Section 391 (2) closure of place of business by a Foreign Company. — req. - Companies Law - 01/2017

General Circular No. 01/2017 F. No. 1/23/2013-CL-V Government of India Ministry of Corporate Affairs 5th Floor, 'A' Wing, Shastri Bhawan, Dr. R. P. Road, New Delhi Dated: 22th February, 2017 To All RDs, All ROCs, The Stakeholders. Sub: Section 391 (2) closure of place of business by a Foreign Company. - req. Sir, Sub-Section (2) of Section 391 of the Companies Act, 2013, states that the provisions of Chapter XX shall apply mutatis mutandis for closure of the place of business of a foreign company in India as if it were a company incorporated in India. These provisions have been brought into force on 15 th December, 2016. Stakeholders have sought clarification with regard to scope of application of the said sub-section. 2. The matter has been examined in the Ministry and it has been noted that sub-section (1) and sub-section (2) of section 391 needs to be read harmoniously. Accordingly, it is clarified that provisions of sub-section (2) of Section 391 of the Companies Act, 2013 would apply only in case of a foreign company which has issued prospectus or IDRs pursuant to provisions of Chapter XXII of Companies Act, 2013 . 3. This issues with the approval of Competent Authority. Yours faithfully, (Sudhir Kapoor) Deputy Director Ph.-23386065