock exchange
74. Manner of reckoning fifth, eighth and tenth days in sections 72 and 73
75. Return as to allotments
  Commissions and discounts
76. Power to pay certain commissions and prohibition of payment of all other commissions, discounts, etc.
77. Restrictions on purchase by company, or loans by company for purchase, of its own or its holding company's shares
77-A. Power of company to purchase its own securities
77-AA. Transfer of certain sums to capital redemption reserve account
77-B. Prohibition for buy-back in certain circumstances
  Issue of shares at premium and discount
78. Application of premiums received on issue of shares
79. Power to issue shares at a discount
79-A. Issue of sweat equity shares
  Issue and redemption of preference shares
80. Power to issue redeemable preference shares
80-A. Redemption of irredeemable preference shares, etc.
  Further issue of capital
81. Further issue of capital
   
  PART IV : SHARE CAPITAL AND DEBENTURES
  Nature, numbering and certificate of shares
82. Nature of shares or debentures
83. Numbering of shares
84. Certificate of shares
  Kinds of share capital
85. Two kinds of share capital
86. New issues of share capital to be only of two kinds
87. Voting rights
88. [Repealed]
89. Termination of disproportionately excessive voting rights in existing companies
90. Savings
  Miscellaneous provisions as to share capital
91. Calls on shares of same class to be made on uniform basis
92. Power of company to accept unpaid share capital, although not called up
93. Payment of dividend in proportion to amount paid-up
94. Power of limited company to alter its share capital
94-A. Share capital to stand increased where an order is made under section 81(4)
95. Notice to Registrar of consolidation of share capital, conversion of shares into stock, etc.
96. Effect of conversion of shares into stock
97. Notice of increase of share capital or of members
98. Power of unlimited company to provide for reserve share capital on registration
99. Reserve liability of limited company
  Reduction of share capital
100. Special resolution for reduction of share capital
101. Application to court for confirming order, objections by creditors, and settlement of list of objecting creditors
102. Order confirming reduction and powers of court on making such order
103. Registration of order and minute of reduction
104. Liability of members in respect of reduced shares
105. Penalty for concealing name of creditor, etc.
  Variation of shareholder’s rights
106. Alteration of rights of holders of special classes of shares
107. Rights of dissentient shareholders
  Transfer of shares and debentures
108. Transfer not to be registered except on production of instrument of transfer
108-A. Restriction on acquisition of certain shares
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 sections 108A to 108D to apply to Government Companies, etc.
108-G. Applicability of the provisions of sections 108A to 108F
108-H. Construction of certain expressions used in sections 108A to 108G
108-I. Penalty for acquisition or transfer of share in contravention of sections 108A to 108D
109. Transfer by legal representative
109-A. Nomination of shares
109-B. Transmission of shares
110. Application for transfer
111. Power to refuse registration and appeal against refusal
111-A. Rectification of register on transfer
112. Certification of transfers
  Issue of certificate of shares, etc.
113. Limitation of time for issue of certificates
  Share warrants
114. Issue and effect of share warrants to bearer
115. Share warrants and entries in register of members
  Penalty for personation of shareholder
116. Penalty for personation of shareholder
  Special prvisions as to debentures
117. Debentures with voting rights not to be issued hereafter
117-A. Debenture trust deed
117-B. Appointment of debenture trustees and duties of debenture trustees
117-C. Liability of company to create security and debenture redemption reserve
118. Right to obtain copies of and inspect trust deed
119. Liability of trustees for debenture-holders
120. Perpetual debentures
121. Power to re-issue redeemed debentures in certain cases
122. Specific performance of contract to subscribe for debentures
123. Payments of certain debts out of assets subject to floating charge in priority to claims under the charge
 
 
 
 
SECTION : 124-251 SECTION : 252-377
SECTION : 378-521 SECTION : 522-658
SCHEDULE : I SCHEDULE : IA
SCHEDULE : II SCHEDULE : III
SCHEDULE : IV SCHEDULE : V
SCHEDULE : VI SCHEDULE : V
SCHEDULE : IX SCHEDULE : X
SCHEDULE : XI SCHEDULE : XII
SCHEDULE : XIII SCHEDULE : XIV
SCHEDULE : XV  

 

 
 

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