MINISTRY OF CORPORATE AFFAIRS
New Delhi. the 20th December, 2016
G.S.R. 1159(E). – In exercise of the powers conferred by sub-sections (1) and (2) of section 469 of the Companies Act, 2013 (18 of 2013), the Central Government hereby makes the following rules further to amend the National Company Law Tribunal Rules, 2016, namely:-
1. (1) These rules may be called the National Company Law Tribunal (Amendment) Rules, 2016.
(2) They shall come into force on the date of their publication in the Official Gazette.
2. In the National Company Law Tribunal Rules, 2016, (hereinafter referred to as the principal rules), in “Part-I”, for the heading, “Definitions, forms and etc.”, the heading “Definitions and forms etc.’ shall be substituted;
3. In the principal rules, in rule 2,-
(a) in clause (5), the words “interlocutory application” shall be omitted;
(b) in clause (9), in sub-clause (d), for the words “or a chartered accountant or a cost accountant or a company secretary”, the words “or a chartered accountant in practice or a cost accountant in practice or a company secretary in practice” shall be substituted.
4. In the principal rules, after rule 23, the following rule shall be inserted, namely: –
“23A. Presentation of joint petition. – (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.
5. In the principal rules, in rule 25, for the words “in the form prescribed”, the words “in the Form No. NCLT 3C” shall be substituted.
6. In the principal rules, in rule 27, in sub-rule (1), for the words, “or by any other advocate or authorised representative whether engaged in the case or not or if the advocate or authorised representative engaged in the case authenticates such certificate or prepared by a translator approved for the purpose by the Registrar on payment of such charges as he may order, the words “or if the authorised representative engaged in the case authenticates such certificate or prepared by a translator approved for the purpose by the Registrar on payment of such charges as he may order” shall be substituted.
7. In the principal rules, in rule 38,-
(i) in sub-rule (1), after the words “by post”, the words “or by courier” shall be inserted;
(ii) in sub-rule (2), in clause (b), after the words, “acknowledgement due” the words, “or by courier” shall be inserted;
(iii) after sub-rule (2), the following Explanation shall be inserted, namely
Explanation.-For the purposes of sub-rules (l) and (2), the term “courier” means a person or agency which delivers the document and provides proof of its delivery.
8. In the principal rules, after rule 38, the following Rule shall be inserted, namely : –
“38A. Multiple remedies – 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.”.
9. In the principal rules, after rule 68, the following rule shall be inserted, namely
“68A. Application to cancel variation of rights under sub-section (2) of section 48.– (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 or 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.”.
10. In the principal rules, in rule 69, Sub-rule (3), shall be omitted.
11. In the principal rules, in rule 70, sub-rule (6), shall be omitted.
12. In the principal rules, after rule 76, the following rule shall be inserted, namely:-
“76A. Application under section 130.- 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.”.
13. In the principal rules, after rule 83, the following rule shall be inserted, namely:-
“83A. Application under sub-section (1) of section 244.- 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.”.
14. In the principal rules, in rule 112, in sub-rule (3), after the words, “shall be paid by means or, the words, “an Indian Postal Order or by” shall be inserted.
15. In the principal rules, in the Schedule of Fees, in serial number 10, under the heading ‘Nature of application/ petition’, for the word, “deposition” the word, “depositor” shall be substituted.
16. In the principal rules, in Annexure ‘A’
(a) for Form No. NCLT. 3, the following Form No. NCLT. 3 shall be substituted, namely:-
17. In the principal rules, in the Annexure B, –
(a) in serial number 7, under the heading ‘Nature of Petition’, for the word “deposition” the word “depositor” shall be substituted;
(b) in serial number 8, under the heading ‘Enclosures to the Petition’, in para 2, the word “small” shall be omitted;
(c) after serial number 12, following serial number and entries relating thereto shall be inserted, namely;-
Section of the Act
Nature of Petition
Enclosures to the Petition
|–||Wherever document prescribed to be attached with the application or petition, documents mentioned in next column may be attached, applicable.||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 petitioner(s) 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.
F No 1/30/2013-CL-V
(Amardeep Singh Bhatia)