4 Foreign Where a foreign company has a liaison Liaison Office should be exempted XXII 381 1 No office established in India which does not from filing Form FC 4 under have any revenue or capital holding, it is Companies Act 2013 too. mandatory to file Form FC-4. Although under Companies Act 1956 there was a specific clarification stating non requirement of such filing for a Liaison Office. 5 Issues Definition of small company excludes The definition of small company I 2 85 No related public companies. should be amended to include to SMEs public companies also, which are There are various public companies satisfying the capital and turnover where the capital / turnover are limits. negligible. Such small Public companies should be included in the definition of a small company to enable them to avail the benefits of a small company. 6 Raising For issue of shares on preferential basis Rule 13(1) of Companies (Share IV 62 1 No of u/s 62(1)(c) compliance is to be made of Capital and Debentures) Rules, Capital, Rule 13 of Companies (Share Capital and 2014 should be amended to Fund Debentures) Rules, 2014, which is quite DELETE the following: exhaustive in itself. such issue on preferential “…and Further, sub-rule (1) of Rule 13 says that basis should also comply with apart complying with this provision, conditions laid down in section 42 compliance of section 42 (Private of the Act” Placement) is also mandatory. This is resulting in unnecessary duplication of compliance and increase in compliance costs. 7 Raising In 1956 Act feeling the need for funds in Amendment should be made in V 76 1 No of a private company, amounts received Companies (Acceptance of Capital, from shareholders, directors and their Deposit) Rules, 2014. Fund relatives were not defined to be deposits. Sub-Clause (viii) of Clause (c) Under the 2013 Act a private company sub-rule (1) of rule 2 should be
4 Foreign Where a foreign company has a liaison office established in India which does not have any revenue or capital holding, it is mandatory to file Form FC-4. Although under Companies Act 1956 there was a specific clarification stating non requirement of such filing for a Liaison Office. Liaison Office should be exempted from filing Form FC 4 under Companies Act 2013 too. XXII 381 1 No 5 Issues related to SMEs Definition of small company excludes public companies. There are various public companies where the capital / turnover are negligible. Such small Public companies should be included in the definition of a small company to enable them to avail the benefits of a small company. The definition of small company should be amended to include public companies also, which are satisfying the capital and turnover limits. I 2 85 No 6 Raising of Capital, Fund For issue of shares on preferential basis u/s 62(1)(c) compliance is to be made of Rule 13 of Companies (Share Capital and Debentures) Rules, 2014, which is quite exhaustive in itself. Further, sub-rule (1) of Rule 13 says that apart complying with this provision, compliance of section 42 (Private Placement) is also mandatory. This is resulting in unnecessary duplication of compliance and increase in compliance costs. Rule 13(1) of Companies (Share Capital and Debentures) Rules, 2014 should be amended to DELETE the following: “…and such issue on preferential basis should also comply with conditions laid down in section 42 of the Act” IV 62 1 No 7 Raising of Capital, Fund In 1956 Act feeling the need for funds in a private company, amounts received from shareholders, directors and their relatives were not defined to be deposits. Under the 2013 Act a private company Amendment should be made in Companies (Acceptance of Deposit) Rules, 2014. Sub-Clause (viii) of Clause (c) sub-rule (1) of rule 2 should be V 76 1 No
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