MCA has recently notified Companies (Meetings of Board and its Powers) Second Amendments Rules, 2020 and  Companies (Appointment and Qualification of Directors) Third Amendments Rules, 2020. It also extended date of EGM and  period for name reservation and re-submission of MCA forms.

1. Companies (Meetings of Board and its Powers) Second Amendments Rules, 2020

Relevant Date: June 23, 2020

Introduced by: MCA Notification No. G.S.R. 395(E) dated 23th June, 2020

What is new?

Amendment in Rule 4 (2) of Companies (Meetings of Board and its Powers) Rules, 2014.

Rule 4(2) for the period beginning from the commencement of the Companies (Meetings of Board and its Power) Amendments Rules, 2020

And ending on 30th September, 2020 the meetings on matters referred to in sub-rule (1) may be held through video conferencing or other audio- video means in accordance with rule 3.

Brief: As per the notification, in the Companies (Meetings of Board and its Power) Rules, 2014, in Rule 4(2) for the figures, letter and word “30th June, 2020”, the figures letters and word “30th September 2020 shall be substituted.

2. Companies (Appointment and Qualification of Directors) Third Amendments Rules, 2020.

Relevant Date: 23rd June 2020

Introduced by MCA Notification No. G.S.R. 396(E). dated 23rd June 2020

What is new?

Amendment in Rule 6 of Companies (Appointment and Qualification of Directors), Rules, 2014.

Rule 6(1)

Every Individual-

a. Who has been appointed as an independent director in a company, on the date of commencement of the Companies (Appointment and Qualification of Directors) fifth Amendments Rules, 2019, shall within a period of “10 Months” from such commencement; or

b. who intends to get appointed as an Independent director in a Company after such commencement, shall before such appointment,

apply online to the institute for inclusion of his name in the data bank for a of one year, or five year, or for his life time and from time to time take steps as specified in sub-rule(2) till he continues to hold office of an independent director in any Company.

Brief: As per the notification, in companies (Appointment and Qualification of Directors) Rules, 2014, in Rule 6(1) for the words “Seven months” the words “Ten Months” shall be substituted.

3. Extension in date of EGM

Relevant Date: 15th June 2020

Introduced by: MCA General Circular No. 22/2020 Dated: 15.06.2020

What is new?

Extension in date of EGM through VC or OAVM from 30th June 2020 to 30th September, 2020

It’s about clarification on passing Ordinary Resolution and Special Resolution by Companies by holding extraordinary general meeting through Video conferencing or other audio visual means or passing of certain items only through postal ballot without convening general meeting.

As per this circular it has been decided to allow companies to conduct their EGMs through VC or OAVM or transact items through postal ballot in accordance with the framework provided in aforesaid Circulars up to 30th September 2020.

4. Extension in the period for name reservation and resubmission of forms

Relevant Date: 22nd June, 2020

What is new?

Extension in the various dates regarding name reservation and resubmission of forms

i. Names reserved for 20 days for new company incorporation. SPICe+ Part B needs to be filed within 20 days of name reservation.

Names expiring any day between 15th March 2020 to 30th June would be extended by 20 days beyond 30th June 2020.

ii. Names reserved for 60 days for change of name of company. INC-24 needs to be filed within 60 days of name reservation.

Names expiring any day between 15th March 2020 to 30th June would be extended by 60 days beyond 30th June 2020.

iii. Extension of RSUB validity for companies.

SRNs where last date of Resubmission (RSUB) falls between 15th March 2020 to 30th June 2020, additional 15 days beyond 30th June 2020 would be allowed. However, for SRNs already marked under NTBR, extension would be provided on case to case basis. Note: Forms will not get marked to (Not to be taken on Record)’NTBR’ due to nonresubmission during this extended period as detailed above. It also includes IEPF Non-STP eForms ( IEPF3, IEPF-5 and IEPF-7)

iv.Names reserved for 90 days for new LLP incorporation/change of name. FiLLiP/Form 5 needs to be filed within 90 days of name reservation.

Names expiring any day between 15th March 2020 to 30th June would be extended by 20 days beyond 30th June 2020.

v. RSUB validity extension for LLPs

SRNs where last date of resubmission (RSUB) falls between 15th March 2020 to 30th June, additional 15 days would be allowed from 30th June 2020 for resubmission. However, for SRNs already marked under NTBR, extension would be provided on case to case basis. Note: Forms will not get marked to (Not to be taken on Record)’NTBR’ due to non- resubmission during this extended period as detailed above.

vi.Extension for marking IEPF-5 SRNs to ‘Pending for Rejection u/r 7(3)’ and ‘Pending for Rejection u/r 7(7)’

SRNs where last date of filing eVerification Report (for both Normal as well as Resubmission filing) falls between 15th March 2020 to 30th June 2020, would be allowed to file the form till 30th Sep 2020. However, for SRNs already marked under ‘Pending for Rejection u/r 7(3)’ and ‘Pending for Rejection u/r 7(7)’, extension would be provided on case to case basis. Note: Status of IEPF-5 SRN will not change to ‘Pending for Rejection u/r 7(3)’ and ‘Pending for rejection u/r 7(7)’ till 30th Sep’20

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