Companies (Authorised to Register) Amendment Rules, 2016 notified by MCA

Companies (Authorised to Register) Amendment Rules, 2016

The MCA vide Notfication dt 31 May 2016 has notified “Companies (Authorised to Register) Amendment Rules, 2016”, as under:

A. MCA Notification on “Companies (Authorised to Register) Amendment Rules, 2016”

In exercise of the powers conferred by sub-sections (1) and (2) of section 469 read with section 366 of the Companies Act, 2013 (18 of 2013), Central Government hereby makes the following rules further to amend the Companies (Authorised to Registered) Rules, 2014, namely:

1.(1)  These rules may be called the Companies (Authorised to Register) Amendment Rules, 2016.

(2)  They shall come into force from the date of their publication in the Official Gazette.

2. In the Companies (Authorised to Registered) Rules, 2014 (herein after referred to as the principal rules).-

(a) in rule 1, for sub-rule (1), the following sub-rule shall be substituted namely:-

“(1) Companies (Authorised to Register) Rules. 2014.”

(b) in rule 2. in sub-rule (1), after clause (1), the following clause shall be inserted, namely :-

(g) “firm” means a firm as defined in section 4 of the Indian Partnership Act, 1932 (9 of 1932);

3. In rule 3 of the principal rules, in sub-rule (2),-

(i) clause (a),-

(A) in sub-clause (i), for the words “were partners of the Limited  Liability Partnership”, the words “were partners of the Limited  Liability Partnership or firm as the case may be” shall be  substituted;

(B) in sub-clause (iv),  for the words “addresses of the partners of  the Limited Liability Partnership”, the words “addresses of the  partners of the Limited Liability Partnership or firm as the case  may be” shall be substituted;

(C) for sub-clause (v)  the following sub-clause shall be substituted  namely:-

“(v) in case of a firm, deeds of partnership, bye laws or other instrument constituting or regulating the company and duly verified in the manner provided in sub-rule (4) and in case the deed of partnership was revised at any time in the past, copies of the principal and all subsequent deeds including the latest deed, along with the certificate of the registration issued by Registrar of firms, in case the firm is registered”.

(D) after sub-clause (viii), the following sub-clauses shall be  inserted;

“(ix) an undertaking that the proposed directors shall comply with the requirements of Indian Stamp Act, 1899 (2 of 1899) as applicable;

(x) a statement of assets and liabilities of the Limited Liability Partnership or the firm, as the case may be, duly certified by a chartered accountant in practice made as on a date not earlier than thirty days of the filing of form no.URC-l;

(xi) a copy of latest income tax return of the Limited Liability Partnership or firm as the case may be.”

(ii)  in clause (b),-

(A) in sub-clause (iv), for the words “addresses of the partners of the Limited Liability Partnership”, the words “addresses of the partners of the Limited Liability Partnership or firm as the case may be” shall be substituted;

(B)  for  sub-clause (v),  the  following sub-clause shall  be substituted, namely:-

“(v) a copy of instrument constituting or regulating the company and duly verified in the manner provided in sub-rule (4) and in case the deed of partnership was revised at any time in the past, copies of principal and all the subsequent deeds including the latest deed, along with the certificate of the registration issued by Registrar of firms if any”;

(C) after sub-clause (viii), the following sub-clauses shall be inserted;

“(ix) an undertaking that the proposed directors shall comply with the requirements of Indian Stamp Act, 1899 (2 of 1899);

(x) a statement of assets and liabilities of the Limited Liability Partnership or the firm, as the case may be, duly certified by a chartered accountant in practice which is made as on a date not earlier than thirty days of the filing of form no.URC-l;

(xi) a copy of latest income tax return of the Limited Liability Partnership or firm as the case may be.”

4. (i). in rule 3 of the principal rules, for sub-rule (3), the following sub-rule shall he substituted, namely;-

“(3) An undertaking, from all the members or partners providing that in the event of registration as a company under Part I of Chapter XXI of the Act, necessary documents or papers shall be submitted to the registering or other authority with which the company was earlier registered, for its dissolution as a firm”

(ii) in sub-rule (4) for the words “designated partners of the Limited Liability Partnership” the words “designated partners of the Limited Liability Partnership or authorised partners of the firm as the case may he” shall be substituted’

5.  in rule 4 of the principal rules, in sub-rule (1), for the words ” In a newspaper and in English and in the principal vernacular language of the district in which Limited Liability Partnership is in existence and circulated in that district” the words “in a newspaper in English and in any vernacular language, circulating in the district in which Limited Liability Partnership or the firm as the case may be is situate shall be substituted”.

6.  in rule 5 of the principal rules,-

(A) for clause (i) the following clause shall be substituted;

“(i) where a firm has obtained a certificate of registration under section 367, an intimation to this effect shall be given, within fifteen days of such registration to the concerned Registrar of firms under which  it was originally registered, along with papers for its dissolution as a firm”;

(B) in clause (iii) for the words “concerned Registrar (LLP)” the words “Registrar of firms” and for the words “Registrar of Companies (LLP),  the  words  “Registrar  of Firms”  shall  be substituted;

(C) in clause (v) for the words “a statement of proceedings, if any, by or against the Limited Liability Partnership”, the words “a statement of proceedings, if any, by or against the Limited Liability Partnership or the firm as the case may be” shall be substituted;

7. for Form No.URC-1, the following Form No.URC- I shall be substituted, namely:-

FORM NO. URC 1

[Pursuant to rule 3(2) of the Companies (Authorised to Register) Rules, 2014 read with section 366 of Tho Companies Act, 2013]

Application by a company for registration under section 366 (conversion from firm into company, and LLP into company)

…. Contd……

MCA Notfication dt 31 May 2016 – Companies (Authorised to Register) Amendment Rules, 2016

B. MCA invites comments on draft Companies (Authorised to Registered) Amendment Rules, 2016

MCA has released Draft Companies (Authorised to Registered) Amendment Rules, 2016 and has invited suggestions/comments thereon along with justification in brief. The same may be sent latest by 02.03.2016 through email at [email protected]

It is requested that the name, Telephone number and address of the sender should be indicated clearly at the time of sending suggestions/comments.

MCA Notice dt 17 Feb 2016 inviting comments on draft Companies (Authorised to Registered) Amendment Rules, 2016

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