​CS ​ Amey A Patwardhan


Dear Companies Act, 1956

Finally, the long awaited moment has come for you to retire and your son, the Companies Act, 2013 to take charge of the affairs. Finally, the new Act will take your place in entirety as karta of the Corporate Gamut of the country. Everyone will get busy understanding his nature, his importance, his provisions and consequences of disobeying him. As it happens time and again, everyone will forget you over a period of time, as we will start getting familiar with your son and get used to obeying his mandates to fullest of extent.

To be very honest, especially after the economy’s liberalization, we always felt you were not able to regulate us adequately. With the changing times, whenever some new & difficult situation arose, we looked upto you to guide us, but you would just point finger to the Ministry & the Judiciary to give us a solution – which many times proved to be inadequate and didn’t satisfy us. No doubt you tried many times to upgrade and amend your principles to cope up with changing times – but as you know – the same were crossing paths and conflicting with other principles of yours. We tried hard to harmoniously follow the contradictory views but somehow found ourselves interpreting them in a very different manner than intended. We knew it – yet we had no choice. As the twenty first century came to age – when we wanted to experiment with various ventures, new business models, new strategic alliances – we always felt strangled with your restrictive rules limiting and sometimes cutting our wings.

We always wanted you to handover your legacy to someone new, young and fresh face with dynamic outlook – who can guide us for the future to come. We always wanted your successor to be liberal, explanatory and understanding. We always wished your newer version to support, guide and care for us.

And when it has come – our joy and exuberance is endless. We felt what a wonderful new year gift we have received, and that too especially, when the elections are round the corner, when we are seeing a new hope to get a chance to re-draft our future. This gift by the Ministry – even though sudden and fast – was always pleasant.

But somewhere deep down – I don’t know why – something bothers me. Something, something that can’t be explained – saddens me. Is it the fear for the unknown?… It is that strange feeling of going back to school?… It is that weird feeling of sudden attachment to an unknown person – with whom you will have to be bonded for rest of your life?.. Whatever it may be – I understand that we need to get used to him – the Companies Act, 2013 soon… very soon..

And just then it occurred to me – how much we are going to miss you! Agree –  you were old, orthodox – any sometimes overstrict. But whatever walls you built – they were always there to protect us, regulate us, make us more responsible, make us more law abiding and more importantly – to make us self-disciplined. You were always there to guide us through. When we were unable to understand your mandates, we always sought help of judicially settled principles, judgements, long & deliberated discussions, books, journals, Ministry’s circulars, notifications, clarifications and what not. We sailed past confusing provisions by interpreting them suitably – of course ethically too. Surely there was a black side of this too. There were corporate frauds, scams and malpractices using the ‘loopholes’ in your principles – but who doesn’t face that? You provided for strict penalties & punishments for this behaviour too. We surely will miss all this parenting now. All this help – which was available to us – may be just over click of mouse – would not be there for sometime now. We were so used to remember your provisions  – which now need to be unlearned and relearned in a new and different way all together. Can’t say as of now, whether we will feel the same amount of comfort dealing with your son which we always felt dealing with you.

You were just like an old friend, philosopher and guide to us. And just like a child is always known by the name of his father, the new Act will always be known, referred in context of and compared with you time and again. Even though you won’t be there, we will always remember you while listening to what your son has to say. You always played a fatherly role in providing us our bread and butter. You shaped our professional careers and inspired many to follow the sacred path. Hope you have taught the same to your son and hope he carries on from where you have left. Thank very much for all this Mr. Legislation!

Farewell.. Enjoy your retirement!


 (​CS ​ Amey A Patwardhan, E​-Mail- cs.ameypatwardhan@gmail.com​, Voice-9833359049)

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  1. vijayendra says:

    The Companies Act 1956 was one of the finest and comprehensive legislation passed by our Parliament which paved the way for rapid industrialization during the II and subsequent Plan periods. The new Act,no doubt,would have all the best features of the old Act and new sections to cope with different business models coming up these days which are quite complicated requiring different treatment. Welcome Companies Act 2013.

  2. Rajaish says:

    It seems you are really sadnned by this. Your post reveals so. One goes and one comesin.This the is rule of the nature. So, you should take it easy. Thank you.

  3. Shankar says:

    Good. Well written and was like a farewell speech. Though I am not a CA, for my knowledge since when Act 2013 has come into existence.

  4. Sridhar says:

    Very lively and emotional article…….feels like the old Act should be reinstated with amendements what ever is proposed in new Act…..but some strong steps are inevitable for building a grate future…..as said in the Artcle we will have the shadow of old Act whereever we need some help

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