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Description
Box 1
[Note : Volume 1 (Bound Separately) contains Sections I to 123,
Volume 2 (Bound Separately) contains Sections 124 to 274,
Volume 3 (Bound Separately) contains Sections 275 to 560 and
Volume 4 (Bound Separately) contains Sections 561 to 658 and Sch. I to Sch. XV]
[Appendices - Part I (Bound Separately) contains Appendices I to 51,]
Box 2
Pan 2 & 3 (Bound Separately) contains Appendices 52 to 340
Box 2 Priced separately contains Appendix Part 2 and 3 (Appendices 52 to 340) published, bound and sold as optional purchase
Legislative History: This book contains the most exhaustive coverage of Legislative History and Background to the Companies Acts. The original Act and changes made by each Amendment Act have been noted at the Beginning of the Commentary under each Section to bring out clearly the legislative intent.
Notes on Clauses: Under each section, the Notes on clauses or original Hill and each Amendment Bill nave been given to explain the original Sections as well as subsequent Amendments. The full text has been reproduced referring the number of clause and Bill Number in each case to increase the citation value and facilitate cross-verification in important matters.
Reports of the Committees: The Companies Act, 1956 gave effect to the recommendations of the Company Law Committee, thereafter major amendments have been made in the Act on the recommendations of the Companies Act Amendment Committee, 1957, Daphtary-Sastri Committee and Sachar Committee. The relevant paragraphs of the Reports of Committees have been reproduced under each Section after Notes on clauses to explain the original Sections of the Companies Act, 1956 and subsequent Amendments. The paragraphs from the Joint Committee Reports have also been reproduced to explain the changes made by them.
Statement of Objects and Reasons: The statement of objects and reasons appended to each Amendment Bill have been reproduced in Legislative History under Section 1 and extracts have been reproduced under relevant Sections.
Corresponding Sections: Under each Section the corresponding Sections of the Previous Act of 1913 and sections of the English Companies Act, 1948, as well as the English Companies Act, 1985 as amended by the English Companies Act, 1989 have been given. A consolidated comparative table has also been given.
Circulars, Clarifications, Notifications and Press Notes : Full Text of Circulars, Clarifications, Notifications and Press Notes issued by the Department of Company Affairs (DCA) [now the Ministry of Corporate Affairs (MCA)] issued till February 2008 have been reproduced under relevant discussions under the separate caption, Department's view with authentic citations of esteemed journals, Legislative changes, increase in monetary ceilings and other changes made subsequent to the issuance of Circulars, Clarifications, Notifications and Press Notes have been highlighted in the text of the Circulars, Clarifications, Notifications and Press Notes in italics or given by way of a footnote. The original Notifications have been reproduced as amended by subsequent Notifications with appropriate footnotes to reveal the latest position.
Comprehensive coverage of Rules, Regulations and Guidelines: Drastic amendments have been made in the Companies Rules over the last decade, particularly the Companies (Central Government's) General Rules and Forms, 1956. Many new Rules and Schemes have Been framed, e.g., the Companies (Electronic Filing and Authentication of Documents) Rules, 2006, the Scheme for Filing of Statutory Documents and Other Transactions by Companies in Electronic Mode (w.e.f. 27-10-2006) and the Companies (Director Identification Number) Rules, 2006.
Relevant Rules, e-Forms and e-Filing: A very special and distinctive feature of this hook is that under each Section in the commentary, relevant Rule, Form, Procedure, e-Forms, e-Filing, Filing Fees on e-Forms, Registration Fees and Fees on Applications, etc., has been annotated and indicated along with relevant Schedule.
Revised Secretarial Practice and Checklist: A Company Secretary is primarily responsible for ensuring procedural and legal compliances under various Sections of the Companies Act, Rules, Forms, e-Forms, e-Filing, etc. In order to assist Company Secretaries, the Institute of Company Secretaries of India (ICSI) evolved a 'Check List/Working Sheet under the Companies Act', which provided Checkpoints and Check Lists to ensure compliances and listed the Documents from which the compliance may be ensured. This edition contains revised Secretarial Practice and Check Lists, which take full account of drastic statutory changes and amendments made in the Companies Act, 1956, Rules, Forms, e-Forms and e-Filing. Revised Checklists are covered under each Section in the Commentary facilitating advance legal planning and post-event scrutiny of the compliances to be ensured.
Salient Features of Commentary on Provisions Relating to Accounting and Auditing
A treatise on Accounting & Auditing provisions
The book contains an exhaustive commentary on accounting and auditing provisions of The Companies Act, 1956, e.g., sections 205-233B, 349 and 350, The book explains these provisions in the light of sections or the Companies Act, Rules framed thereunder e.g., the Companies (Accounting Standards) Rules, 2006 (w.e.f. 7-12-2006), etc., Department's views [now the Ministry of Corporate Affairs (MCA)], legal decisions and above all the various pronouncements of the Institute of chartered Accountants of India.
An expert, authentic and in depth study of various pronouncements or ICAI
Under each section various pronouncements of the Institute of Chartered Accountants of India have been referred to in a brief but self-explanatory manner so as to provide instant answers to the problems that may arise before the accountants and auditors. The page numbers or the pronouncements and publications of the ICAI have been given by way of a footnote to facilitate detailed study, if needed. The pronouncements include: Statements and Standards on Auditing Statements and Standards on Accounting Guidance Notes. Opinions of the Expert Advisory Committee have also been referred to.
A compendium for company auditors and accountants. The only boob on company law that explains and illustrates various important issues relating to accounts and audit of companies keeping in view the provisions of the Companies Act as well as the pronouncements of the Institute of Chartered Accountants or India and other professional requirements under the Chartered Accountants Act. The important issues include, boobs of accounts and cost accounting records to be maintained, true and fair view and accrual basis of accounting, authentication and laying of accounts, Board's report, appointment and remuneration of auditors, powers, duties, status and liabilities of auditors including professional misconduct, principal assertions to he made in the audit report, inquiries to he made under section 227( 1 A), manner of signature or authentication of audit report, audit of Branch accounts, cost audit and audit of Government companies.
Comments on CARO, 2003. Statements to be made by the Auditors under each paragraph of the Companies (Auditor's Report) Order, 2003 (the CARO, 2003) alongwith ICAI Statement on the Companies (Auditor's Report) Order, 2003 [Issued under Section 227(4A) of the Companies Act, 1956] have been explained in Comments under Section 227(4A).
Comments of Schedule VI. The book explains the  requirements of Schedule VI and provides authentic discussion on each item of the balance sheet and the profit and loss account, duly supported by the Companies (Accounting Standards) Rules, 2006 and various pronouncements of the ICAI. These authoritative comments will be indispensable to accountants and auditors in ensuring proper disclosure and compliance with the other requirements of the schedule so that the balance sheet and profit and loss account exhibit a 'true and fair view'.
Comments on Schedule XIV 1 he new provisions relating to depreciation for companies introduced by the Companies (Amendment) Act, 1988, de-linking the Rates of Depreciation from the Income-tax Act and Rules have been fully explained.
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Contents
Volume 1 - [S.1 To S.123]
Part I - Preliminary [S.1 to S.10A-D]
Part IA - Board of Company Law Administration [S.10E to S.10FA]
Part IB - National Company Law Tribunal [S.10FB S.10FP]
Part IC - Appellate Tribunal [S.10FQ to S.10GF]
Part II - Incorporation of Company and Matters Incidental Thereto [S.11 to S.54]
Part III - Prospectus and Allotment and Other Matters Relating to Issue of Shares or Debentures [S.55 to S.81]
Part IV - Share Capital and Debentures [S.82 to S.123]
Annexure-Annexure to Volume 1 - Old Provisions of the Companies Act,1956 Prior to Substitution/Omission
Subject Index of Volume I andAppendices
Volume 2 - [S.124 to S.274]
Part V - Registration of Charges [S.124 to S.145]
Part VI - Management and Administration [S.146 to S.424)
Chapter I - General Provisions [S.146 to S.251]
Chapter II - Directors [S.252 to S.274] (Contd. In Vol.3)
Annexure- Annexure to Volume 2 - Old Provisions of The Companies Act,1956 Prior to Substitution/Omission
Subject Index of Volume 2 and Appendices
Volume 3 - [S.275 To S.560]
Part VI - Management and Administration (Contd.)
Chapter II - Directors [S.275 to S.323] (Contd.)
Chapter III - Managing Agents [S. 324 to S.377]
Chapter IVA - Secretaries and Treasurers [S.378 to S.388-A]
Chapter IVA - Powers of Central Government to Remove Managerial Personnel from
Office on the Recommendation of the Company Law Board [S.388-B to S.388-E]
Chapter V - Arbitration, Compromises, Arrangements and Reconstructions
[S.389 To S.396-A]
Chapter VI - Prevention of Oppression and Mismanagement [S.397 to S.409]
Chapter VII - Constitution and Powers of Advisory Committee [S.410 to S.415]
Chapter VIII - Miscellaneous Provisions [S.416 to S.424]
Part VIA - Revival and Rehabilitation of Sick Industrial Companies [S.424A to S.424L]
Part VII - Winding Up [S.425 to S.560]
Chapter I - Preliminary [S.425 to S.432]
Chapter II - Winding Up by the Court [S.433 to S.483]
Chapter III - Voluntary Winding Up [S.484 to S.521]
Chapter IV - Winding Up Subject to Supervision of Court [S.522 to S. 527]
Chapter V - Provisions Applicable to Every Mode of Winding up [S. 528 to S.560]
Annexure - Annexure To Volume 3 - Old Provisions Of The Companies Act, 1956 Prior To Substitution/Omission
Subject Index Of Volume 3 And Appendices
Volume 4 - [S. 561 To S. 658 And Sch. I To Sch. XV]
Part VIII - Application of Act to Companies Formed or Registered Under Previous Company Laws [S. 561 to S.564]
Part IX - Companies Authorised to Register under This Act [S.565 to S.581]
Part IXA - Producer Companies [S.581A to S.581ZT]
Chapter I -  Producer Companies [S.581A]
Chapter II - Incorporation of Producer Companies and Other Matters
[S.581B to S.581N]
Chapter III - Management of Producer Company [S. 581O to S.581Z]
Chapter IV - General Meetings [S.581ZA]
Chapter V - Share Capital and Members Rights [S.581ZB to S.581ZD]
Chapter VI - Finance, Accounts and Audit [S.581ZE to S.581ZJ]
Chapter VII - Loans To Members and Investments [S. 581ZK to S.581ZL]
Chapter VIII - Penalties [S.581ZM]
Chapter IX - Amalgamation, Merger or Division [S.581ZN]
Chapter X - Resolution of Disputes [S.581ZO]
Chapter XI - Miscellaneous Provisions [S. 581ZP to S.581ZR]
Chapter XII - Reconversion of Producer Company to Inter-State Co-Operative
Society [S.581ZS to S. 581ZT]
Part X - Winding Up of Unregistered Companies [S.582 to S.590]
Part XI - Companies Incorporated Outside India [S.591 to S.608]
Part XII - Registration Offices and Officers and Fees [S.609 to S.614-A]
Part XIII - General [S.615 to S.658]
Schedules
Annexure - Annexure to Volume 4 - Old Provisions of the Companies Act, 1956 Prior to Substitution/Omission
Subject Index of Volume 4 and Appendices
Appendix - Part 1
[Appendices 1 to 51]
Contents
Part I - The Companies Rules, Forms, Regulations and Orders under the Companies Act, 1956, Allied Acts and Secretarial Standards
Appendix 1 - The Companies (Central Government's) General Rules and Forms, 1956
Appendix 1A - ROC on the E-Governance Mode MCA 21 Initiation
Guide Electronic Mode under MCA 21 Programme
Appendix 2 - The Companies (Electronic Filing and Authentication of Documents) Rules, 2006 (w.e.f. 16-9-2006)
Appendix 3 - The Companies Regulations, 1956
Appendix 4 - The Companies (Fees on Applications) Rules, 1999
Appendix 5 - The Company Law Board Regulations, 1991
Appendix 6 - The Company Law Board (Fees on Applications and Petitions) Rules, 1991
Appendix 7 - The Company Law Board (Qualifications, Experience and Other Conditions of Service of Members) Rules, 1993
Appendix 8 - The Companies (Court) Rules, 1959
Appendix 9 - The Companies (Acceptance of Deposits) Rules, 1975
Appendix 10 - The Non-Banking Financial Companies and Miscellaneous Non-Banking Companies (Advertisement) Rules, 1977
Appendix 11 - The Companies (Application for Extension of Time or Exemption under Sub-Section (8) of Section 58a) Rules, 1979
Appendix 12 - The Companies (Appointment and Qualifications of Secretary) Rules, 1988
Appendix 13 - The Companies (Appointment of the Small Shareholders' Director) Rules, 2001
Appendix 14 - The Companies (Appointment of Sole Agents) Rules, 1975
Appendix 15 - The Application of Section 159 to Foreign Companies Rules, 1975
Appendix 16 - The Benami Transactions (Prohibition) Act, 1988 (45 of 1988)
Appendix 17 - The Companies (Auditor's Report) Order, 2003
Appendix 18 - The Companies (Branch Audit Exemption) Rules, 1961
Appendix 19 - The Cost Audit (Qualification) Rules, 1970
Appendix 20 - The Cost Audit Report Rules, 2001
[Cost Accounting Standards (CAS) Issued By the Institute of Cost and Works Accountants of India (ICWAI)]
20(1). CAS 1 Classification of Cost [For Text See www.myicwaicom]
20(2). CAS 2 Capacity Determination [For Text See www.myicwaicom]
20(3). CAS 3 Overheads [For Text See www.myicwaicom]
20(4). CAS 4 Cost Of Production For Captive Consumption [For Text See www.myicwaicom]
20(5). CAS 5 Average (Equalized) Cost of Transportation [For Text See www.myicwaicom]
Appendix 21 - The Private Limited Company and Unlisted Public Limited Company (Buy-Back of Securities) Rules, 1999
Appendix 22 - The Companies (Compliance Certificate) Rules, 2001
Appendix 23 - The Public Companies (Terms of Issue of Debentures and of Raising of Loans with Option to Convert Such Debentures or Loans into Shares) Rules, 1977
Appendix 24 - The Companies (Declaration of Beneficial Interest In Shares) Rules, 1975
Appendix 25 - The Companies (Disqualification of Directors Under Section 274(L)(C) of The Companies Act, 1956) Rules, 2003
Appendix 26 - The Companies (Issue of Share Capital with Differential Voting Rights) Rules, 2001
Appendix 27 - The Companies (Issue of Share Certificates) Rules, 1960
[Secretarial Standard Issued by the Institute of Company Secretaries of India (ICSI)]
27(1). Ss 6 Transmission of Shares and Debentures [For Text See www.icsi.edu]
Appendix 28 - The Companies (Transfer of Profits to Reserves) Rules, 1975
Appendix 29 - The Companies (Declaration of Dividend Out of Reserves) Rules, 1975
[Secretarial Standard Issued By the Institute of Company Secretaries of India (ICSI)]
29(1). Ss 3 Dividend [For Text See www.icsi.edu]
Appendix 30 - The Preference Shares (Regulation of Dividends) Act, 1960 (63 of I960)
Appendix 31 - The Investor Education and Protection Fund
(Awareness and Protection of Investors) Rules, 2001
Appendix 32 - The Companies (Donations to National Funds) Act, 1951 (54 of 1951)
Appendix 33 - The Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988
[Secretarial Standard Issued By the Institute of Company Secretaries of India (ICSI)]
33(1). Ss 1 Meetings of the Board of Directors [For Text See www.icsi.edu]
33(2). Ss 2 General Meetings [For Text See www.icsi.edu]
33(3). Ss 5 Minutes [For Text See www.icsi.edu]
Appendix 34 - The Companies (Particulars of Employees) Rules, 1975
Appendix 35 - The Companies (Passing of the Resolution by Postal Ballot) Rules, 2001
Appendix 36 - Director's Relatives (Office or Place of Profit) Rules, 2003
Appendix 37 - The Companies (Preservation and Disposal Of Records) Rules, 1966
[Secretarial Standard Issued By the Institute of Company Secretaries of India (ICSI)]
37( I). Ss 4 Registers and Records [For Text See www.icsi.edu]
Appendix 38 - The Disposal of Records (In the Offices of The Registrars of Companies) Rules, 2003
Appendix 39 - The Offices of the Company Law Board Benches (Destruction of Records) Rules, 1980
Appendix 40 - The Offices of the Regional Directors (Destruction Of Records) Rules, 1976
Appendix 41 - The Companies Liquidation Accounts Rules, 1965
Appendix 42 - The Companies (Official Liquidator' S Accounts) Rules, 1965
Appendix 43 - The Land Acquisition (Companies) Rules, 1963
Appendix 44 - The Producer Companies (General Reserves) Rules, 2003
Appendix 45 - The Unlisted Companies (Issue of Sweat Equity Shares) Rules, 2003
Appendix 46 - The Unlisted Public Companies (Preferential Allotment) Rules, 2003
Appendix 47 - The Emblems and Names (Prevention of Improper Use) Act, 1950 (12 of 1950)
Appendix 48 - The Sick Industrial Companies (Special Provisions) Repeal Act, 2003(1 of 2004)
Appendix 49 - The Companies (Director Identification Number) Rules, 2006
Appendix 50 - The Information Technology Act, 2000(21 of 2000)
Appendix 51 - The Companies (Accounting Standards) Rules, 2006
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Author Details
Author - C.R. Datta, M.Com., LL.B. (Cal), A.T.I.I. (Eng.), D.I.A. (Lond.), Bar-at-Law, Lincoln’s Inn, Ex Senior Lecturer, Calcutta University College
Learned Author Shri C.R. Datta, M.Com., LL.B. (Cal.), A.T.I.I. (Eng.), D.I.A. (Lond.), Barrister-at-Law, Lincoln's Inn and Ex-Senior Lecturer, Calcutta University Law College, is a practising Barrister, an eminent and well-known Authority and renowned Author of this masterwork Datta on the Company Law, which is an imperishable monument to h is profound knowledge, learning and industry,
He is a practising Barrister and his experience from Court cases, arguments of eminent Lawyers and observations of Hon'ble. Judges has been profitably utilised in enhancing the quality of this greatly popular masterwork - A distinctive feature. Thus there has been a practical approach to the needs of the readers.
With many years' experience as Senior Lecturer, Calcutta University Law College and visiting Lecturer of banks and other institutions behind him and his association with companies and managerial personnel, the Author has the necessary insight into practical problems of the esteemed and learned readers to provide simple, quick and instant answers to the points that need to be clarified.
Learned Author has attempted to make this highly acclaimed, widely appreciated, greatly popular, most comprehensive and authoritative masterwork oil Company Law, easily understandable, unique, first of its kind and of read practical help.
With Accounting & Auditing Practices by Kamal Gupta, Ph.D., FCA, AICWA
Kamal Gupta was the Technical Director of the Institute of Chartered Accountants of India (ICAI) for 18 years. He is a fellow member of 1C AI and also a member of the Institute of Cost and Works Accountants of India. He has a Ph.D in Business Management and has made significant contribution to the laying down and implementation of auditing and accounting standards in India, lie has also been the technical advisor to the Indian representatives on international bodies entrusted with the task of laying down international accounting standards as well as auditing standards. At present, Dr. Kamal Gupta is a freelance consultant and academician. Also, he is a member of the Board of Directors of a number of companies.
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