Company Law Enactment
The Companies Act 2013 is an Indian Parliament Act on Indian Company Law that regulates the incorporation of a company, the responsibilities of a company, the directors and dissolution of a company. The 2013 Act is divided into 29 chapters with 470 sections compared to 658 sections in the Companies Act, 1956, and has 7 schedules. Currently, however, there are only 438 (470-39 + 7) articles left in this law. [1] The Act (partially) replaced the Companies Act 1956 after receiving approval from the President of India on 29 August 2013. Section 1 of the Companies Act 2013 entered into force on 30 August 2013. 98 different sections of the Companies Act came into force on September 12, 2013, with few changes, like the old private corporations, the maximum number of members was 50 and now it will be 200. A new term “sole proprietorship” is included in this law, which will be a private company and will be notified only 98 articles of the law. [2] [3] An additional 183 sections came into force on April 1, 2014. [4] The previous framework required two directors, did not require the secretaries of the company to be qualified, ordered a memorandum and articles of incorporation. In addition, the company`s capacity was limited by the doctrine of ultra vires. According to precedents, the constitutional provision for reconsideration by the Senate is fulfilled by reading the veto message, circulating in the journal and accepting a motion to (1) respond immediately, (2) refer it with the accompanying documents to a standing committee: (3) order it to be on the table, consider it retrospectively, or (4) order, that the review be postponed to a specific day. Parliament`s procedures are largely identical.
The Indian Companies Act requires any listed Indian company and any other company with more than ten crores (100 million) rupees of paid-up capital to have a full-time general secretary. A judgment hypothec is void against the liquidator or any other creditor of the company, unless it has been registered no later than 21 days after the notification of the intellectual property registration authority to the judgement creditor. The new scheme allows a company to integrate with a single director, prescribing that the company`s secretaries have the necessary skills (or at least access to them). There is only one document in the company`s articles of association, rightly called the Constitution. There is no longer any obligation for this document to contain an object clause. The doctrine of ultra vires does not apply. A public limited company may waive the conditions for holding a general meeting if the measures provided for in Article 175 of the new law are met. It is now easier to pass written resolutions. The Senate, like the House of Representatives, gives some motions a privileged status over others and certain undertakings, such as conference proceedings, which order initial or immediate consideration, under the theory that a bill that has reached the conference stage has been advanced far toward adoption and should be prioritized over bills that have not been reported. Before the end of the 19th century, most companies were founded by a special law passed by the legislature. By the end of the 18th century, there were about 300 registered companies in the United States, most of which provided utilities, and only eight manufacturing companies.
[1] The incorporation of a corporation usually required legislation. The adoption by the state of company laws, which became increasingly common in the 1830s, allowed companies to form without obtaining the passage of a special bill. However, given the restrictive nature of Crown corporation laws, many companies preferred to request special legislative for incorporation in order to obtain privileges or monopolies, even until the late nineteenth century. In 1819, the U.S. Supreme Court granted corporations rights they had not previously recognized in Trustees of Dartmouth College v. Woodward. The Supreme Court has stated that a company is not turned into a civil institution simply because the government has ordered its corporate charter; And as a result, it considered corporate charters to be “inviolable” and was not subject to arbitrary modification or abolition by state governments. [2] The government legislator has responsibilities that, in many cases, go beyond the process of passing laws.
This includes the Senate`s advisory and approval powers with respect to contracts and appointments. However, the preponderant role of the legislator is his concern to legislate. Section 409 of the new Act replaces section 99 of the old Acts. It stipulates that any charge imposed after the entry into force of the provision is void against creditors and/or the liquidator, unless the one- or two-step procedure has been followed. The one-step process states that the Registrar of Corporations must receive the details of the indictment no later than 21 days after it is prepared. The 2-step process requires the Corporation to inform the Registrar of its intention to charge a fee and further requires the Corporation to notify the Registrar of its incorporation no later than 21 days after its incorporation. In the late 19th century, state governments began to enact more permissive corporate laws. [3] In 1896, New Jersey became the first state to pass an “enabling” corporation law, with the goal of attracting more companies to the state.
[3] Because of its first enabling legislation, New Jersey was the first leading corporate state. [3] In 1899, Delaware followed New Jersey`s lead with the passage of enabling legislation, but Delaware did not become the primary corporate state until after the repeal of the enabling provisions of the New Jersey Corporations Act of 1896-1913. [3] Despite the fact that New Jersey again amended its corporate law in 1917 to re-elect enabling legislation similar to the repealed enabling legislation of 1899, the corporations had moved to Delaware forever; Delaware has been the main corporate state since the 1920s. [3] In 1890, Congress passed the Sherman Antitrust Act, which criminalized cartels that acted in an inhibiting manner. As case law developed, eventually beginning to crack down on the normal practices of companies cooperating or conspiring with each other, companies could not acquire shares in each other`s stores. However, in 1898, New Jersey, then the main corporate state, amended its law to allow it. Delaware reflected New Jersey`s passage in an 1899 law that stipulated that shares held in other companies did not confer voting rights and that the acquisition of shares of other companies required explicit authorization. [5] Any corporation incorporated under Delaware General Corporation Law (DGCL) may acquire, hold, sell or dispose of shares of other corporations.
[5] Accordingly, Delaware corporations may acquire shares of other Delaware registered companies and exercise all rights. This has helped make Delaware an increasingly attractive place for companies to form holding companies that have allowed them to retain control of large transactions without sanctions under the Sherman Act. As antitrust law has been strengthened, companies have been fully integrated through mergers. If a bill that has been vetoed is passed after reconsideration by the First Chamber with the required two-thirds majority, approval is given on the back of the bill and then sent to the Second Chamber with the accompanying message for a response.