This article has been written by Mr. Aman Mishra, a 5th year student studying BALLB, from at IMS Unison University, Dehradun.

INTRODUCTION: – 

The Companies Act, 1956 is repealed by the Companies Act, 2013. It received the assent of the President on 29-8-2013 and published in the Gazette of India. The Act came into force on 29-8-2013.

OBJECT OF THE COMPANIES ACT, 2013

An Act to consolidate and amend the law relating to companies.

APPLICATION OF THE ACT – Section 1.

This Act may be called the Companies Act, 2013.

• It extends to the whole of India.
• This section shall come into force at once and the remaining provisions of this Act shall come into force on such date as the Central Government may, by notification in the Official Gazette, appoint and different dates may be appointed for different provisions of this Act and any reference in any provision to the commencement of this Act shall be construed as a reference to the coming into force of that provision.
• The provisions of this Act shall apply to-

1. companies incorporated under this Act or under any previous company law.
2. insurance companies, except in so far as the said provisions are inconsistent with the provisions of the Insurance Act, 1938 or the Insurance Regulatory and Development Authority Act, 1999.
3. banking companies, except in so far as the said provisions are inconsistent with the provisions of the Banking Regulation Act, 1949.
4. companies engaged in the generation or supply of electricity, except in so far as the said provisions are inconsistent with the provisions of the Electricity Act, 2003.
5. any other company governed by any Special Act for the time being in force, except in so far as the said provisions are inconsistent with the provisions of such special Act; and
6. such body corporate, incorporated by any Act for the time being in force, as the Central Government may, by notification, specify in this behalf, subject to such exceptions, modifications, or adaptation, as may be specified in the notification.

DIFFERENT KINDS OF COMPANIES GIVEN IN THE COMPANIES ACT, 2013

• Associate Company S. 2(6)

In relation to another company, means a company in which other company has a significant influence, but which is not a subsidiary company of the company having such influence and includes a joint venture company.

Explanation. -For the purposes of this clause, “significant influence” means control of at least twenty per cent. of total share capital, or of business decisions under an agreement.

(ii) Banking Company – S. 2(9)

Banking company means a banking company as defined in clause (c) of section 5 of the Banking Regulation Act, 1949.

iii) Company limited by guaranteed S. 2(21)

Company limited by guarantee means a company having the liability of its members limited by the memorandum to such amount as the members may respectively undertake to contribute to the assets of the company in the event of its being wound up;

1. iv) Company limited by shares – S. 2 (22)

“Company limited by shares” means a company having the liability of its members limited by the memorandum to the amount, if any, unpaid on the shares respectively held by them.

1. V) Foreign company – S. 2 (42)

“Foreign company” means any company or body corporate incorporated outside India which-(a) has a place of business in India whether by itself or through an agent, physically or through electronic mode; and

(b) conducts any business activity in India in any other manner.

1. vi) Government company – S. 2(45)

“Government company” means any company in which not less than fifty-one per cent. of the paid-up share capital is held by the Central Government, or by any State Government or Governments, or partly by the Central Government and partly by one or more State Governments and includes a company which is a subsidiary company of such a government company.

vii) Holding company- S. 2 (46)

“Holding company”, in relation to one or more other companies, means a company of which such companies are subsidiary companies.

(viii) One Person Company- S. 2 (62)

“One Person Company” means a company which has only one person as a member.

(ix) Private Company – S. 2(68)

“Private company” means a company having a minimum paid-up share capital of one lakh rupees or such higher paid-up share capital as may be prescribed, and which by its articles, –

1.  restricts the right to transfer its shares.

(ii) except in case of One Person Company, limits the number of its members to two hundred:

Provided that where two or more persons hold one or more shares in a company jointly, they shall, for the purposes of this clause, be treated as a single member:

Provided further that-

(A) persons who are in the employment of the company; and (B) persons who, having been formerly in the employment of the company, were members of the company while in that employment and have continued to be members after the employment ceased, shall not be included in the number of members; and

(iii) prohibits any invitation to the public to subscribe for any securities of the company.

(X) Public company – S. 2 (71)

“Public company” means a company which. 

1. is not a private company.
2. has a minimum paid-up share capital of five lakh rupees or such higher paid-up capital, as may be prescribed:

Provided that a company which is a subsidiary of a company, not being a private company, shall be deemed to be public company for the purposes of this Act even where such subsidiary company continues to be a private company in its articles:

(xi) Small company- S. 2(85)

“Small company” means a company, other than a public company,

paid-up share capital of which does not exceed fifty lakh rupees, or such higher amount as may be prescribed which shall not be more than five crore rupees; or

(ii) turnover of which as per its last profit and loss account does not exceed two crore rupees or such higher amount as may be prescribed which shall not be more than twenty crore rupees:

Provided that nothing in this clause shall apply to (A)

a holding company or a subsidiary company; or

(B) a company registered under section 8; or

(C) a company or body corporate governed by any Special Act.

CONCLUSION

Company means a company incorporated under this Act or under any previous company law. The above-mentioned companies are given in the new Companies Act, 2013, some of them are totally new e.g., one person company, small company, associate company etc.