Company Law

Company records, statutory filings and corporate compliance.

StateTopic

Company Law

296 articles

Section 126 pending-transfer dividends, rights and bonus shares2026-10-23

Pending Share Transfers: Section 126 Dividend Payments, Rights Offers and Bonus Holds

Pending share-transfer registration requires separate treatment for dividends and share benefits. Apply the registered-holder written-authorisation exception carefully, then reconcile cash, rights and bonus holds by affected lot.

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Section 151 and Rule 7 small-shareholder director proposals2026-10-23

Small-Shareholder Directors: Section 151 Nominal Holdings, Rule 7 Support and Candidate Checks

For a listed company’s small-shareholder director proposal, count eligible shareholders using nominal holdings, calculate the lower-of support threshold, and separately validate the candidate, timing and appointment process.

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Section 119: inspection and copies of general-meeting minutes2026-10-23

Members’ Access to General-Meeting Minutes: Section 119, Seven Working Days and Free Soft Copies

A company member can inspect general-meeting and postal-ballot minutes without an inspection charge. Copy requests have a seven-working-day standard, a capped page fee and a free-soft-copy rule for the immediately preceding three financial years. Keep the access route separate from Board minutes.

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Board circular resolutions: majority and meeting-request arithmetic2026-10-23

Section 175 Board Circulation: Count Eligible Approvals and the One-Third Meeting Request Separately

A majority of directors entitled to vote must approve a circular resolution, but one-third of the total directors can require a Board meeting. Separate the two denominators, vacancies, voting exclusions and individual resolutions before recording the result.

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Section 115 and Rule 23: special notice2026-10-23

Special Notice Under Section 115: Member Thresholds, Fourteen Clear Days and the Company’s Seven-Day Notice

Special notice is a procedural requirement separate from the voting majority for a special resolution. Apply section 115 with current Rule 23: check the signatories, alternative 1%/₹5 lakh tests, the members’ timing window and the company’s separate seven-clear-day communication.

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Section 124: Unpaid Dividend Account controls2026-10-23

Unpaid Dividends under Section 124: The 30-Day, Seven-Day and 90-Day Clocks and 12% Interest

A declared dividend remaining unpaid or unclaimed after thirty days requires a timely transfer to an Unpaid Dividend Account. Reconcile failed payments, calculate the separate transfer and statement deadlines, and compute 12% default interest on the actual untransferred balance.

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General meetings: section 109 poll demands2026-10-23

Demanding a Poll Under Section 109: Voting-Power Tests, the 48-Hour Limit and MGT-12/13

A qualifying demand for a poll cannot be tested by the number of hands in the room. Apply section 109’s alternative voting-power and paid-up-share tests, record the exact demand time, and preserve the Rule 21 polling and scrutiny trail.

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Company Register Location and Inspection2026-10-22

Company Registers under Section 94: Alternate-Location Headcounts, Inspection Fees and Privacy Redactions

Apply the strict local-member threshold for an alternate register location, file the required special resolution and distinguish inspection, extracts and supplied copies with current privacy restrictions.

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Company Register Closure under Section 91: The 30-Day Test, Annual 45-Day Cap and Notice Evidence

Plan register closure with separate continuous and annual day counts, the correct Rule 10 notice route and a reproducible compliance record. Includes standard-rate penalty illustrations.

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Employee Share Trust Funding and Voting Disclosures2026-10-22

Employee Share Trusts: Rule 16 Funding Ceiling, Registered Valuation and Trustee Checks

Review employee-share trust funding: scheme approval, the 5% aggregate ceiling, listed/unlisted acquisition routes, trustee exclusions and Board’s report voting disclosures.

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Share Capital Alteration Notice SH-72026-10-22

Section 64 and SH-7: Reconcile Capital Changes Before the Thirty-Day Notice

A reporting-focused guide to section 64 and SH-7: reconcile authorised and paid-up capital, consolidation, subdivision, eligible cancellation and redemption before filing.

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Partly Paid Share Calls and Advances2026-10-22

Partly Paid Shares: Uniform Calls under Section 49 and Advances under Section 50

Reconcile calls and collections on partly paid shares: section 49 class populations, articles authority for advances, unpaid headroom, later applications and the section 50 voting restriction.

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