Introduction
As we all the the fact the India has drown a lot many lines of law with the help of England laws similarly in the case of company laws the rules and regulstions are brought from thr English land three are phases in which company law has been divided
- Colonization era
- Period after world war
- The opening up of Indian market in the year 1990
Emergence of compony law
In year 1850 the first enactment for the registration of the joint stock company was introduced in the India this enactment was completely based on the English company law 1844.
In the early period of 1857 the concept of limited liability came into force but it was not extended to the banking company . the concept of limited liability was again brought from the english company act 1856. In the later period of 1858 this concept of limited iability was applied all over the India .
In the year 1866 the companies act in india got amended through the laws related to incorporation , regulation winding up og trading companies this enactment was again based on the companies act 1862 of English land this act was again amended in the yeaer 1882 and was in force till 1913
In the year 1913 anotherIndian act came into force which was based on companies consolidation act 1908. This act got amended in year 1914,1915,1920,1926,1930 and 1932 but in the year 1936 mportant amendment was made . this amendment was based on English companies act of 1929.the ct of 1913 governed the Indian commercial business til 1956.
In the year 1950 an important stept was taken by Bhabha committee they set up the committer under the guidance of H.C. Bhabha for noting down the difference of Indian companies act with reference to the development of Indian trade and industry.the report was submitted in the year 1952. The period of the second global war and the submit-struggle years witnessed an upsurge of business and industrial interest on an unparalleled scale in India and huge earnings had been made by businessmen thru integrated organizations. The authorities of India took up the revision of company law straight away after the termination of the final conflict. Employer lawyers— one from Bombay and the opposite from Madras— have been successively appointed to propose government on the broad strains on which, the Indian organizations Act, 1913, ought to be revised and recast within the mild of the revel in gained all through the war years. Their reviews have been taken into consideration via government and a memorandum embodying its tentative perspectives was circulated toward the end of 1949 for eliciting an opinion.
On twenty eighth October 1950, the government of India appointed a Committee of twelve members representing numerous interests below the chairmanship of Shri H. C. Bhabha, to go into the entire question of the revision of the corporations Act, with precise importance to the improvement of exchange and enterprise of India. This Committee, popularly known as the Bhabha Committee, submitted its document in March, 1952, recommending comprehensive modifications within the groups Act of 1913. The document of the Bhabha Committee turned into once more the challenge of debate and comment with the aid of Chambers of commerce, exchange associations, expert our bodies, leading industrialists, shareholders and representatives of labour. The bill, which sooner or later emerged because the corporations Act, 1956, changed into brought in Parliament on 2d September 1953. IT became a comprehensive and consolidating in addition to amending piece of rules. The bill became cited a Joint Committee of both homes of Parliament in may additionally, 1954. The Joint Committee submitted its record in may also, 1955, making some material amendments to the invoice. The bill, as amended by the Joint Committee, underwent a few in addition amendments In Parliament and become handed in November, 1955. The brand new organizations Act (I of 1956) got here into pressure from 1st April, 1956.
The generation of liberalisation, privatization and globalisation noticed the anachronistic corporations legislation made in time of closed market and therefore insufficient to address the worldwide entry. This non-conducive regulation could have obstructed the Indian company area. In pursuance to this necessity the groups bill, 1993 turned into formed but turned into later withdrawn. The Depositories Act, 1996 become brought in India and later a operating institution was constituted to rewrite the agencies Act, 1956. In pursuance to above made effort the companies bill, 1997 turned into brought in Rajya Sabha on August 14, 1997 in order to update the previous regulation.
Major Changes brought forth by the Companies Act 1956 viz-a-viz the Companies Act, 1931
- Promotion and growth of Companies;
- Capital structure of the Companies;
- Company meetings and procedures;
- Company accounts and its presentation & powers and duties of the auditors of the company;
- Inspection and investigations of the affairs of the Company;
- The constitution of the Board of Directors, Powers and functions of directors, Managing Directors and Managers; and
- Administration of the Company Law.
The Amendments in the Companies Act, 1956
As any other legislation various amendments were made to the Companies Act 1956 as mentioned below:
Timeline of Amendments
1960 | 1962 | 1963 | 1964 | 1965 | 1966 | 1967 | 1969 | 1974 | 1977 | 1985 | 1988 | 1991 |
Opening of the market gates to the Globe-1990
The generation of liberalisation, privatization and globalisation saw the anachronistic groups law made in time of closed marketplace and therefore insufficient to handle the worldwide entry. This non-conducive legislation could have obstructed the Indian company sector. In pursuance to this necessity the agencies invoice, 1993 was shaped but turned into later withdrawn. The Depositories Act, 1996 changed into brought in India and later a running organization changed into constituted to rewrite the businesses Act, 1956. In pursuance to above made attempt the businesses invoice, 1997 become introduced in Rajya Sabha on August 14, 1997 with a view to update the earlier rules.
The President of India promulgated the Companies (Amendment) Ordinance, 1998 on October 31, 1998. But this promulgated the Companies (Amendment) Ordinance, 1998 was soon replaced by the Companies (Amendment) Act, 1999.
The objectives of the businesses (modification) Act, 1999:
- To surge the capital marketplace by using boosting the morale of the countrywide enterprise houses.
- Fostering the fits and foreign Direct Investments within the united states.
- The adjustments introduced by way of the companies (amendment) Act, 1999 are:
- A facility turned into introduced to permit the company sector to buy-lower back business enterprise’s own percentage;
- Provisions regarding investments and loans were liberalised and rationalised;
- Requirement of previous approval of the significant government on funding choices was done away with and companies were allowed to trouble “sweat fairness” in lieu of the intellectual assets;
- The compliance of the Indian Accounting fashionable became made mandatory and the national Committee on Accounting standard was additionally integrated;
- The benefit of the traders became appeared into with the aid of setting up “Investor education and safety Fund”;
- Introduction of the nomination to shareholders, debenture holders, and so on.
Later, the organizations (change) Act, 2000 turned into enacted, which turned into observed through the companies (modification) Act, 2001 in which the segment 77A changed into introduced in relation to buy-lower back of the shares. This amendment allowed the Board of directors to shop for-returned the shares upto 10% of the paid-up capital and unfastened reserves supplied not more than one such buu-returned is made in the course of the period of twelve months. Then, the groups (change) Act, 2002 become enacted which became followed by means of the corporations (second amendment) Act, 2002. The first modification introduced the setting-up and regulation of the Cooperatives as a body corporate underneath the organizations Act, 1956 to be referred to as ‘manufacturer companies’. The second one modification became to expedite the winding-up procedure of the corporations to facilitate rehabilitation of the unwell groups and safety of workers interest.
The corporations (modification) Act, 2006, became delivered into force on 1.11.2006 in which it delivered the Director identification quantity (DIN) and also brought digital submitting of various returns and paperwork.
The Companies (Amendment) Act, 2017
The amendments under the Companies (Amendment) Act, 2017, are broadly aimed at:
- addressing difficulties in implementation owing to stringent compliance requirements;
- facilitating ease of doing business in order to promote growth with employment;
- harmonisation with the Accounting Standards, the Securities and Exchange Board of India Act, 1992 and the regulations made
- thereunder, and the Reserve Bank of India Act, 1934 and the regulations made thereunder;
- rectifying omissions and inconsistencies in the Act
The Companies (Amendment) Act, 2019
The Major reforms undertaken by the Ordinance of 2018 and 2019 include the following:
- Re-categorisation of offences which are in the category of compoundable offences to an in-house adjudication framework. However, no change has been made for any of the non-compoundable offences.
- Ensuring compliance of the default made and prescribing deterrent penalties in case of repeated defaults.
- Delegation and De-clogging the NCLT by:
- Enlarging the jurisdiction of Regional Director (“RD”) by increasing the pecuniary limits up to which compounding of offences under Section 441 of the Act can take place.
- Vesting in the Central Government the power to approve the alteration in the financial year of a company under Section 2(41).
- Vesting the Central Government the power to approve cases of conversion of public companies into private companies so as to reduce the burden on the government and developing the sector.
- Other reforms include re-introduction of declaration of commencement of business provision; greater accountability with respect to filing documents related to creation, modification and satisfaction of charges; non-maintenance of registered office to trigger de-registration process; holding of directorships beyond permissible limits to trigger disqualification of such directors.
Conclusion
The modification added to the rules had been in advance reactive in nature for example the foremost amendments were the response to the global phenomenon of i) Colonization technology; ii) duration after world war II & iii) the outlet up of Indian markets inside the 12 months 1990. But the latest Amendments are extra Proactive in nature and seeks to boom the efficacy of the legislation with recognize to the dynamics of the Society.
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