National Company Law Tribunal (Amendment) Rules, 2016
National Company Law Tribunal (Amendment) Rules, 2016.
Central Government exercise the power
conferred by section 469(1) & (2) of the Companies Act, 2013 and make a
rule to amend the National Company Law Tribunal Rules, 2016 namely, National
Company Law Tribunal (Amendment) Rules, 2016 come into force w.e.f 20th
December, 2016.
Analysis:
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Sr. No
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Rules
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Particulars
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Effect of National Company Law
Tribunal (Amendment) Rules, 2016.
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1
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2(5)
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Definition
of application
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Application
means any application,
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2
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2(9)(d)
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Certified
copy
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A copy of
documents which is downloaded under section 398 of the Companies Act, 2013 or
photocopy of the original pertaining to any company registered with the
office of the registrar of the Companies of the concerned state duly
certified by a legal practitioner or
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3
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23A
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Presentation of joint petition.
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(1) The
Bench may permit more than one person to join together and present a single
petition if it is satisfied, having regard to the cause of action and the
nature of relief prayed for, that they have a
Common
interest in the matter.
(2) Such
permission shall be granted where the joining of the petitioners by a single
petition is specifically permitted by the Act.”
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4
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25
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Lodging of caveat
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Any person may lodge a caveat in
triplicate in any appeal or petition or application that may be
instituted before this Tribunal by
paying the prescribed fee after forwarding a copy by registered post or
serving the same on the expected petitioner or appellant and the caveat shall
be in the
Tribunal may pass interim orders in case
of urgency.
The caveat shall remain valid for a
period of 90 Days from the date
of its filing
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5
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27(1)
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Translation
of Documents
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A document other than English language
intended to be used in any proceeding before the Tribunal shall be received
by the Registry accompanied by a copy in English, which is agreed to by both
the parties or certified to be a true translated copy by authorised
representative engaged on behalf of parties in the case (
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6
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38(1)
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Service of Notices and processes
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Any notice or process to be issued by
the Tribunal may be served by post or by
“courier” or at the e-mail address as provided in the petition
or application or in the reply
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7
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38(2)
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The notice or process if to be served
physically may be served in any one of the following modes as may be directed
by the Tribunal; -
(a)
by hand delivery through a process server or respective authorised
representative;
(b)
by registered post or speed post with acknowledgment due or
by “courier”; or
(c)
Service by the party himself.
(Explanation.—For
the purposes of sub-rules (1) and (2), the term ‘‘courier’’ means a person or
agency which delivers the document and provides proof of its delivery.)
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8
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38A
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Multiple remedies
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A petition
shall be based upon a single cause of action and may seek one or more reliefs
provided that the reliefs are consequential to one another.”
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9
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68A
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Application to cancel variation of rights under sub-section (2) of
section 48.-
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(1) Where
an application to cancel a variation of the rights attached to the shares of
any class is made on behalf of the shareholders of that class entitled to
apply for cancellation under sub-section (2) of section 48 by the letter of
authority signed by the shareholders so entitled, authorising the applicant
or applicants to present the application on their behalf, such letter of
authority shall be annexed to the application, and the names and addresses of
all the shareholders, the number of shares held by each of them, aggregate
number of such shares held and percentage of the issued shares of that class
shall be set out in the Schedule to the application.
(2) The
application in Form No. NCLT. 1 shall be
accompanied by documents required for the purposes of the case and shall set
out –
(a) the
particulars of registration;
(b) the
capital structure, the different classes of shares into which the share
capital of the company is divided and the
rights
attached to each class of shares;
(c) the
provisions of the memorandum or articles authorising the variation of the
rights attached to the various classes of
shares;
(d) the
total number of shares of the class whose rights have been varied;
(e) the
nature of the variation made, and so far as may have been ascertained by the
applicants, the number of shareholders of the class who gave their consent to
the variation or voted in favour of the resolution for variation and the number
of shares held by them;
(f) the
number of shareholders who did not consent to the variation or who voted
against the resolution, and the number
of shares
held by them;
(g) the date
on which the consent was given or the resolution was passed; and
(h) the
reasons for opposing the variation.
(3) The
applicant shall at least fourteen days before the date of the filing of the
petition advertise the application in
Accordance
with rule 35.
(4) Where
any objection of any person whose interest is likely to be affected by the
proposed application is received by
the
applicant, a copy thereof shall be served to the Registrar of Companies and
Regional Director on or before the date of
hearing.
(5) On any
application, the Tribunal, after hearing the applicant and any other person,
as appears to it, to be interested in
the
application, may, if it is satisfied, having regard to all the circumstances
of the case that the variation would unfairly
prejudice
to the shareholders of the class represented by the applicant, cancel the
variation and shall, if not so satisfied,
confirm
the variation for reasons to be recorded:
Provided
that the Tribunal may, at its discretion, make such orders as to cost as it
thinks fit.”
Section 48(2) of the Companies Act,
2013 says about Cancellation of variation of shareholders right: where the
holders of 10% of the issued share capital do not consent to such variation,
or vote in favour of the special resolution for the variation, they may apply
to Tribunal within 21 Days after the day on which the consent was given or
the resolution was passed to have the variation cancelled.
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10
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76A
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Application under section 130; (Re-opening of Account on Court’s or
Tribunal’s orders) w.e.f 01-06-2016
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The
Central Government, the Income-tax authorities, the Securities and Exchange
Board of India, any other statutory regulatory body or authority or any
person concerned may file an application in Form No. NCLT. 9 for re-opening of books of
accounts and for re-casting of financial statement of a company under section
130 of the Act and such application shall be accompanied by such documents as
mentioned in Annexure-B
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11
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83A
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Application under sub-section (1) of section 244
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An
application in Form No. NCLT. 9 may be filed before the Tribunal for
waiver of requirement of clause (a) or (b) of Section 244 of the Act which
shall be accompanied by such documents as mentioned in Annexure-B
241:- Application to Tribunal for relief in case of oppression
Section 244:- says about right to apply under section 241 that is:
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“FORM No.
NCLT 3-C
[See rule
25]
Before the
National Company Law Tribunal
(Caveat No.
____of 20 )
Heading as
in FORM No. NCLT 4.
Memorandum
of Caveat
1.
Set out details of the order against which appeal or application or petition is
expected.
2.
(a) Address for service on the caveator
(b) Address for service on the Counsel for
the caveator
3.
Specify the authority who passed the order with reference number and date
(enclose copy of order appealed against).
4.
Set out the details of expected Appellant (s)/Petitioner (s)/ Applicant(s)/
With address
(i) ___________
(ii) ___________
(iii) ___________
5. Prayer: Let no orders be passed in the
appeal expected to be filed or in any petition or application or interlocutory
application that may be preferred by the expected
Appellant/Petitioner/Applicant without service of notice on the caveator.
The caveator undertakes to accept service of
appeal or petition or application and appear before this Tribunal on the date
and time at which the appeal / petition / application is moved by expected appellant/petitioner/
Applicant.
Dated
at ___________Day_________of (Month)
Counsel for Caveator
Caveator
Verification
The caveator
above named state and verify that the contents of this caveat lodged are true
and correct.
Verified at
New Delhi on This __________day of _________20 .
Caveator”
Annexure B;
Enclosures to the Petition
1.
Document and / or other evidence in support of the statement made
in the application or appeal or petition, as are reasonably open to the
petitioner(s);
2.
Documentary evidence in proof of the eligibility and status of the
petitioners with the voting power held by each of them, wherever applicable;
3.
Where the petition is presented on behalf of members, the letter
of consent given by them, if applicable
4.
Statement of particulars showing names, address, number of shares
held, and whether all calls and other monies due on shares have been paid in
respect of members who have given consent to the petition being presented on
their behalf;
5.
Where the petition is presented by a member or members authorised
by the Central Government, the order of the Central Government authorising the
officer(s) or member or members to present the petition shall be similarly
annexed to the petition;
6.
Affidavit verifying the petition;
7.
Evidence regarding payment of fee;
8.
Memorandum of appearance with copy of the Board resolution or the
vakalatnama, as the case may be;
9.
Three copies of the petition; and
10. Any other
documents in support of the case.
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Disclaimer: The
entire contents of above document have been prepared on the basis of National
Company Law Tribunal (Amendment)
Rules, 2016. Whereas deep care has been taken by author
to ensure the correctness and completeness of the information provided.
This is
nothing but a knowledge sharing initiative by author and author do not intend
to accost any business or profession.
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