The Institute of Chartered Accountants of India

Companies Act

Companies Act, 2013

CHAPTER NO.	CHAPTER HEADING
Section - 1	PRELIMINARY
Section - 2	Definitions
Section - 3	Formation of company
Section - 3A	Members severally liable in certain cases
Section - 4	Memorandum
Section - 5	Articles
Section - 6	Act to override memorandum, articles, etc
Section - 7	Incorporation of company
Section - 8	Formation of companies with charitable objects, etc
Section - 9	Effect of registration
Section - 10	Effect of memorandum and articles
Section - 11	Commencement of business, etc
Section - 12	Registered office of company
Section - 13	Alteration of memorandum
Section - 14	Alteration of articles
Section - 15	Alteration of memorandum or articles to be noted in every copy
Section - 16	Rectification of name of company
Section - 17	Copies of memorandum, articles, etc., to be given to members
Section - 18	Conversion of companies already registered
Section - 19	Subsidiary company not to hold shares in its holding company
Section - 20	Service of documents
Section - 21	Authentication of documents, proceedings and contracts
Section - 22	Execution of bills of exchange, etc
Section - 23	Public offer and private placement
Section - 24	Power of Securities and Exchange Board to regulate issue and transfer of securities, etc
Section - 25	Document containing offer of securities for sale to be deemed prospectus
Section - 26	Matters to be stated in prospectus
Section - 27	Variation in terms of contract or objects in prospectus
Section - 28	Offer of sale of shares by certain members of company
Section - 29	Public offer of securities to be in dematerialised form
Section - 30	Advertisement of prospectus
Section - 31	Shelf prospectus
Section - 32	Red herring prospectus
Section - 33	Issue of application forms for securities
Section - 34	Criminal liability for mis-statements in prospectus
Section - 35	Civil liability for mis-statements in prospectus
Section - 36	Punishment for fraudulently inducing persons to invest money
Section - 37	Action by affected persons
Section - 38	Punishment for personation for acquisition, etc., of securities
Section - 39	Allotment of securities by company
Section - 40	Securities to be dealt with in stock exchanges
Section - 41	Global depository receipt
Section - 42	Issue of shares on private placement basis
Section - 43	Kinds of share capital
Section - 44	Nature of shares or debentures
Section - 45	Numbering of shares
Section - 46	Certificate of shares
Section - 47	Voting rights
Section - 48	Variation of shareholders' rights
Section - 49	Calls on shares of same class to be made on uniform basis
Section - 50	Company to accept unpaid share capital, although not called up
Section - 51	Payment of dividend in proportion to amount paid-up
Section - 52	Application of premiums received on issue of shares
Section - 53	Prohibition on issue of shares at discount
Section - 54	Issue of sweat equity shares
Section - 55	Issue and redemption of preference shares
Section - 56	Transfer and transmission of securities
Section - 57	Punishment for personation of shareholder
Section - 58	Refusal of registration and appeal against refusal
Section - 59	Rectification of register of members
Section - 60	Publication of authorised, subscribed and paid-up capital
Section - 61	Power of limited company to alter its share capital
Section - 62	Further issue of share capital
Section - 63	Issue of bonus shares
Section - 64	Notice to be given to Registrar for alteration of share capital
Section - 65	Unlimited company to provide for reserve share capital on conversion
Section - 66	Reduction of share capital
Section - 67	Restrictions on purchase by company or giving of loans by it for purchase of its shares
Section - 68	Power of company to purchase its own securities
Section - 69	Transfer of certain sums to capital redemption reserve account
Section - 70	Prohibition for buy-back in certain circumstances
Section - 71	Debentures
Section - 72	Power to nominate
Section - 73	Prohibition on acceptance of deposits from public
Section - 74	Repayment of deposits, etc., accepted before commencement of this Act
Section - 75	Damages for fraud
Section - 76	Acceptance of deposits from public by certain companies
Section - 76A	Punishment for contravention of section 73 or section 76
Section - 77	Duty to register charges, etc
Section - 78	Application for registration of charge
Section - 79	Section 77 to apply in certain matters
Section - 80	Date of notice of charge
Section - 81	Register of charges to be kept by Registrar
Section - 82	Company to report satisfaction of charge
Section - 83	Power of Registrar to make entries of satisfaction and release in absence of intimation from company
Section - 84	Intimation of appointment of receiver or manager
Section - 85	Company's register of charges
Section - 86	Punishment for contravention
Section - 87	Rectification by Central Government in Register of charges
Section - 88	Register of members, etc
Section - 89	Declaration in respect of beneficial interest in any share
Section - 90	Register of significant beneficial owners in a company
Section - 91	Power to close register of members or debenture-holders or other security holders
Section - 92	Annual return
Section - 93	Return to be filed with Registrar in case promoters' stake changes
Section - 94	Place of keeping and inspection of registers, returns, etc
Section - 95	Registers, etc., to be evidence
Section - 96	Annual general meeting
Section - 97	Power of Tribunal to call annual general meeting
Section - 98	Power of Tribunal to call meetings of members, etc
Section - 99	Punishment for default in complying with provisions of to
Section - 100	Calling of extraordinary general meeting
Section - 101	Notice of meeting
Section - 102	Statement to be annexed to notice
Section - 103	Quorum for meetings
Section - 104	Chairman of meetings
Section - 105	Proxies
Section - 106	Restriction on voting rights
Section - 107	Voting by show of hands
Section - 108	Voting through electronic means
Section - 109	Demand for poll
Section - 110	Postal ballot
Section - 111	Circulation of members' resolution
Section - 112	Representation of President and Governors in meetings
Section - 113	Representation of corporations at meeting of companies and of creditors
Section - 114	Ordinary and special resolutions
Section - 115	Resolutions requiring special notice
Section - 116	Resolutions passed at adjourned meeting
Section - 117	Resolutions and agreements to be filed
Section - 118	Minutes of proceedings of general meeting, meeting of Board of Directors and other meeting
Section - 119	Inspection of minute-books of general meeting
Section - 120	Maintenance and inspection of documents in electronic form
Section - 121	Report on annual general meeting
Section - 122	Applicability of this Chapter to One Person Company
Section - 123	Declaration of dividend
Section - 124	Unpaid Dividend Account
Section - 125	Investor Education and Protection Fund
Section - 126	Right to dividend, rights shares and bonus shares to be held in abeyance pending registration of transfer of shares
Section - 127	Punishment for failure to distribute dividends
Section - 128	Books of account, etc., to be kept by company
Section - 129	Financial statement
Section - 129A	Periodical financial results
Section - 130	Re-opening of accounts on court's or Tribunal's orders
Section - 131	Voluntary revision of financial statements or Board's report
Section - 132	Constitution of National Financial Reporting Authority
Section - 133	Central Government to prescribe accounting standards
Section - 134	Financial statement, Board's report, etc
Section - 135	Corporate Social Responsibility
Section - 136	Right of member to copies of audited financial statement
Section - 137	Copy of financial statement to be filed with Registrar
Section - 138	Internal audit
Section - 139	Appointment of auditors
Section - 140	Removal, resignation of auditor and giving of special notice
Section - 141	Eligibility, qualifications and disqualifications of auditors
Section - 142	Remuneration of auditors
Section - 143	Powers and duties of auditors and auditing standards
Section - 144	Auditor not to render certain services
Section - 145	Auditor to sign audit reports, etc
Section - 146	Auditors to attend general meeting
Section - 147	Punishment for contravention
Section - 148	Central Government to specify audit of items of cost in respect of certain companies
Section - 149	Company to have Board of Directors
Section - 150	Manner of selection of independent directors and maintenance of databank of independent directors
Section - 151	Appointment of director elected by small shareholders
Section - 152	Appointment of directors
Section - 153	Application for allotment of Director Identification Number
Section - 154	Allotment of Director Identification Number
Section - 155	Prohibition to obtain more than one Director Identification Number
Section - 156	Director to intimate Director Identification Number
Section - 157	Company to inform Director Identification Number to Registrar
Section - 158	Obligation to indicate Director Identification Number
Section - 159	Penalty for default of certain provisions
Section - 160	Right of persons other than retiring directors to stand for directorship
Section - 161	Appointment of additional director, alternate director and nominee director
Section - 162	Appointment of directors to be voted individually
Section - 163	Option to adopt principle of proportional representation for appointment of directors
Section - 164	Disqualifications for appointment of director
Section - 165	Number of directorships
Section - 166	Duties of directors
Section - 167	Vacation of office of director
Section - 168	Resignation of director
Section - 169	Removal of directors
Section - 170	Register of directors and key managerial personnel and their shareholding
Section - 171	Members' right to inspect
Section - 172	Penalty
Section - 173	Meetings of Board
Section - 174	Quorum for meetings of Board
Section - 175	Passing of resolution by circulation
Section - 176	Defects in appointment of directors not to invalidate actions taken
Section - 177	Audit Committee
Section - 178	Nomination and Remuneration Committee and Stakeholders Relationship Committee
Section - 179	Powers of Board
Section - 180	Restrictions on powers of Board
Section - 181	Company to contribute to bona fide and charitable funds, etc
Section - 182	Prohibitions and restrictions regarding political contributions
Section - 183	Power of Board and other persons to make contributions to national defence fund, etc.
Section - 184	Disclosure of interest by director
Section - 185	Loans to directors, etc
Section - 186	Loan and investment by company
Section - 187	Investments of company to be held in its own name
Section - 188	Related party transactions
Section - 189	Register of contracts or arrangements in which directors are interested
Section - 190	Contract of employment with managing or whole-time directors
Section - 191	Payment to director for loss of office, etc., in connection with transfer of undertaking, property or shares
Section - 192	Restriction on non-cash transactions involving directors
Section - 193	Contract by One Person Company
Section - 194	Prohibition on forward dealings in securities of company by director or key managerial personnel
Section - 195	Prohibition on insider trading of securities
Section - 196	Appointment of managing director, whole-time director or manager
Section - 197	Overall maximum managerial remuneration and managerial remuneration in case of absence or inadequacy of profits
Section - 198	Calculation of profits
Section - 199	Recovery of remuneration in certain cases
Section - 200	Central Government or company to fix limit with regard to remuneration
Section - 201	Forms of, and procedure in relation to, certain applications
Section - 202	Compensation for loss of office of managing or whole-time director or manager
Section - 203	Appointment of key managerial personnel
Section - 204	Secretarial audit for bigger companies
Section - 205	Functions of company secretary
Section - 206	Power to call for information, inspect books and conduct inquiries
Section - 207	Conduct of inspection and inquiry
Section - 208	Report on inspection made
Section - 209	Search and seizure
Section - 210	Investigation into affairs of company
Section - 211	Establishment of Serious Fraud Investigation Office
Section - 212	Investigation into affairs of Company by Serious Fraud Investigation Office
Section - 213	Investigation into company's affairs in other cases
Section - 214	Security for payment of costs and expenses of investigation
Section - 215	Firm, body corporate or association not to be appointed as inspector
Section - 216	Investigation of ownership of company
Section - 217	Procedure, powers, etc., of inspectors
Section - 218	Protection of employees during investigation
Section - 219	Power of inspector to conduct investigation into affairs of related companies, etc
Section - 220	Seizure of documents by inspector
Section - 221	Freezing of assets of company on inquiry and investigation
Section - 222	Imposition of restrictions upon securities
Section - 223	Inspector's report
Section - 224	Actions to be taken in pursuance of inspector's report
Section - 225	Expenses of investigation
Section - 226	Voluntary winding up of company, etc., not to stop investigation proceedings
Section - 227	Legal advisers and bankers not to disclose certain information
Section - 228	Investigation, etc., of foreign companies
Section - 229	Penalty for furnishing false statement, mutilation, destruction of documents
Section - 230	Power to compromise or make arrangements with creditors and members
Section - 231	Power of Tribunal to enforce compromise or arrangement
Section - 232	Merger and amalgamation of companies
Section - 233	Merger or amalgamation of certain companies
Section - 234	Merger or amalgamation of company with foreign company
Section - 235	Power to acquire shares of shareholders dissenting from scheme or contract approved by majority
Section - 236	Purchase of minority shareholding
Section - 237	Power of Central Government to provide for amalgamation of companies in public interest
Section - 238	Registration of offer of schemes involving transfer of shares
Section - 239	Preservation of books and papers of amalgamated companies
Section - 240	Liability of officers in respect of offences committed prior to merger, amalgamation, etc
Section - 241	Application to Tribunal for relief in cases of oppression, etc
Section - 242	Powers of Tribunal
Section - 243	Consequence of termination or modification of certain agreements
Section - 244	Right to apply under
Section - 245	Class action
Section - 246	Application of certain provisions to proceedings under or
Section - 247	Valuation by registered valuers
Section - 248	Power of Registrar to remove name of company from register of companies
Section - 249	Restrictions on making application under in certain situations
Section - 250	Effect of company notified as dissolved
Section - 251	Fraudulent application for removal of name
Section - 252	Appeal to Tribunal
Section - 253	Revival and rehabilitation of sick companies
Section - 254	Section-254 to Section-269 [Omitted by the Insolvency and Bankruptcy Code, 2016
Section - 270	Winding up by Tribunal
Section - 271	Circumstances in which company may be wound up by Tribunal
Section - 272	Petition for winding up
Section - 273	Powers of Tribunal
Section - 274	Directions for filing statement of affairs
Section - 275	Company Liquidators and their appointments
Section - 276	Removal and replacement of liquidator
Section - 277	Intimation to Company Liquidator, provisional liquidator and Registrar
Section - 278	Effect of winding up order
Section - 279	Stay of suits, etc., on winding up order
Section - 280	Jurisdiction of Tribunal
Section - 281	Submission of report by Company Liquidator
Section - 282	Directions of Tribunal on report of Company Liquidator
Section - 283	Custody of company's properties
Section - 284	Promoters, directors, etc., to co-operate with Company Liquidator
Section - 285	Settlement of list of contributories and application of assets
Section - 286	Obligations of directors and managers
Section - 287	Advisory committee
Section - 288	Submission of periodical reports to Tribunal
Section - 289	Power of Tribunal on application for stay of winding up
Section - 290	Powers and duties of Company Liquidator
Section - 291	Provision for professional assistance to Company Liquidator
Section - 292	Exercise and control of Company Liquidator's powers
Section - 293	Books to be kept by Company Liquidator
Section - 294	Audit of Company Liquidator's accounts
Section - 295	Payment of debts by contributory and extent of set-off
Section - 296	Power of Tribunal to make calls
Section - 297	Adjustment of rights of contributories
Section - 298	Power to order costs
Section - 299	Power to summon persons suspected of having property of company, etc
Section - 300	Power to order examination of promoters, directors, etc
Section - 301	Arrest of person trying to leave India or abscond
Section - 302	Dissolution of company by Tribunal
Section - 303	Appeals from orders made before commencement of Act
Section - 304	Section-304 to Section-323 [Omitted by the Insolvency and Bankruptcy Code, 2016]
Section - 324	Debts of all descriptions to be admitted to proof
Section - 325	Application of insolvency rules in winding up of insolvent companies
Section - 326	Overriding preferential payments
Section - 327	Preferential payments
Section - 328	Fraudulent preference
Section - 329	Transfers not in good faith to be void
Section - 330	Certain transfers to be void
Section - 331	Liabilities and rights of certain persons fraudulently preferred
Section - 332	Effect of floating charge
Section - 333	Disclaimer of onerous property
Section - 334	Transfer, etc., after commencement of winding up to be void
Section - 335	Certain attachments, executions, etc., in winding up by Tribunal to be void
Section - 336	Offences by officers of companies in liquidation
Section - 337	Penalty for frauds by officers
Section - 338	Liability where proper accounts not kept
Section - 339	Liability for fraudulent conduct of business
Section - 340	Power of Tribunal to assess damages against delinquent directors, etc
Section - 341	Liability under and to extend to partners or directors in firms or companies
Section - 342	Prosecution of delinquent officers and members of company
Section - 343	Company Liquidator to exercise certain powers subject to sanction
Section - 344	Statement that company is in liquidation
Section - 345	Books and papers of company to be evidence
Section - 346	Inspection of books and papers by creditors and contributories
Section - 347	Disposal of books and papers of company
Section - 348	Information as to pending liquidations
Section - 349	Official Liquidator to make payments into public account of India
Section - 350	Company Liquidator to deposit monies into scheduled bank
Section - 351	Liquidator not to deposit monies into private banking account
Section - 352	Company Liquidation Dividend and Undistributed Assets Account
Section - 353	Liquidator to make returns, etc
Section - 354	Meetings to ascertain wishes of creditors or contributories
Section - 355	Court, Tribunal or person, etc., before whom affidavit may be sworn
Section - 356	Powers of Tribunal to declare dissolution of company void
Section - 357	Commencement of winding up by Tribunal
Section - 358	Exclusion of certain time in computing period of limitation
Section - 359	Appointment of Official Liquidator
Section - 360	Powers and functions of Official Liquidator
Section - 361	Summary procedure for liquidation
Section - 362	Sale of assets and recovery of debts due to company
Section - 363	Settlement of claims of creditors by Official Liquidator
Section - 364	Appeal by creditor
Section - 365	Order of dissolution of company
Section - 366	Companies capable of being registered
Section - 367
Section - 368
Section - 369
Section - 370
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -
Section -

Companies Act

Contact Information

Students

Overview

Members