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Sunday, January 1, 2012

Non-applicability of provisions of Companies Act to Government Companies


NOTIFICATIONS EXEMPTING THE GOVERNMENT COMPANIES FROM THE APPLICABILITY OF CERTAIN SECTIONS


1.   Notification No. GSR 232, dated 31.01.1978 – Regarding Section 187C

The CG hereby directs that Section 187C shall not apply to Government Company.


2.   Notification No. GSR 233 dated 31.01.1978 – Regarding Section 297 (1)

The provisions of Section 297(1) shall not apply to a Government Company in respect of contracts entered into by it with any other Government Company.


3.   Notification No. GSR 234 dated 31.01.1978 – Regarding Section 255, 256 and 257.

Section 255, 256 & 257 shall not apply to a Government Company in which entire paid up capital is held by Central / State Government.


4.   Notification No. GSR 235 dated 31.01.1978 – Regarding Section 198, 259 268, 269. 309, 310, 311, 387 and 388

Section 198, 259 268, 269. 309, 310, 311, 387 and 388 shall not apply to a Government Company.


5.   Notification No. GSR 577(E) dated 16.07.1985 – Regarding sections 149(2A), 205B, 263, 264, 265, 266, 307, 308, 316, 317 and 386.

sections 149(2A), 205B, 263, 264, 265, 266, 307, 308, 316, 317 and 386 shall not apply to a Government Company in which entire paid up capital is held by Central / State Government.


6.   Notification No. GSR 579 (E), dated 16.07.1985 – Regarding Sections 165, 187D, 294 and 294AA(2) & (3)

Sections 165, 187D, 294 and 294AA(2) & (3) shall not apply to a Government Company.


7.   Notification No. GSR 579(E) dated 16.07.1985 – Regarding Section 108

Section 108 shall not apply to a Government Company in respect of shares held by nominees of Government.

8.   Notification No. GSR 580(E) dated 16.07.1985 – Regarding Section 205A
Section 205A shall not apply to a Government Company in which entire paid up capital is held by Central / State Government.

9.   Notification No. GSR 581(E) dated 16.07.1985 – Regarding Section 295

Section 295 shall not apply to a Government Company provided that such company shall obtain the approval of the Ministry or Department of the Central Government which is administratively in charge of the Company, or as the case may be, the State Government.


10. Notification No. GSR 1294(E) dated 17.12.1986 – Regarding Section 108(1)

     The Central Government hereby directs that the provisions of section 108(1), insofar as it requires a proper instrument of transfer to be duly stamped and executed by or on behalf of the transformer and by and on behalf of the transferee, shall not apply with respect to bonds issued by a Government Company, provided that an intimation by the transferee specifying his name, address and occupation, if any, has been delivered to the Company along with the certificate relating to the Bond, and if no such certificate is in existence, along with the letter of allotment of the Bond.

11. Notification No. GSR 829(E) dated 21.09.2003 – Regarding Section 274(1)(g)

     Section 274(1)(g) shall not apply to a Government Company.


NOTIFICATIONS MODIFYING SECTIONS FOR APPLICABILITY TO GOVERNMENT COMPANIES.

I.     Notification No 1649 dated 13.11.1956 – Regarding Section 21 & 23

The Central Government hereby directs that the provisions of section 21 & 23 shall apply to a Government Company with the modifications set out below,

Modifications

1.    To Section 21, the following proviso shall be added, namely:

“Provided that nothing in this section shall apply to a Government Company where the change in its name consists only in the deletion of the word “Private” therefrom.

2.    In Section 23, after sub-section (1), the following sub-section shall be inserted, namely:

“(1A) where the change in the name of a Government Company consists only in the deletion of the word “Private” therefrom, that Government Company shall, not late than three months from the date thereof, inform the Registrar of the aforesaid change and thereupon the Registrar shall delete the word “Private” before the word “Limited” in the name of the Company upon the register and shall also make the necessary alterations in the certificate of incorporation issued to the Company.”


II. Notification No. 355 dated 07.01.1957 – Regarding Section 166 & 621

     The CG directs that section 166 & 621 shall apply to a Government Company with the modifications set out below:

     In Section 166

(i)   In proviso to clause (e) of sub-section (1) for the “Registrar”. The words “Central Government” shall be substituted;

(ii)  In sub-section (2) for the words “some other place within the city, town or village in which the registered officeof the Company is situate”, the words “Such other place as the Central Government may approve in this behalf” shall be substituted, and

In section 621, sub-section (1), the words “The Registrar or of a shareholder of the Company, of” shall be omitted.


III. Notification No. 1234 dated 30.12.1958 – Regarding Section 13(1)(a)

Modification

In clause (a) of sub-section (1) of Section 13, the words “in the case of a public limited company, and with ‘Private Limited’ as the last words of the name in case of a “Private Limited Company” shall be omitted.


IV. Notification No. 238 dated 02.02.1978 – Regarding sections 100, 101, 102, 103, 391, 392 and 394.

     Modification

1.    In sections 100, 101, 102, 103, 391 and 394 for the word “Court”, wherever it occurs, the words “Central Government” shall be substituted;

2.    In section 391, sub-section (7) shall be omitted;

3.    In sub-section (1) of section 392, for the words “High Court”, the words “the Central Government”  shall be substituted.

SECTOR / COMPANY SPECIFIC NOTIFICATIONS:

I.     Notification No. 769(E) dated 10.09.1990

The CG directs that the provisions of clause (e) of sub-section (1) of section 217 read with Companies (Disclosure of particulars in the report of Board of Directors) Rules, 1988, framed thereunder, shall not apply to Hindustan Aeronautics Limited, Bangalore, which is a Government Company.


II. Notification No. 770(E) dated 10.09.1990

The CG hereby directs that the provisions of clause (b) of sub-section (3) of section 209 shall not apply to any Government Company engaged in the promotion and Development of industries, to the extent it relates to income from –

a.    Interest on seed money loans or bridge loans;

b.    Interest on installments due on the cost of industrial plots or sheds allotted to entrepreneurs;

c.    Claims from the Central Government or State Governments in relation to special rebate on the sale of handloom clothes as declared by the Ministry of Textiles (Office of the Development Commissioner for Handlooms) from time to time as a special measures for boosting the sale of handloom clothes produced in different parts of the Country;

Provided that such accrued income, which is not accounted for in the books of account, is disclosed by way of a note in the Company’s Annual Accounts.

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