Ministry of Corporate Affairs (MCA) has issued several amendments in certain rules made under Companies Act, 2013 on May 07, 2018. This Article made an attempt to analyze important changes in Companies (Appointment of Directors) Rules, 2014 which was last amended by the Ministry of Corporate Affairs in New Delhi dated 22.01.2018.

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Ministry of Corporate Affairs notified various Sections of Companies Amendment Act, 2017 to further amend Companies Act, 2013.  Consequential amendment rules made are as follows:

  • Companies (Meetings of Board and its Powers) Amendment Rules 2018
  • Companies (Audit and Auditors) Amendment Rules 2018
  • Companies (Prospectus and Allotment of securities) Amendment Rules 2018
  • Companies (Appointment and Qualification of Directors) Second Amendment Rules 2018
  • Companies (Share Capital and Debentures) Second Amendment Rules 2018
  • Companies (Registration Offices and Fees) Second Amendment Rules 2018
  • Companies (Specification of Definitions Details) Amendment Rules 2018
  • Companies (Meetings of Board and its Powers) Amendment Rules, 2018

This article provides an overview of the Companies (Appointment of Directors) Second Amendment Rules 2018.

The Central Government made Companies (Appointment of Directors) Second Amendment Rules 2018, to further amend the Companies (Appointment of Directors) Rules, 2014. Ministry of Corporate Affairs issued a Notification in New Delhi, the 7th May 2018 G.S.R. 430 (E).  The Amendment made is as follows:

  • In the Companies (Appointment of Directors) Rules, 2014, rule 5 shall be numbered as sub-rule (1) thereof, and after sub-rule (1) as so numbered, the following sub-rule shall be inserted, namely:-

“(2) None of the relatives of an independent director, for the purposes of sub-clauses (ii) and (iii) of clause (d) of sub-section (6) of section 149,- (i) is indebted to the company, its holding, subsidiary or associate company or their promoters, or directors; or (ii) has given a guarantee or provided any security in connection with the indebtedness of any third person to the company, its holding, subsidiary or associate company or their promoters, or directors of such holding company, for an amount of fifty lakhs rupees, at any time during the two immediately preceding financial years or during the current financial year.”

  • In the principal rules, in rule 16, for the word “shall”, the word “may” shall be substituted.

It is noteworthy that The Principle Rules were published in Government of India, Extraordinary, Part II, Section 3, Sub-section (i) vide notification G.S.R. 259(E), dated the 31st March, 2014 and subsequently amended vide the following notifications:

 

Serial Number Notification Number Notification Date
1 G.S.R. 671(E) 18th September, 2014
2 G.S.R. 42(E) 19th January, 2015
3 G.S.R. 839(E) 5th July, 2017
4 G.S.R. 51 (E) 22nd January, 2018.

 

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