The Government of India, Ministry of Corporate Affairs vide its notification dated 05th March 2021 has amended the Companies (Management and Administration) Amendment Rules, 2021.
GOVERNMENT OF INDIA
MINISTRY OF CORPORATE AFFAIRS
NOTIFICATION
New Delhi, 5th March, 2021
G.S.R-(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 Companies (Management and Administration) Rules, 2014, namely:-
1. Short title and commencement.-
(1) These rules may be called the Companies (Management and Administration) Amendment Rules, 2021.
(2) They shall come into force on the date of their publication in the Official Gazette.
2. In the Companies (Management and Administration) Rules, 2014,(herein after referred as the said rules), in rule 11, for sub-rule (1), the following sub-rule shall be substituted, namely:-
“(1) Every company shall file its annual return in Form No.MGT-7 except One Person Company (OPC) and Small Company. One Person Company and Small Company shall file annual return from the financial year 2020-2021 onwards in Form No.MGT-7A”;
(a). in the said rules, for rule 12, the following rule shall be substituted, namely,-
“12. Filing of Annual Return with Registrar.- A copy of the annual return shall be filed with the Registrar with such fees as may be specified for this purpose.”
(b) in the said rules, in rule 20, after proviso in sub-rule (2), the following explanations shall be numbered namely:-
Explanation-I – For the purposes of this rule, “Nidhi” means a company which has been incorporated as a Nidhi with the object of cultivating the habit of thrift and savings amongst its members, receiving deposits from and lending to, its members only, for their mutual benefit, and which complies with such rules as are made by the Central Government for the regulation of such class of companies.
Explanation-II – For the purposes of this rule, the expression –
(i) ‘agency’ means the National Securities Depository Limited. the Central Depository Services (India) Limited or any other entity approved by the Ministry of Corporate Affairs subject to condition that the National Securities Depository Limited, the Central Depository Services (India) Limited or such other entity has obtained a certificate from the Standardisation Testing and Quality Certification Directorate, Department of Information Technology, Ministry of Communications and Information Technology, Government of India including with regard to compliances with parameters under Explanation (vi);
(ii) ‘cut-off date’ means a date not earlier than seven days before the date of general meeting for determining the eligibility to vote by electronic means or in the general meeting;
(iii) ‘cyber security’ means protecting information, equipment, devices, computer, computer resources, communication device and information stored therein from unauthorised access, use, disclosures, disruption, modification or destruction;
(iv) ‘electronic voting system’ means a secured system based process of display of electronic ballots, recording of votes of the members and the number of votes polled in favour or against, in such a manner that the entire voting exercised by way of electronic means get registered and counted in an electronic registry in a centralised server with adequate cyber security;
(v) ‘remote e-voting’ means the facility of casting votes by a member using an electronic voting system from a place other than venue of general meeting’
(vi) ‘secured system’ means computer hardware, software, and procedure that-
(a) are reasonably secure from unauthorised access and misuse;
(b) provide a reasonable level of reliability and correct operations;
(c) are reasonably suited to performing the intended functions; and
(d) adhere to generally accepted security procedures;
(vii) ‘voting by electronic means’ includes “remote e-voting” and voting at the general meeting through an electronic voting system which may be the same as used for remote e-voting.”
(c) in the said rules, for Form No MGT-7, the following forms No MGT-7 and MGT-7A shall be substituted, namely:- (Forms Attached)
F. No. 01/34/2013 CL-V (Pt-II)
K.V.R.Murthy, Joint Secretary.
