Government of India has amended the Companies Regulations, 1956 vide the Companies (Amendment) Regulations, 2010 with effect from 29 October 2010 and has changed the jurisdiction of Regional Director (RD) by increasing the number of RDs from 4 (four) to 6 (six) by establishing new offices of RDs and realigning their jurisdiction. The newly created regions for RD are:

1. North Western Region at Ahmedabad; and

2. North Eastern Region at Guwahati

Background:

“Regional Director” [RD] means a person appointed by the Ministry of Corporate Affairs, Government of India, as a Regional Director for the respective region under the Companies Act, 1956 (the Act) read with the Companies Regulations, 1956.

RD is in-charge of the respective regions, each region comprising of a number of States and Union Territories. RD supervises working of the offices of the Registrars of Companies (ROC) and the Official Liquidators (OL) working in the region. RD also liaises with the respective State Governments and the Central Government in matters relating to the administration of the compliances under the Companies Act.

Certain powers of the Central Government under the Act have been delegated to the RD, notable amongst them are:

  • Section 1 7A – Change of registered office within the State from the jurisdiction of one ROC to another ROC
  • Section 25 – Issue of a licence to dispense “Limited” in the name of charitable / other company
  • Section 224 – Appointment of auditor if the Company fails to appoint / re-appoint auditor at an Annual General Meeting
  • Section 297 – approval of contracts for specified related party transactions

Similarly, under section 394A of the Act, in case of any scheme of arrangement (i.e. merger, restructuring, compromise etc), the High Court has to give a notice to the RD before passing an order.

After the amendment, the revised jurisdiction of RD is as under:

Region Jurisdiction
North Region at Noida States of Jammu and Kashmir, Punjab, Himachal Pradesh, Haryana, National Capital Territory of Delhi, Uttar Pradesh, Uttarakhand and Union Territory of Chandigarh
Southern Region at Chennai States of Andhra Pradesh, Karnataka, Tamil Nadu, Kerala and Union Territory of Lakshadweep, Union Territory of Andaman and Nicobar Islands and Puducherry
Eastern Region at Kolkata States of Bihar, Jharkhand, Orissa, West Bengal
Western Region at Mumbai States of Maharashtra, Goa and Union Territory of Dadra and Nagar Haveli and Daman and Diu
North Western Region at Ahmedabad States of Gujarat, Rajasthan, Madhya Pradesh and Chattisgarh
North Eastern at Region Guwahati States of Meghalaya, Assam, Arunachal Pradesh, Nagaland, Mizoram, Manipur and Tripura

Source:

Notification no. G.S.R. 866(E) dated 29 October 2010 issued by Ministry of Corporate Affairs.

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