company act 2013

It would be appropriate to seek guidance of your professor / tutor / coach, if you are keen to know difference /effects in the change of Comapnies Acts of 1956 and 2013.

Difference between Companies Act 2013 vs Companies Act 1956

Companies  Act 2013

Companies Act 1956

Financial Year

Companies must have their financial year ending on 31 Mar every year

Companies were permitted to have financial year ending on a date decide by Company

Formats of Financial Statement

Schedule III

Schedule  VI

Maximum No of Partners

As per rules, subject to Max 100.currently is 50 .

10 in banking business and 20 in any other business.

Max Shareholders in Pvt Ltd Company

200 excluding past and present employees

50 excluding past and present employees

One Person Company (OPC)

Company which has only one person (natural person) as its member

Did not exist

Issue of Share at discount

Section 53 prohibits issue of shares at a discount However, Section 54   permits issue of ESOPs to its employees at a discount.

Section 79 permitted issue of shares at a discount.

Security Premium Reserve

Utilisation of Securities Premium Reserve is provided in Section 52(2)

Utilisation of Securities Premium Reserve was provided in Sec 77A and 78

Article of Association

Table F applies where Companies Limited by shares does not adopt  their own Articles of Association.

Table A applied where Companies did not adopt their own Articles of Association.

Interest in Calls in Arrears

In the absence of a clause in the Articles of Association, the maximum interest chargeable on Calls-in-arrears is 10% p.a.

In the absence of a clause in the Articles of Association, maximum interest chargeable on Calls-in-arrears was 5% p.a.

Interest in Calls in Advance

In the absence of a clause in the Articles of Association, the maximum  interest payable on Calls-in-advance is 12% p.a.

In the absence of a clause in the Articles of Association, the maximum interest payable on Calls-in-advance was 6% p.a.

Minimum Subscripttion

Sec39 a company shall not allot Securities unless the amount stated in the prospectus as minimum subscripttion has been subscribed & the sum paid

Sec 69 the requirement of minimum subscripttion was with respect to Shares only

Section 13 of the Companies Act, 2013 deal with change of name which says that the name of the company can be changed by a special resolution and with the approval of the Central Government. Approval of Central Government is not required if the change relates to the addition/deletion of the words “private” to the name.

Change in Name clause of the Company involves alteration of Memorandum of Association 

 All clauses of Memorandum except Capital clause can be altered by following the provisions of Section 13 of Companies Act, 2013 by passing special resolution.