Insertion of Rules 4CCC, 5C and 5D and Forms 2B and 4A in the Companies (Central Governments) General Rules and Forms, 1956 - GSR 23(E), - Companies Law

NOTIFICATION NO. GSR 23(E), DATED 12-1-1999, ISSUED BY THE DEPARTMENT OF COMPANY AFFAIRS Subject:- Insertion of Rules 4CCC, 5C and 5D and Forms 2B and 4A in the Companies (Central Governments) General Rules and Forms, 1956 G.S.R. 23(E). - In exercise of the powers conferred by clauses ( a ) and ( b ) of sub-section (1) of section 642 of the Companies Act, 1956 (1 of 1956), read with sub section (11) of section 58 A, sub-section (6) of section 77A and section 109A of the Companies Act, 1956, the Central Government hereby makes the following rules further to amend the Companies (Central Government's) General Rules and Forms, 1956, namely : 1. (1) These Rules may be called the Companies (Central Government's) General Rules and Forms (Amendment) Rules, 1999 (2) They shall come into force on the date of their publication in the Official Gazette. 2. In the Companies (Central Government's ) General Rules and Forms, 1956, (1) after rule 4CC, the following rule shall be inserted, namely : " 4CCC . Section 58A - For the purposes of sub-section (11) of section 58A, a nomination shall be in Form 2B, set forth in Annexure A."; (2) after rule 5B, the following rules shall be inserted, namely : " 5C . Section 77A For the purposes of sub-section (6) of section 77A , a declaration of solvency shall be in Form 4A set forth in Annexure A." " 5D . Section 109A For the purposes of section 109A(1) a nomination shall be in Form 2B, set forth in Annexure A. (3) in Annexure A(i) after Form 2A, the following Form shall be inserted, namely: "FORM 2B (See rules 4CCC and 5D) Nomination Form (To be filled in by individual applying singly or jointly) (if jointly, only upto two persons) I/We and the holders of Shares/ Debentures/Deposit Receipt bearing numbers) ..of M/s .wish to make a nomination and do hereby nominate the following person in whom all rights of transfer and/or amount payable in respect of shares/ debentures/deposits shall vest in the event of my/ our death. Name and Address of Nominee Name: . Address : . . . . Date of Birth* . (*to be furnished in case the nominee is a minor) **The Nominee is a minor whose guardian is---- ..Name and Address . ("To be deleted if not applicable) Signature : .. Name : .. Address .. .. .. Date: .. .. Signature: .. Name: .. Address: .. .. .. .. Date: .. Signature of two Witnesses Name and Address Signature with date 1. 2. INSTRUCTIONS 1. The Nomination can be made by individuals only applying/ holding shares/debentures on their own behalf singly or jointly upto two persons. Non-individuals including society, trust, body corporate, partnership firm, Karta of Hindu Undivided Family, holder of power of attorney cannot nominate. If the shares are held jointly all joint holders will sign the nomination form. 2. A minor can be nominated by a holder of shares/debentures/ deposits and in that event the name and address of the Guardian shall be given by the holder. 3. The nominee shall not be a trust, society, body corporate, partner ship firm, Karta of Hindu Undivided Family or a power of attorney holder. A non-resident Indian can be a nominee on re-patriable basis. 4. Nomination stand rescinded upon transfer of share/debenture or repayment/renewal of deposits made. 5. Transfer of share/debenture in favour of a nominee and repayment of amount of deposit to nominee shall be a valid discharge by a company against the legal heir."; ( ii ) after Form 4, the following Form shall be inserted, namely : "FORM NO. 4A (See rule 5C) Declaration of solvency Name of the Company: . Address (Regd. Office): . . . . Presented by : (name) (Designation) We, . of ..and of .being all the directors of M/s ..do solemnly affirm and declare that we have formed the opinion affirm and declare that we have formed the opinion that the company is capable of meeting its total liabilities and that the company will not be rendered insolvent within a period of one year from the date of making this declaration. We append a statement of company's assets and liabilities as at . being the latest date before making of this declaration (Annexure -I). We further declare that the company's audited annual accounts including the Balance Sheet have been filed upto date with the Registrar of Companies . Signature .. Name .. Managing Director Signature .. Name .. Directors .. Signature .. Name .. Directors .. Verification And we make this solemn declaration believing the same to be true. We solemnly declare that we have made a full enquiry into the affairs of the company including assets and liabilities of this company and that having done so and having noted that the shareholders by a special resolution have approved the buy-back of . ( .) (in words) number of shares/securities as per the provisions of the section 77A of the Companies Act, 1956, as inserted by the Companies (Amendment) Ordinance, 1999 (1 of 1999) Verified this day the day of ., 19 . Signature .. Name .. Managing Director Signature .. Name .. Directors .. Signature .. Name .. Directors .. Solemnly affirmed and declared at .the ..day of .............................................. 19 . before me. Commissioner for Oaths and Notary Public or Justice of the Peace ANNEXURE I STA TEMENT OF ASSETS AND LIABILITIES Statement as at ..19 ..showing assets at estimated realisable values and liabilities expected to rank. Name of the Company : . Assets Book Value Estimated to Realise 1. Balance at Bank 2. Cash in hand 3. Marketable Securities 4. Bills Receivables 5. Trade Debtors 6. Loans Advances 7. Unpaid Calls 8. Stock-in-trade 9. Work-in-Progress viz, 10. Freehold Property 11. Leasehold Property 12. Plant Machinery 13. Furniture, fittings, utensils etc. 14. Patents, Trade Marks, etc. 15. Investments other than Marketable Securities 16. Other Property viz. Total: Liabilities Estimated to rank for payment (to the nearest rupee) 1. Secured on specific assets viz.; .. 2. Secured by floating charge(s), viz.; .. 3. Estimated cost of liquidation and other expenses including interest accruing until payment of debts in full. 4. Unsecured creditors (amounts estimated to rank for payment) ( a ) Trade accounts ( b ) Bills payable ( c ) Accrued Expenses ( d ) Other liabilities .. .. ( e ) contingent liabilities .. .. .. .. Total: Total estimated value of assets Rs . Total Liabilities Rs . Estimated surplus after paying debts in full debts in full Rs . Remarks Signature .. Name .. Managing Director Signature .. Name .. Directors .. Signature .. Name .. Directors .. Place: . Dated: . *The period to be filled in should not exceeds 3 years".