Skip to main content

IndianCAs: Key Highlights of Companies Bill,2012

 

Key Highlights of Companies Bill,2012


  1. Incorporation of a One Person Company has been permitted.
  2. Numbers of permissible members in private company has been raised to 200 as against existing limit of 50 members.
  3. Listed companies shall have at least 1/3rd of the total number of directors as Independent Directors and the Central Government may prescribe the minimum number of Independent Directors for any class of public companies.
  4. Nominee director cannot be regarded as Independent Director.
  5. Maximum term of ID has been restricted to five years at once subject to a maximum of two such terms.
  6. Appointment of at least one woman director on the board of prescribed classes of companies has been made mandatory.
  7. Appointment of at least one director resident in India, i.e. a director who has stayed in India for at least 182 days in the previous calendar year, is made mandatory for all companies. 
  8. Maximum number of directors has been increased from twelve (12) to fifteen (15) directors .Further no Central Government approval is required to increase the maximum no. of directors beyond fifteen(15). Shareholders of companies may do so by passing a special resolution.
  9. A person can hold directorship of up to 20 companies, of which not more than 10 can be public companies.
  10. No listed companies shall appoint: 
            i. an individual as auditor for more than one term of five consecutive years, and
           ii. an audit firm as auditor for more than two terms of five consecutive years.

    11. Shareholders are at liberty to decide by passing resolution that audit partner and the audit team, be rotated every year

    12. CSR has been made mandatory for a company having net worth of Rs. 500 crore or more, or turnover of Rs.1,000 crore or more or net profit of Rs. 5 crore or more during any
           financial year.

    13. Such company is required to constitute a Corporate Social Responsibility Committee of the board (CSRC) which shall consist of three or more directors , out of which at least one
           director shall be an independent director.

    14. Such company shall spend, in every financial year, at least 2 % of the average net profits of the company made during three immediately preceding financial years, in pursuance of its              Corporate Social Responsibility Policy (CSRP).

    15. The provision for establishment of Serious Fraud Investigation Office (SFIO) by the Central Government is another significant feature of the bill.

    16. SFIO is empowered to arrest in respect of certain offence involving fraud.

    17. Changes have also been made to the grounds for winding up a company.

    18. Some other features of the bill include-

          i. Financial year will be uniform for all companies i.e. April-March.

         ii. Restriction on buyback of shares within one year from the last buy back.

         iii. Voting through electronic means.

        iv. Capping director's remuneration at 5% of the net profits of the company.

         v. The concept of Dormant Company has been introduced.

        vi. Special courts for speedy trials.

| Ashwin Nagar | FCA and SAP-Finance & Consolidations |+919833015352
Success is not permanent and failure is not final
 







__._,_.___
Reply via web post Reply to sender Reply to group Start a New Topic Messages in this topic (1)
Recent Activity:
Note: All messages posted by members including me on this group are sent in their personal capacity. No official position held anywhere by them have nothing to do with this email group. The group does   not accept any responsibility with regards to accuracy or the mistakes in the material circulated on this group. Please confirm from your independent source before using the information or material posted on this group.
*************************************************************************
Further, your attention is invited:

The messages on this group are approved only when the moderator finds it of immense importance to the members at general, otherwise, this group is not used for discussion or as discussion forum.
.

__,_._,___

Comments

Popular posts from this blog

INSPECTION MANUAL OF STOCK, BOOK DEBTS & SECURITIES

CONTENTS SR. NO. CHAPTER PAGE NO. INTRODUCTION STOCK & RECEIVABLES AUDIT VERIFICATION OF STOCK & DEBTORS PROCEDURE OF STOCK AUDIT VERIFICATION OF SECURITIES ANALYTICAL REVIEW INTERNAL CONTROL QUESTIONNAIRE STOCK b) BOOK DEBTS LIST OF DOCUMENTS TAKEN AS WORKING PAPERS SPECIMEN INSPECTION REPORT SPECIMEN MANAGEMENT REPRESENTATION LETTER CHAPTER 1 INTRODUCTION: Banking is an important sector of the economy of any country and for the development of the economy a healthy banking system is a must. After the liberalization of the economy, the banking system has undergone a total change in India. There is hard competition in the banking industry to survive in the current circumstances. With the purpose to have better financial discipline & to ensure uniformity in accounting norms RBI introduced the concept of assetclassification & income recognition as per the recommendations of Narasimhan Committee. It was also suggested to classify the advances given by banks into Performing & Non Perfor…

Excel Add-in to convert amount in figures to words by Premal

Gentlemen:
AmtInWords.xla is attached to this mail. It is an MS Excel Add-in written by me to convert amount available in figures to words.
Installation
Copy the attached file to the folder where excel stores the add-ins. (To know where excel stores the add-ins, open any workbook, click on Tools - Add-ins - Browse)
Then open an excel workbook. Click on Tools - Add-ins - Browse - Give the path to this Addin - Ok
Usage
You can use the functions AmtInWords and AmtInWordsUS in any worksheet. The syntax is:
=AmtInWords(decimal number/cell reference, [currency code])
=AmtInWordsUS(decimal number/cell reference, [currency code])
Examples follow:
=AmtInWords(10000000)
=AmtInWords(123456.77)
=AmtInWords(C4)
=AmtInWordsUS(B3) ' Shall give the amount in millions (US format)
=AmtInWordsUS(B3,"USD") ' Shall give the amount in millions (US format) and in US currency (Dollars)
=AmtInWords(C4,"GBP") ' Shall give the amount in lakhs and in UK currency (Pounds)
Notes
The system shall N…

Pradhan Mantri Garib Kalyan Deposit Scheme (PMGKDS), 2016?

*1. What is Pradhan Mantri Garib Kalyan Deposit Scheme (PMGKDS), 2016?*Pradhan Mantri Garib Kalyan Deposit Scheme (PMGKDS), 2016 is a scheme notified by the Government of India on December 16, 2016 which is applicable to every declarant under the Taxation and Investment Regime for Pradhan Mantri Garib Kalyan Yojana, 2016.*2. Who is eligible to deposit in PMGKS?*The deposit under this Scheme shall be made by any person who declared undisclosed income under sub-section (1) of section 199C of the Taxation and Investment Regime for Pradhan Mantri Garib Kalyan Yojana, 2016.*3. In what form will the deposits under this scheme be held?*The Deposits shall be held at the credit of the declarant in Bond Ledger Accounts (BLA) maintained with Reserve Bank of India.*4. Who are the authorized agencies where the application and amount of deposit will be accepted?*Application and amount for the deposit (in the form of Bond Ledger Account) shall be received by any banking company to which the Banking …