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Legal News

Naveen announces operation of WTC,lays foundation of CTZ (08 Jul 2014)
Odisha Chief Minister Naveen Patnaik today laid the foundation stone of the Convention cum Trade Zone and announced the commencement of operation of World Trade Center in the state capital.
Realism, not populism to mark Gowda, Jaitley Budgets (07 Jul 2014)
Realism coupled with a resolve to live up to people’s expectations and no quarter given to populism will mark the Railway Budget and the Union Budget of the BJP-led NDA government.
VSP registers 8 per cent growth in Q1 Production (05 Jul 2014)
Visakhapatnam Steel Plant(VSP) achieved a growth of 8 per cent in Liquid Steel and Crude steel production during Q1.
Six FDI proposals worth Rs 551 approved (03 Jul 2014)
The government has approved as many as six proposals involving foreign direct investments of about Rs 551 crore.
Credia will file complaint with CCI against price hike (02 Jul 2014)
Developer's apex body CREDIA Chairman Lalit Jain is likely to file a complaint with Cement Corporation of India (CCI) against the 'illogical' price hike of cement prices which would have an adverse effect on the real estate.
ASSOCHAM advocates setting up Gold Bank, Gold Deposit Account (02 Jul 2014)
Industry body ASSOCHAM has mooted a proposal to the Finance Minister Arun Jaitley for setting up of Gold Bank and introduction of Gold Deposit Account (GDA) operated through scheduled commercial banks (SCBs) to minimise the smuggling of gold.
India, Singapore to hold year-long events to mark 50 years of diplomatic ties (02 Jul 2014)
India and Singapore today decided to hold year-long series of events to mark the golden jubilee of diplomatic relations between the two countries and further expand the ‘canvas of bilateral relationship.’
SC dismisses PIL for recovery of Rs 21,00 crore from Vodafone (01 Jul 2014)
The Supreme Court refused to entertain the PIL seeking directions to the Centre to recover Rs 2,100 crore from Vodafone.
RBI injects Rs 21,349 crore in banking system via repos (30 Jun 2014)
The Reserve Bank of India (RBI) has injected Rs 21,349 crore in the banking system via 1-day repo.
Chief Secretary: Prevent unknown companies from luring investors, protect depositors (27 Jun 2014)
Emphasising the need for protecting the interests of depositors, Jammu and Kashmir Chief Secretary Mohammad Iqbal Khandey called for greater coordination between the Reserve Bank and the other regulatory and enforcement agencies to prevent unknown companies from luring investors.



Judgments

Naina Enterprises Private Limited vs. Registrar of Companies  [UTTARAKHAND HIGH COURT, 25 Jun 2014]
Corporate - Companies Act, 1956, s. 560 - Restoration of name - Registrar of Companies - Petitioner's co. was incorporated under the Act - Registrar of Companies struck off the name of the petitioner's co. from the register after a due notice and publication in the Official Gazette as required u/s. 560(5) of the Act - Prior to it the due process of law as contemplated u/s. 560(1) to (3) had been duly followed - Hence, instant petition filed with a prayer to restore the name of the petitioner co. to the Register of Companies - Whether name of the petitioner co. be restored to the Register of Companies, as maintained by the Registrar of Companies -

Held, object of s. 560(6) of the Act was primarily to give a chance to co., its members and creditors to revive the co., whose names have been struck off by the Registrar of Companies, and this could be done within a period of twenty years - In the instant case, since the returns, balance-sheet, profit and loss account etc. have not been filed with the respondents-the Registrar of Companies, it was not in a position to judge the financial health of the co. over a period of seven years, and have passed order u/s. 560(5) of the Act - However, considering that no prejudice would be caused to anyone if the co. was restored in the Registrar of the Companies, and considering the interest of justice, the co. would be restored - Petition allowed.


Electrosteel Castings Limited vs. (1) Government of India; (2) State of Jharkhand  [JHARKHAND HIGH COURT, 24 Jun 2014]

In Re: Pacifica (Banglore Project) Developers Private Limited vs.   [GUJARAT HIGH COURT, 23 Jun 2014]
Corporate - Practice & Procedure - Companies Act, 1956, s. 393 - Modification of order - Applicant filed an application praying for modification of the order passed by the HC dt. 12-6-2014 in Company Application No. 145 of 2014 so as to extend the time for publication of notice and/or advertisement, holding necessary meetings of the unsecured creditors and submission of Chairman's report before this Court - Applicant submitted that the modification was in no way harmful to anyone if the time was extended - Whether an application filed by the applicant could be allowed -

Held, voting by proxy be permitted provided that a proxy in the prescribed form duly signed by the person entitled to attend and vote at the aforesaid meeting or by his authorized representative, was filed with the applicant Company at its registered office not later than 48 hours before the time fixed for the relevant meeting or subject to approval of the Chairman in case, if belated - Value of each Unsecured Creditor shall be in accordance with the books of the applicant Company and where the entries in the books were disputed the Chairman of the meeting shall determine such value for the purposes of the meeting and his decision in that behalf shall be final - Chairman of the aforesaid meeting does report the result of the said meeting to this Court within 28-7-2014 and the said report shall be verified by his affidavit - Application disposed of.


Sudhir Rai and others vs. Registrar of Companies, West Bengal and another  [CALCUTTA HIGH COURT, 20 Jun 2014]
Corporate - Companies Act, 1956, ss. 209A, 295, 295(1), 295(3) and 299 - Code of Criminal Procedure, 1973, ss.468 and 190 - Issue of show cause notice - Prosecution - Sustainability - Application was filed u/s. 633(2) of the 1956 Act - Case of the petitioner was that on the basis of the complaint filed by one of its ex-Directors a show cause notice was issued - Whether issuance of show cause notice followed by prosecution against director of company was maintainable -

Held, first set of show-cause notice was dt. 12-5-2008 - Second set was dt. 27-5-2008 and the third set was dt. 2-2-2009 - First and second set of show-cause notices were issued u/s. 209(1), 209(3)(b), 217(3), 292(1)(e) and 297of Act - Third set of show-cause notice was issued u/ss. 295 and 299 of Act - Reply was given to the show-cause notice dated 27th May, 2008 and the same has also been considered and decision taken to launch prosecution which instruction was communicated by letter dt. 2-12-2008 - That would appear from Order dt. 20-2-2009 - Show-cause notice issued u/ss. 209(3)(b) and 217(3) of Act would deal with leave encashment and Accounting standard - Those show cauise notices issued u/s. 297 of Act would deal with transaction for expenses and services to be shared by the Company with some of its group companies for which sanction was needed - Show-cause notice issued u/s. 209(1) of Act deals with not maintaining proper records with regard to deposit made to Orson Electronic Ltd. while the show-cause notice issued u/s. 292(1)(e) of Act deals with loans given to group companies which required board resolution - Plea that no penal action was contemplated u/s. 292(1)(e) of Act would not aid the Central Govt. in view of s.629A of Act - S. 295 of Act specifically foists a duty on the Directors not to grant loan without taking necessary steps, while s.299 of Act made it mandatory on the Directors to disclose his interest - There was no doubt that on basis of the first and second set of show-cause notice instruction to launch prosecution was issued - Even on receipt of the communication dt. 20-2-2009 the basis of the instructions was not sought for by the applicants - In the affidavit filed by the Central Govt. it was stated that permission was sought to withdraw the prosecutions directed - If that be the case and if the prosecutions were withdrawn the Central Govt. would have been entitled to proceed with the show cause notice issued u/s. 295 of Act but for s.468 of CrPC which dealt with the question of limitation - Said issue was raised in the reply given to the show-cause notice dt. 2-2-2009 and needs to be considered - Loan was given last in 2006-07 - Court ought to have taken cognizance of the offence within one year from the date of commission of the offence, i.e., by 2008 - Show-cause notice dt. 2-2-2009 was beyond the period of one year - Order of injunction by HC was passed on 2-3-2009 - No order of injunction was sought by the Central Govt. - For violation of ss. 295 and 299 of Act the Central Govt. could impose either a fine or direct imprisonment of six months - S. 299 of Act also postulated imposition of fine, therefore, the period of limitation would not exceed one year - As the show-cause was not issued within one year of the offence, if any nor had any application been filed u/s. 190 of CrPC within the time specified entitled the petitioners to being excused u/s. 633(2) of Act for show-cause notices dt. 2-2-2009 and 13-2-2009 - By the letter dt. 20-2-2009 the applicants were informed that instructions were given to launch prosecution pursuant to the show-cause notices issued u/ss. 209(1), 209(3)(b), 217(3), and 292(1)(e) of Act - That the said letter was received by the petitioners was an admitted fact but in spite of receipt no copy of letter dt. 2-12-2008 was sought by the petitioners, therefore, in respect of the said communication dt. 20-2-2009 the applicant was not entitled to any order - Application disposed of.


Peerless General Finance and Investment Company Limited and another vs. Bhagwati Developers Private Limited  [CALCUTTA HIGH COURT, 19 Jun 2014]

(1) Murli Industries Limited, Nagpur ; (2) Nandlal S/o Bankatlal Maloo vs. (1) Western Coalfields Limited, Nagpur; (2) General Manager (S & M), Western Coalfields Limited, West Bengal; (3) Coal India Limited, Calcutta  [BOMBAY HIGH COURT, 16 Jun 2014]

Aesculapius Remedies Limited and others vs. National Small Industries Corporation Limited and others  [GUJARAT HIGH COURT, 12 Jun 2014]
Corporate - Practice & Procedure - Companies Act, 1956 - Gujarat Public Monies (Recovery of Dues) Act, 1979 - Recovery - Challenged - Petitioner filed petition challenging the certificate issued by the respondent No. 1 to the Collector u/s. 3(1) of 1979 Act for recovery of Rs. 2,46,41,763/- from the petitioner with interest at the rate of 22.5% per annum and also the notices dt. 21-2-2000, dt. 31-2-2000, dt. 7-8-2000 and dt. 4-7-2001 issued by the revenue authorities for recovery of the said amount - Petitioner requested that since as per sub-section (2) of s. 3 of 1979 Act, the Collector was to make inquiry after receipt of the certificate from the respondent No.1 and to give hearing before proceeding to recover the amount stated in the certificate as arrears of land revenue, the petitioner may be permitted to withdraw this petition with a liberty to approach the Collector and the Collector may be directed to act as per the above- said provision and to give hearing to the petitioners before proceeding to recover the amount as per the certificate - Whether petition filed by the petitioner could be allowed -

Held, petitioner was permitted to approach the Collector for the purpose of getting hearing from the Collector before proceeding to start recovery as revenue recovery - Petition disposed of.


In Re: Pacifica (Chennai Project) Infrastructure Company Private Limited vs.   [GUJARAT HIGH COURT, 12 Jun 2014]
Corporate - Companies Act, 1956, s. 393 - Companies (Court) Rules, 1959 - Permission for separate meeting of secured creditors and unsecured creditors - Applicant had prayed for holding separate meetings of Secured and Unsecured Creditors of the applicant Company for the purpose of considering and, if thought fit, approving with or without modification, the Scheme of Amalgamation between Pacifica (Bangalore Project) Developers Private Limited (the transferor No.1 Company), Pacifica (Bangalore Project) Infrastructure Company Private Limited (Transferor No.2 Company) and Pacifica (Chennai Project) Infrastructure Company Private Limited (applicant/the Transferee Company) - It had been submitted that the applicant Company being a private limited company, all the Equity Shareholders of the applicant Company, have given their consent in writing approving the Scheme of Arrangement - Whether an application filed by the applicant could be allowed -

Held, Chairman of the meeting shall have all powers under the Articles of Association of the applicant Company and under the Rules in relation to conduct of meeting including an amendment to the aforesaid Scheme of Amalgamation or resolutions, if any, proposed at the aforesaid meeting by any person(s) - Quorum for the said meeting of the Unsecured Creditors of the applicant Company shall be 1 (one) Unsecured Creditor(s) present in person or by proxy - Voting by proxy be permitted provided that a proxy in the prescribed form duly signed by the person entitled to attend and vote at the aforesaid meeting or by his authorized representative, was filed with the applicant Company at its registered office not later than 48 hours before the time fixed for the relevant meeting or subject to approval of the Chairman in case, if belated - The Chairman of the aforesaid meeting do report the result of the said meeting to HC within 16-7-2014 - Application disposed of.


In Re: Pacifica (Banglore Project) Infrastructure Company Private Limited vs.   [GUJARAT HIGH COURT, 12 Jun 2014]
Corporate - Companies Act, 1956, s. 393 - Companies (Court) Rules, 1959 - Permission for separate meeting of secured creditors and unsecured creditors - Applicant had prayed for holding separate meetings of Unsecured Creditors of the applicant Company for the purpose of considering and, if thought fit, approving with or without modification, the Scheme of Amalgamation between Pacifica (Bangalore Project) Developers Private Limited (the transferor No.1 Company), Pacifica (Bangalore Project) Infrastructure Company Private Limited (Applicant/Transferor No.2 Company) and Pacifica (Chennai Project) Infrastructure Company Private Limited (the Transferee Company) - It had been submitted that the applicant Company being a private limited company, all the Equity Shareholders of the applicant Company, have given their consent in writing approving the Scheme of Arrangement - Whether an application filed by the applicant could be allowed -

Held, Chairman of the meeting shall have all powers under the Articles of Association of the applicant Company and under the Rules in relation to conduct of meeting including an amendment to the aforesaid Scheme of Amalgamation or resolutions, if any, proposed at the aforesaid meeting by any person(s) - Quorum for the said meeting of the Unsecured Creditors of the applicant Company shall be 1 (one) Unsecured Creditor(s) present in person or by proxy - Voting by proxy be permitted provided that a proxy in the prescribed form duly signed by the person entitled to attend and vote at the aforesaid meeting or by his authorized representative, was filed with the applicant Company at its registered office not later than 48 hours before the time fixed for the relevant meeting or subject to approval of the Chairman in case, if belated - The Chairman of the aforesaid meeting do report the result of the said meeting to HC within 16-7-2014 - Application disposed of.


In Re: Pacifica (Banglore Project) Developers Private Limited vs.   [GUJARAT HIGH COURT, 12 Jun 2014]
Corporate - Companies Act, 1956, s. 393 - Companies (Court) Rules, 1959 - Permission for separate meeting of secured creditors and unsecured creditors - Applicant had prayed for holding separate meetings of Secured Creditor(s) and Unsecured Creditors of the applicant Company for the purpose of considering and, if thought fit, approving with or without modification, the Scheme of Amalgamation between Pacifica (Bangalore Project) Developers Private Limited (the applicant/transferor No.1 Company), Pacifica (Bangalore Project) Infrastructure Company Private Limited (Transferor No.2 Company) and Pacifica (Chennai Project) Infrastructure Company Private Limited (the Transferee Company) - It had been submitted that the applicant Company being a private limited company, all the Equity Shareholders of the applicant Company, have given their consent in writing approving the Scheme of Arrangement - Whether an application filed by the applicant could be allowed -

Held, Chairman of the meeting shall have all powers under the Articles of Association of the applicant Company and under the Rules in relation to conduct of meeting including an amendment to the aforesaid Scheme of Amalgamation or resolutions, if any, proposed at the aforesaid meeting by any person(s) - Quorum for the said meeting of the Unsecured Creditors of the applicant Company shall be 1 (one) Unsecured Creditor(s) present in person or by proxy - Voting by proxy be permitted provided that a proxy in the prescribed form duly signed by the person entitled to attend and vote at the aforesaid meeting or by his authorized representative, was filed with the applicant Company at its registered office not later than 48 hours before the time fixed for the relevant meeting or subject to approval of the Chairman in case, if belated - The Chairman of the aforesaid meeting do report the result of the said meeting to HC within 16-7-2014 - Application disposed of.





Notifications

NA (30 Jun 2014) (Notification)
Companies (Prospectus and Allotment of Securities) Amendment Rules, 2014 : Notification dated. 30-6-2014
G.S.R. 415(E) (23 Jun 2014) (Notification)
Companies (Management and Administration) Amendment Rules, 2014 - Notification dated 23-06-2014
NA (18 Jun 2014) (Notification)
Companies (Share Capital and Debentures) Amendment Rules, 2014 - Notification dated 18-06-2014
NA (13 Jun 2014) (Notification)
Establish the office of Registrar of Companies at Hyderabad in the State of Telengana - Notification dated 13-06-2014
NA (13 Jun 2014) (Notification)
Establish the office of Official Liquidator at Hyderabad in the State of Telengana - Notification dated 13-06-2014
G.S.R. 397(E) (12 Jun 2014) (Notification)
Companies (Declaration and Payment of Dividend) Amendment Rules, 2014 - Notification dated 12-06-2014
NA (12 Jun 2014) (Notification)
Companies (Meetings and Powers of Board) Amendment Rules, 2014 - Notification dated 12-06-2014
G.S.R. 390(E) (09 Jun 2014) (Notification)
Companies (Appointment and Remuneration of Managerial Personnel) Amendment Rules, 2014 - Notification dated 09-06-2014
S.O. 1406(E) (27 May 2014) (Notification)
Corrigendum to Notification dated S.O. 1177(E), dated the 29th April, 2014 - Notification dated 27-05-2014
NA (21 May 2014) (Notification)
Central Government delegates to Registrar of Companies, power and functions vested in it, subject to condition that Central Government may revoke such delegation of powers or may itself exercise the powers and functions - Notification dated 21-05-2014

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Circulars

DNBS(PD).CC.No. 392/03.02.001/2014-15 (01 Jul 2014) (Circular)
Master Circulars - Miscellaneous Instructions to all Non-Banking Financial Companies – Circular dated 01-07-2014
27 /2014 (30 Jun 2014) (Circular)
Clarification regarding filing of Form DPT4 under Companies Act, 2013 - Circular dated. 30-6-2014
26 /2014 (27 Jun 2014) (Circular)
Clarification with regard to use of the words "Commodity Exchange" in a company-reg. - Circular dated. 27-6-2014
25 /2014 (26 Jun 2014) (Circular)
Clarification on applicability of requirement for resident director - Circular dated 26-06-2014
24 /2014 (25 Jun 2014) (Circular)
Clarification with regard to holding of shares in a fiduciary capacity by associate company under section 2(6) of the Companies Act, 2013 - Circular dated 25-06-2014
23 /2014 (25 Jun 2014) (Circular)
Clarification relating to incorporation of a company i.e. company Incorporated outside India - Circular dated 25-06-2014
22 /2014 (25 Jun 2014) (Circular)
Clarification with regard to format of annual return applicable for Financial Year 2013-14 and fees to be charged by companies for allowing inspection of records - Circular dated 25-06-2014
21 /2014 (18 Jun 2014) (Circular)
Clarifications with regard to provisions of Corporate Social Responsibility under section 135 of the Companies Act, 2013 - Circular dated 18-06-2014
20 /2014 (17 Jun 2014) (Circular)
Clarification with regard to voting through electronic means - reg. - Circular dated 17-06-2014
19 /2014 (12 Jun 2014) (Circular)
Clarifications on Rules prescribed under the Companies Act, 2013 -Matters relating to share capital and debentures - reg. - Circular dated 12-06-2014

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