1. Companies (incorporation) amendment rues 2016
The Ministry of Corporate Affairs has issued an Amendment to the Companies (Incorporation) Rules, 2014 which are in force w.e.f 26th January 2016. Following are the changes in Rule 8 pertaining to “Undesirable names”: The name of the Company need not be in consonance with the principal objects as set out in the Memorandum of Association. However, when there is some indication of objects in the name, then it shall be in conformity with the objects mentioned in the memorandum.
a) Abbreviated names based on the first initial of the promoters would not be allowed.
b) If the name is misleading with regard to the scope of the activities which are beyond the resources at its disposal, such names are not allowed.
c) A time limit of 6 months has been given for changing the name of the Company, in case there has been a change in the activities of the Company and this is not reflected in the name.
The No Objection of a person who has been named in the key word of the proposed name for the Company, proof of the relationship and proof that the coined word is made out of the names of the promoters or their relatives, is not mandatory to be attached.
Further, after the resubmission of the documents and on completion of second opportunity, if the Registrar still finds that the documents are defective or incomplete, he shall give third opportunity to remove such defects or deficiencies;
Provided that the total period for re-submission of documents shall not exceed a total period of thirty days.
2. Companies (accounts) amendment rules, 2015
The Ministry Of Corporate Affairs has vide Notification dated 16th January, 2015 amended the Companies (Accounts) Rules, 2014 with the Companies (Accounts) Amendment Rules, 2015.
After Rule 2 the following is inserted –
“2A. Notice of address at which books of account are to be maintained.—For the purposes of the first proviso to sub-section (1) of section 128, the notice regarding address at which books of account shall be in Form AOC-5” and
Note by the author : Form AOC-5 is similar to eForm 23AA as per section 209(1) of the Companies Act, 1956 and is required to be filed when the Board of Directors decides by passing the resolution to keep all or any of the books of account at any other place in India besides the registered office then, the company shall, within seven days of passing the Board Resolution, file this form giving full address of that other place in form AOC-5.
In rule 6, after the third proviso, the following proviso shall be inserted, namely:—
“Provided also that nothing in this rule shall apply in respect of consolidation of financial statement by a company having subsidiary or subsidiaries incorporated outside India only for the financial year commencing on or after 1st April, 2014.”
3. Companies (cost records and audit) amendment rules 2014
The Ministry of Corporate Affairs has vide Notification dated 31st December, 2014 made the Companies (Cost Records and Audit) Amendment Rules, 2014 to amend the Companies (Cost Records and Audit) Rules, 2014.
Rule 2 (aa) ‘Central Excise Tariff Act Heading” means the heading as referred to in Additional notes in First Schedule to Central Excise Tariff Act 1985.
Companies are required to maintain Cost Records if turnover exceeds Rs. 35 crores or more during immediately preceding Financial Year in respect of the products and services specified;
Applicability of Cost Records: The Rules has categorized the Entities into:
Regulated Sector (namely Telecommunication services; Power generation, Transmission, Distribution and Supply; Petroleum products; Drugs and Pharmaceuticals; Fertilisers; Sugar and Industrial alcohol) and
Unregulated Sectors ( i.e steel, minerals oil, electrical, education services, health services, textiles, milk powder, medical devices etc. businesses);
Applicability of Cost Audit : Applicable for entities under as follows :
Regulated sectors having overall annual turnover of Rs. 50 crores or more and the aggregate turnover of the individual products or services of Rs. 25 crore
Unregulated Sector having annual turnover of Rs. 100 crores or more and the aggregate turnover of the individual products or services of Rs. 35 crore or more.
The applicability for their Cost Records Audit is for financial years commencing from 1st April 2015.
Exemptions are provided to Companies whose revenue from exports, in foreign exchange, exceeds 75% of total revenue and Companies operating from Special Economic Zones.
4. Whether huf/its karta can be a partner/ designated partner ( dp) in an llp
The Ministry of Corporate Affairs has vide notification dated 15th January 2016 clarified that a HUF or its Karta cannot be a designated Partner in an LLP since the Section 5 of LLP Act, 2008 mentions that only an individual or a body corporate can be a partner in a LLP. HUF not being a body corporate, neither the HUF nor through its Karta can it be a Partner.
5. Frequently asked questions (faqs) with regard to corporate social responsibility under section 135 of the Companies Act, 2013
The Ministry of Corporate Affairs has vide Notification dated 12th January 2016 issued an FA Q on Corporate Social responsibility.
