Parliament Passes The Companies (Amendment) Bill, 2020

The Companies (Amendment) Bill, 2020

A BILL further to amend the Companies Act, 2013. BE it enacted by Parliament in the Seventy-first Year of the Republic of India as follows:—

Section 1 Short title and commencement.

(1) This Act may be called the Companies (Amendment) Act, 2020.

(2) It shall come into force on such date as the Central Government may, by notification in the Official Gazette, appoint:

Provided that different dates may be appointed for different provisions of this Act and any reference in any such provision to the commencement of this Act shall be construed as a reference to the coming into force of that provision.

Section 2 Amendment of section 2.

In the Companies Act, 2013 (hereinafter referred to as the principal Act), in section 2, in clause (52), the following proviso shall be inserted, namely:—

“Provided that such class of companies, which have listed or intend to list such class of securities, as may be prescribed in consultation with the Securities and Exchange Board, shall not be considered as listed companies.”.

Section 3 Amendment of section 8.

In section 8 of the principal Act, in sub-section (11),—

(a) the words “with imprisonment for a term which may extend to three years or” shall be omitted;

(b) for the words “twenty-five lakh rupees, or with both”, the words “twenty-five lakh rupees”shall be substituted.

Related Topic:
The frustration of the contract under section 56 as the agreement has become impossible to perform should be appropriately invoked.

Section 4 Amendment of section 16.

In section 16 of the principal Act,—

(i) in sub-section (1), in clause (b), for the words “period of six months”, the words “period of three months” shall be substituted;

(ii) for sub-section (3), the following sub-section shall be substituted, namely:—

“(3) If a company is in default in complying with any direction given under sub-section (1), the Central Government shall allot a new name to the company in such manner as may be prescribed and the Registrar shall enter the new name in the register of companies in place of the old name and issue a fresh certificate of incorporation with the new name, which the company shall use thereafter:

Provided that nothing in this subsection shall prevent a company from subsequently changing its name in accordance with the provisions of section 13.”.

Section 5 Amendment of section 23.

In section 23 of the principal Act, after sub-section (2) and before the Explanation, the following sub-sections shall be inserted, namely:—

“(3) Such a class of public companies may issue such class of securities for the purposes of listing on permitted stock exchanges in permissible foreign jurisdictions or such other jurisdictions, as may be prescribed.

(4) The Central Government may, by notification, exempt any class or classes of public companies referred to in sub-section (3) from any of the provisions of this Chapter, Chapter IV, section 89, section 90, or section 127 and a copy of every such notification shall, as soon as may be after it is issued, be laid before both Houses of Parliament.”.

Section 6 Amendment of section 26.

In section 26 of the principal Act, in sub-section (9),—

(a) the words “with imprisonment for a term which may extend to three years or” shall be omitted;

(b) for the words “three lakh rupees, or with both”, the words “three lakh rupees” shall be substituted.

Section 7 Amendment of section 40.

In section 40 of the principal Act, in sub-section (5),—

(a) the words “with imprisonment for a term which may extend to one year or” shall be omitted;

(b) for the words “three lakh rupees, or with both”, the words “three lakh rupees” shall be substituted.

Section 8 Amendment of section 48.

In section 48 of the principal Act, sub-section (5) shall be omitted.

Section 9 Amendment of section 56.

In section 56 of the principal Act, for sub-section (6), the following sub-section shall be substituted, namely:—

“(6) Where any default is made in complying with the provisions of sub-sections (1) to (5), the company and every officer of the company who is in default shall be liable to a penalty of fifty thousand rupees.”.

Section 10 Amendment of section 59.

In section 59 of the principal Act, sub-section (5) shall be omitted.

Section 11 Amendment of section 62.

In section 62 of the principal Act, in sub-section (1), in clause (a), in sub-clause (i), after the words “less than fifteen days”, the words “or such lesser number of days as may be prescribed” shall be inserted.

Section 12 Amendment of section 64.

In section 64 of the principal Act, in sub-section (2),—

(a) for the words “one thousand rupees”, the words “five hundred rupees” shall be substituted;

(b) for the words “or five lakh rupees whichever is less”, the words “subject to a maximum of five lakh rupees in case of a company and one lakh rupees in case of an officer who is in default” shall be substituted.

Section 13 Amendment of section 66.

In section 66 of the principal Act, sub-section (11) shall be omitted.

Section 14 Amendment of section 68.

In section 68 of the principal Act, in sub-section (11),—

(a) the words “with imprisonment for a term which may extend to three years or” shall be omitted;

(b) for the words “three lakh rupees, or with both”, the words “three lakh rupees” shall be substituted.

Section 15 Amendment of section 71.

In section 71 of the principal Act, sub-section (11) shall be omitted.

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