Companies (Central Government's) General Rules and Forms (Second Amendment) Rules, 1997 – Substitution of Form Nos. 34AA and 34B in Annexure A to the Companies (Central Government's) General Rules and Forms, 1956 - GSR 126(E). - Companies Law

MINISTRY OF FINANCE (Department of Company Affairs) NOTIFICATION New Delhi, the 1st March, 1997 Subject:- Companies (Central Government's) General Rules and Forms (Second Amendment) Rules, 1997 Substitution of Form Nos. 34AA and 34B in Annexure A to the Companies (Central Government's) General Rules and Forms, 1956 GSR 126(E).- In exercise of powers conferred by clauses ( a ) and ( b ) of sub-section (1) of section 642 of the Companies Act, 1956 (1 of 1956) and all other powers hereunto enabling, the Central Government hereby makes the following rules further to amend the Companies (Central Government's) General Rules and Forms, 1956, namely : (1) These rules may be called the Companies (Central Government's) General Rules and Forms (Second Amendment) Rules, 1997. (2) They shall come into force on the first day of March, 1997. 2. In Annexure A to the Companies (Central Government's) General Rules and Forms, 1956, for Form No. 34AA and Form No. 34B the following Forms shall be substituted, namely : FORM NO. 34AA [Please see section 370] Instructions 1. Application complete in all respects to be sent to the Secretary, Department of Company Affairs, Government of India, Shastri Bhawan, 5th Floor, "A" Wing, New Delhi - 110 001. 2. The application form should be accompanied by the requisite amount of fee/evidences of payment of fee paid in terms of the Companies (Fees on applications) Rules, 1968. Fee be preferably paid by Bank Draft/Banker's Cheque in favour of the "Pay and Accounts Officer, Department of Company Affairs, New Delhi", payable at Delhi. 1. Authorised Capital of the Co. Rs . 2. Amount of Fee paid Rs . 3. Details of DD/Bankers' Cheque/Challan : Bank : Station : No. : Date : (As on : ..) Particulars Lending Company Borrowing Company (Applicant Company) (to the extent applicable) 1 2 3 4. Name and address 5. Existing business 6. Profit earned/Losses suffered during last 3 years 7. Management Structure and Shareholding e pattern (to be attached alongwith application) (to be attached alongwith the application) 8. Amount of loan pro- posed to be given and for what purpose: 9. Rate of interest proposed to be charged. 10. Nature and value of Security offered by the borrower. 11. Whether there has been any default in the repayment of any deposit or part thereof or any interest thereupon in accordance with the terms and conditions of such deposit referred to in section 58A of the Companies Act, 1956. If yes, the details thereof. 12. Whether the applicant Company has passed the requisite special resolution; if so, a copy of the resolution is to be attached. 13. Availability of funds with the applicant Company: As on Details Amount Remarks 1 2 3 ( a ) Subscribed capital/paid up capital ( b ) Free reserves (to be listed) ( c ) Total ( d ) Existing Investments ( e ) Loans/deposits already lent by the Company ( f ) Amount of Loan involved in this proposal ( g ) Total (e + f + g) ( h ) Percentage of Column ( g ) in relation to Column ( c ) Verification It is hereby certified that the information given above and in the attached documents are true to the best of my knowledge and belief. Station: Signature Date: Designation FORM NO. 34B [Please see section 372] Instructions 1. Application complete in all respects to be sent to the Secretary, Department of Company Affairs, Government of India, Shastri Bhavan, 5th Floor "A" Wing, New Delhi 110 001. 2. The application form should be accompanied by the requisite amount of fee/evidences of payment of fee paid terms of the Companies (Fees on Applications) Rules, 1968. Fee be preferably paid by Bank Draft/Banker's Cheque in favour of the "Pay and Accounts Officer, Department of Company Affairs, New Delhi", payable at Delhi. 1. Authorised Capital of the Company Rs . 2. Amount of Fee paid Rs . 3. Details of DD/Bankers' Cheque/Challan : Bank : Station : No. : Date : Particulars Lending Company Borrowing Company (Applicant Company) (to the extent applicable) 1 2 3 4. Name and address 5. Existing and proposed business 6. Shareholding pattern and Management Structure 7. Whether listed (to be attached alongwith application) (to be attached alongwith the application) 8. Details of the proposed investment (Indicate number of shares to be acquired, face value, premium (if any) and total value.) 9. Sources from which investment is proposed to be funded. Amount Rs./US $ ( a ) From Internal Accruals : ( b ) By expanding capital base : ( c ) EXIM Bank Loan: ( d ) By transfer Assets/Property/Undertaking: ( e ) Any other method (to be specified): Total: 10. Whether the Members and the Board of Directors of the Applicant company have Passed Resolutions, as required under section 372(4) and (5) for making the proposed investment. 11. In case the investee company is going to take up a new project: indicate broad areas of operation: 12. Valuation of Shares of the investee company : (To be submitted where shares are being acquired at a premium or when the investee company is a loss making company. A Certificate from a Chartered Accountant/Approved Valuer to be attached) ( i ) Market Value: ( ii ) Yield Value: ( iii ) Break-up Value: ( iv ) Fair Value: 13. Justification for purchase of shares at premium/higher value than fair value. 14. Availability of funds with the applicant company: As on Details Amount Remarks 1 2 3 ( a ) Subscribed capital/paid up capital ( b ) Free reserves (to be listed) ( c ) Total ( d ) Loan/deposits already lent by the Company ( e ) Existing Investments ( f ) Investment involved in this proposal ( g ) Total: (d + e + f) ( h ) Percentage of Column ( g ) in relation to Column ( h ) 15. If the applicant company already holds shares of the investee company, indicate the percentage of this holding with, reference to total paid up share capital of the investee company. Indicate the percentage of shares applicant company will hold in the investee company after the proposed investment takes place. 16. Whether there has been any default in the repayment of any deposit or part thereof or any interest thereupon in accordance with the terms and conditions of such deposit referred to in section 58A of the Companies Act, 1956. If yes, the details thereof. List of documents to be attached (to the extent applicable) (1) Latest available Audited Accounts with Auditors, Report and Directors' Report of both the applicant company and the investee company. (2) Copies of the resolutions passed under section 372(4) and section 372(5) by the applicant company. (3) A copy of the resolution under section 81(1A) passed by the investee company. (4) Copies of approval of Foreign Collaboration agreement by Ministry of Industry, and approval of Reserve Bank of India. (5) Copy of the resolution( s ) under section 293 where transfer of under takings is involved. Verification It is hereby certified that the information given above and in the attached documents are true to the best of my knowledge and belief. Place: Signature : Date : Name : SEAL: Designation: [File No. 1/4/97-CL. V] R.D. JOSHI, Jt. Secy. Note : The Principal rules were published vide S.R.O. 432 dated 18-2-56 and subsequently amended by :- 1. SRO 2535 dated 1-1 1-1956 2. SRO 3135 dated 21-12-1956 3. SRO 237 dated 19-1-1957 4. SRO 2105 dated 29-1-1957 5. SRO 3038 dated 28-09-1957 6. SRO 3867 dated 7-12-1957 7. GSR 48 dated 22-2-1958 8. GSR 723 dated 23-8-1958 9. GSR 750 dated 30-8-1958 10. GSR 1026 dated 1-11-1958 11. GSR 14 dated 3-1-1959 12. GSR 548 dated 9-5- 1959 13. GSR1140 dated 17-10-1959 14. GSR 1224 dated 7-11-1959 15. GSR 1364 dated 12-12-1959 16. GSR 220 dated 27-2-1960 17. GSR 595 dated 28-5-1960 18. GSR 195 dated 18-2-1961 19. GSR 814 dated 24-6-1961 20. GSR 1105 dated 9-9-1961 21. GSR 1408 dated 25-11-1961 22. GSR 653 dated 12-5-1962 23. GSR 344 dated 2-3-1963 24. GSR 628 dated 13-4-1963 25. GSR 97 dated 16-1-1965 26. GSR 822 dated 12-6-1965 27. GSR 1570 dated 30-10-1965 28. GSR 368 dated 19-3-1966 29. GSR 421 dated 18-3-1966 30. GSR 499 dated 9-4-1966 31. GSR 743 dated 2 1-5-1966 32. GSR 847 dated 4-6-1966 33. GSR 1266 dated 13-8-1966 34. GSR 130 dated 20-1-1968 35. GSR 667 dated 30-6-1973 36. GSR 327(E) dated 10-6- 1975 37. GSR 414(E) dated 16-7-1975 38. GSR 2596 dated 1-11-1975 39. GSR 2828 dated 13-12-1975 40. GSR 154 dated 31-1-1976 41. GSR 248 (E) dated 24-3-1976 42. GSR 627 dated 14-5-1977 43. GSR 24(E) dated 9-1-1979 44. GSR 1256 dated 6-10-1979 45. GSR 555(E) dated 4-9-1982 46. GSR 479(E) dated 22-4- 1988 47. GSR 694(E) dated 10-6-1988 48. GSR 782(E) dated 13-7-1988 49. GSR 908(E) dated 7-9-1988 50. GSR 1032(E) dated 26-10-1988 51. GSR 449(E) dated 17-4-1989 52. GSR 510(E) dated 24-5-1990 53. GSR 795(E) dated 18-9-1 990 54. GSR 289(E) dated 31-5-1991 55. GSR 614 (E) dated 3-10-1991 56. GSR 754(E) dated 26-12-1991 57. GSR 312(E) dated 6-3-1992 58. GSR 353(E) dated 26-3-1992 59. GSR 484(E) dated 11-5-1992 60. GSR 581(E) dated 27-8-1993 61. GSR 62 1(E) dated 24-9-1993 62. GSR 286(E) dated 1-3- 1994 63. GSR 598(E) dated 28-7-1994 64. GSR 697(E) dated 20-9-1994 65. GSR 283(E) dated 21-3-1995 66. GSR 424(E) dated 26-5-1995 67. GSR 25 1(E) dated 21-6-1996 68. GSR 9703 dated 28-2-1997