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Section 3 of the act has been amended to include in the definition of Private
Companies :-
(1) a private company shall have a minimum paid - up share capital of Rs 100,000
(2) shall by its articles prohibit invitation or acceptance of deposits from persons
other than its members , directors or their relatives.
A Public company is
(1) not a private company
(2) has a minimum paid-up share capital of Rs 500,000
(3) is a private company which is a subsidary of a company which is not a private
company.
§ All private companies will have to increase their paid-up capital to Rs 100,000
within a span of 2 years from the Amendment Act ie. by 14/12/2002.
§ They will have to include a fourth restrictive clause in their articles relating to
acceptance of public deposits. This can be done by convening an EGM
immediately and passing a special resolution.
§ All public companies will have to increase its paid-up capital to Rs 500,000
within a period of 2 years.
§ If they fail to do so they will be considered as defunct companies and the name
of the company will be struck off the register.
§ The capital may be increased by a bonus issue subject to the fulfillment of the
provisions relating to bonus issue.
§ Where the existing authorised capital of the company is less than Rs 100,000 or
Rs 500,000 , the authorised capital will have to also be increased. This may be
done by passing an ordinary resolution.
The concept of deemed public companies has been removed by the Amendment
Act,2000.
A Deemed Public Company from the commencement of the Amendment Act has the
following options:-
(1) Where the number of members is less than 50 and it does not intent to accept
deposits from the public it can convert itself into a private company by
§ Maintaining its share capital to atleast Rs 100,000
§ Maintaining the number of members upto 50
§ Retaining the restrictive clauses relating to membership, public subscription etc.,
in its articles and inclusion of the fourth restrictive clause relating to public
deposits.
§ Inform the registrar and get its name altered
(2) Remain as it is and
§ increase its share capital to Rs 500,000 within a span of 2 years.
§ Remove the restrictive clauses in its articles.
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§ Increase the minimum number of members to 7 and directors to 3 and amend its
articles for this clause also.
A Private Company which is a subsidary of a public company has to convert itself
into a public company.
2 Interim Dividend
This section has been introduced to protect the interests of small depositors.
§ A small depositor is a person who has invested in a financial year a sum not
exceeding Rs 20,000.
§ The company has to intimate on a monthly basis within 60 days from date of
default to the Company Law Board any default in repayment to small
depositors ( interest or principal)
§ The company cannot accept any more deposits from small depositors unless
all previous dues to small depositors have been repaid.
§ In all advertisements accepting deposits the company will have to state the
total number of small depositors and amount due to them where there are
defaults.
§ Any loan taken for working capital will first be utilised to repay pending
dues to small depositors.
4 Board's Report
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A public company having paid-up share capital of Rs 5 crores or more and 1000
or more small share-holders shall have atleast one director elected by such small
share-holders
A small share-holder is a person holding shares whose nominal value is less
than Rs 20,000.
The number of audits that an auditor / firm can accept has been amended as
follows:-
§ In the case of Public Limited Companies:-
where the paid-up capital is less than 25 lakhs - upto 20 companies
otherwise upto 10 companies where the paid -up capital exceeds 25 lakhs
and 10 other companies
The number of public limited companies in which a person can be a director has
been reduced from 20 to 15. The person can however be a director in any
number of private limited companies. A person who is a director in more than
15 Public Limited Companies shall choose the 15 directorships that he wishes to
retain and resign from the other public Limited Companies within 2 months of
the Amendment Bill, 2000.
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11 Other Amendments
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