COMPANIES AMENDMENT ACT 2017-MCA vide its notification has notified the following sections of Companies Amendment Act 2017.
Companies (Management and Administration) Second Amendment Rules, 2018
No Need to File MGT-10 When there is a Change in Promoter’s Holding of 2% Promotors Holding
Rule 13 & form MGT-10 shall be and section 93 omitted ,Pursuant to Amendment, the company is not required to file any return in form MGT-10 with ROC on change of 2% shareholding of promoters.
No Need to File MGT-14 for Keeping Register of Members other than Registered Office
Rule 15, the sub-rule(6), shall be omitted wherein part of section 94 proviso is omitted.
Pursuant to Amendment, the company is not required to file form MGT-14 for special resolution passed to keep register of members and Annual Returns at any other place other than registered office of the company.
EGM can be held in any place in India
Rule 18, in sub-rule (3), Explanation after clause (ix), shall be omitted and wherein new proviso to section 100(1) is inserted
Pursuant to Amendment, the company shall hold EGM at any place within India except WOS of company incorporated outside India.
Companies (Significant Beneficial Owners) Rules, 2018
|Section of CA 2017||Corresponding Section under CA 2013||Section Title||Amendment|
|Section 22||Section 90||Register of significant beneficial owners in a company||Register of significant beneficial owners.-
(1) The company shall maintain a register of significant beneficial owners in Form No. BEN-3.
(2) The register shall be open for inspection during business hours, at such reasonable time of not less than two hours, on every working day as the board may decide, by any member of the company on payment of such fee as may be specified by the company but not exceeding fifty rupees for each inspection.
|Section 24||Section 93 (Omitted)||Return to be filed with the Registrar in case of promoter stake changes||Return of significant beneficial owners in shares.- where any declaration under rule 3 is received by the company, it shall file a return in Form No. BEN-2with the Registrar in respect of such declaration, within a period of thirty days from the date of receipt of declaration by it, along with the fees as prescribed in companies (Registration offices and fees) Rules, 2014.|
|Section 25||Section 94||Place of Keeping and inspection of registers and returns etc.||Register of significant beneficial owners.- (1) The company shall maintain a register of significant beneficial owners in Form No. BEN-3. (2) The register shall be open for inspection during business hours, at such reasonable time of not less than two hours, on every working day as the board may decide, by any member of the company on payment of such fee as may be specified by the company but not exceeding fifty rupees for each inspection|
Declaration of significant beneficial ownership in shares under section 90.-
|Declaration of significant beneficial ownership in shares under section 90.-||(1) Every significant beneficial owner shall file a declaration in Form No. BEN-I to the company in which he holds the significant beneficial ownership on the date of commencement of these rules within ninety days from such commencement and within thirty days in case of any change in his significant beneficial ownership.
(2) Every individual, who, after the commencement of these rules, acquires significant beneficial ownership in a company. shall file a declaration in Form No. BEN-I to the company, within thirty days of acquiring such significant beneficial ownership or in case of any change in such ownership.
Non- Applicability of Postal Ballot to One-Person Company and other companies having members up to two hundred.
|Section 90 read with sub-section (l) of section 469 of the Companies Act,2013||Rule 22, in sub-rule (16) for the proviso, the following shall be substituted, namely:-
“Provided that any aforesaid items of business under this sub-rule, required to be transacted by means of postal ballot, may be transacted at a general meeting by a company which is required to provide the facility to members to vote by electronic means under section 108, in the manner provided in that section:
Provided further that One Person Companies and other companies having members up to two hundred are not required to transact any business through postal ballot”