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Highlights of Companies Bill 2011

470 clauses 7 schedules 29 chapters New chapters

Registered valuers Government companies Companies to furnish information or statistics

National Company Law Tribunal Special Courts

Empowers Government to make rules

Self regulatory process and stringent compliance

One Person company

Maintenance and inspection of documents in

electronic form Option of keeping books in electronic form Financial statements to be placed on companys website Holding of board meetings through video conferencing etc Voting through electronic means

Key managerial Personal

Resignation of director

Duties of director

Audit committee Remuneration committee

Independent directors not to get stock options

Board meeting notice 7 days shorter notice

independent director

Secretarial Standards Secretarial Audit

Functions of Company Secretary

Rotation of auditors and audit firms

Cost Records Clause 148 Cost records to be mandated for companies engaged in

production of such goods or rendering of such services as may be prescribed. The concept of cost auditing standards being mandated

Investor protection measures


Definition of promoter included More disclosures in the board report

Insider trading
Women director

Corporate social responsibility Related party transactions Share capital and debentures Inspection, enquiry and investigation Class action suits Serious Fraud Investigation Office Restructuring and Liquidation Registered Valuers National Company Law Tribunal Compounding of certain offences

Special Courts
Adjudication of Penalty Dormant Companies

Mediation and Conciliation Panel

Thank You