Registration of names of the Companies shall be in consonance with the provisions of the Emblems and Names (Prevention of Improper Use) Act, 1950 -reg.
General Circular No.29/2014,
Dated: 11th July, 2014
Subject: Registration of names of the Companies shall be in consonance with the provisions of the Emblems and Names (Prevention of Improper Use) Act, 1950 -reg.
In continuation of this Ministry's circular No. 02/2014 and 26/2014 dated 11.02.2014 and 27.06.2014 respectively, it is hereby directed that while allotting names to Companies/Limited Liability Partnerships, the Registrar of Companies concerned should exercise due care to ensure that the names are not in contravention of the provisions of the Emblems and Names (Prevention of Improper Use) Act, 1950. To this end it is necessary that Registrars are fully familiar with the provisions of the said Act.
2. This issues with the approval of the competent authority.
Yours faithfully,
(Kamna Sharma)
Assistant Director
Tel: 23387263
Assistant Director
Tel: 23387263
On Thursday, 17 July 2014 8:49 AM, CA. VMV SUBBA RAO <vmvsrao@gmail.com> wrote:
MCA vide circular no 23/2014 dated 17th July 2014 has issued various clarifications on one of the most of the argumentative section under the Companies Act 2013 i.e. section 188.
Highlights of the clarifications issued are given below:
Voting by related parties in general meeting
As per second proviso to sub-section (1) of section 188 no member of the company shall vote on a special resolution to approve the contract or arrangement (referred to in the first proviso), if such a member is a related party.
It is clarified that 'related party' referred above has to be construed with reference only to the contract or arrangement for which the said special resolution is being passed. Thus, the term 'related party' in the above context refers only to such related party as may be a related party in the context of the contract or arrangement for which the said special resolution is being passed.
But the above clarification will still not provide any solution to the problem faced by the private companies where the directors and shareholders are generally common and are related to each other.
Applicability of Section 188 to corporate restructuring, amalgamations etc.
It is clarified that transactions arising out of Compromises, Arrangements and Amalgamations dealt with under specific provisions of the Companies Act, 1956/Companies Act, 2013, will not attract the requirements of section 188 of the Companies Act, 2013.
Requirement of fresh approvals for past contracts under Section 188.
A very common issue of debate was related to the status of contracts entered into by companies, after making necessary compliances under Section 297 of the Companies Act, 1956, which already came into effect before the commencement of Section 188 of the Companies Act, 2013. Whether any fresh approval was required under section 188 or not for such contracts?
As per the clarification, no fresh approval will be required for aforesaid mentioned contracts u/s 188 till the expiry of the original term of such contracts. But if any modification in such contract is made on or after 1st April, 2014, the requirements under section 188 will have to be complied with.
--Best Wishes
CA. V.M.V.SUBBA RAO
Chartered Accountant
Door No.24-2-1885,
I Floor, Flat No.5,
Siddivinayaka Residency, I Cross,
Central Avenue, MSR Nagar,
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Nellore-524 003
Andhra Pradesh
India
Mobile:+91 - 0 9390221100
+91 - 0 9440278412
e-Mail: vmvsr@rediffmail.com
vmvsr@yahoo.co.uk
http://pdicai.org/MyPage/203038.aspx
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