Taxmann's Company Law Ready Reckoner

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Law stated in this book is updated till 5th July, 2025

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8

DEMOCRACY OF

PROCEDURE OF GENERAL MEETING

RESTRICTIONS ON POWERS

MANAGERIAL PERSONNEL

DIVIDEND

PROCEDURAL COMPLIANCES BY A COMPANY

ISSUE OF SECURITIES

6.1 VARIOUS MODES OF RAISING CAPITAL

a Private Placement

b Public Issue Explanation

c Rights Issued

e fg

h provisoi j

Administration Powers to SEBI in respect of public issue of shares/debentures-

Write off of expenses of issue of shares or debentures

Explanation

6.1-1 Purposes for which shares can be issued by a company

Restrictions on buying of own shares by the company

Loan or guarantee by company to purchase its own shares

Provision of money for purchase of shares by trustees for benefit of employees

6.1-3 Income Tax provisions regarding expenses in issue of securities

Expenditure in issue of bonus shares is revenue expenditure CIT General Insurance CorporationBombay Burmah Trading CIT

6.2 ISSUE OF SHARES AT PREMIUM

Varying premium permissible CIT Standard Vacuum Oil Co

6.2-1 Securities premium account

Comat Infoscribe P Ltd. In re -

Zee Telefilms Ltd. In re

India Infoline Ltd. In re Hyderabad Industries Ltd. In re Parrys Confectionery Ltd. In re

DSM Anti Infectives India Ltd. In re -

6.2-2 Issue of shares at discount prohibited

Penalty for issue of shares at discountvide

Prohibition of issue of shares at discount not applicable when debt converted into shares under debt restructuring or insolvency resolution plan-

Para 6.2

6.2-3 Issue of shares otherwise than for cash

subject to the compliance with the applicable provisions of Chapter III and any other conditions as may be prescribed.

Disclosure in return of allotment

Quantum of stamp duty payable on agreement to issue shares other than cash -

Madura Mills Co. Ltd. In re Bhola Ram The Crown Raj Sachdev Board of Revenue Madura Mills Co. Ltd. In re

Sudarshan Talkies Chief Controlling Revenue Authority

Liability of sales tax if issue is other than cash Premier Electro Mechanical Fabricators State of Tamilnadu

State of Tamil Nadu TMT Drill (P.) Ltd.

Disclosure in Financial Statement

Shares cannot be allotted without considerationPara

Para 6.3

Voting by Postal ballot if members exceed 200

Existing shares cannot be converted -

Bonus, rights available to these shares

Register of members to indicate shares with differential rights -

Shares issued under 1956 Act can continue under earlier rules

Explanation

6.3-3 Report of Board of Directors -

6.4 PRIVATE PLACEMENT OF SECURITIES vide

Explanation I

in a financial year excluding

- proviso

Para 6.4

Explanation III Sahara India Real Estate Corpn. Ltd. SEBI

Provisions do not apply to preferential issue made only to members proviso

Relaxations in case of Nidhi companies

Para 6.4

Special resolution by members or Board resolution

c

proviso c proviso

proviso

proviso

proviso

Body corporate or national of country which shares borders with India becoming member proviso

Offer letter only after filing of special or Board resolution with ROC

Offer to maximum 200 persons excluding ESOP i.e.

b

Requirements of offer cum application form -

Record of private placement in Form PAS-5

Receipt of payment through bank account of applicant only

Return of allotment in Form PAS.3 a

6.4-3 Debenture with option to convert into shares proviso

6.5 CONVERSION OF DEBENTURES OR LOANS INTO SHARES AS PER LOAN AGREEMENT

Approval in general meeting -

6.6 COMPULSORY CONVERSION OF DEBENTURES AND LOANS GIVEN BY CENTRAL GOVERNMENT INTO EQUITY SHARES OF THE COMPANY

Rs. 2395/-

COMPANY LAW READY RECKONER

AUTHOR : Taxmann's Editorial Board

PUBLISHER : Taxmann

DATE OF PUBLICATION : August 2025

EDITION : 17th Edition | August 2025

ISBN NO : 9789371261043

BINDING TYPE : Paperback

DESCRIPTION

Company Law Ready Reckoner is a comprehensive and practical reference on the Companies Act, 2013. Designed as an authoritative handbook, this book o ers a topic-wise, topic-oriented, and compliance-focused explanation of company law provisions. It spans the entire corporate lifecycle—from incorporation to winding-up—enriched with procedural guidance, statutory references, compliance checklists, and case laws. The Ready Reckoner brings together substantive law, procedural requirements, and governance standards in one accessible volume, making it indispensable for daily corporate legal practice and academic reference. This book is intended for the following audience:

• Corporate Professionals & Company Secretaries

• Lawyers & Legal Advisors

• Chartered Accountants & Cost Accountants

• Corporate Executives & Directors

• Academicians & Researchers

The Present Publication is the 17th Edition | 2025 and updated till 5th July 2025. This book is authored by Taxmann's Editorial Board with the following noteworthy features:

• [Comprehensive Coverage] All major aspects of company law from incorporation to liquidation

• [Procedural Focus] Step-by-step compliance requirements, statutory forms, and procedural timelines

• [Section-wise Index] Enables quick location of statutory provisions

• [Governance Emphasis] Dedicated chapters on corporate governance, SEBI regulations, and board procedures

• [Special Company Categories] Detailed coverage of Private Companies, Section 8 Companies, Government Companies, Foreign Companies, NBFCs, Nidhis, Chit Funds, Producer Companies, and Start-ups

• [Inter-law Linkages] Flags compliance intersections with SEBI (LODR), NFRA, IEPF, Registered Valuers, and IBC

• [Tribunal & Investigation Provisions] Practical guidance on NCLT proceedings, inspection, investigation, o ences, and penalties

• [E-Governance & MCA-21] Updated procedural aspects and electronic compliance requirements

• [Meeting-room Friendly] Ready-reckoner format with procedure-centric presentation for practical use

• [Pedagogic Value] Conceptual clarity, statutory distinctions, and procedural checklists

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