Companies (Incorporation) 2nd Amendment Rules 2021

GOVERNMENT OF INDIA 
MINISTRY OF CORPORATE AFFAIRS 
NOTIFICATION 
New Delhi, 0 February, 2021 

G.S.R (E).- In exercise of the powers conferred by sub-sections (1) and (2) of section 469 of the Companies Act, 2013 (18 of 2013), the Central Government hereby makes the following rules further to amend the Companies (Incorporation) Rules, 2014, namely: - 

1. (1) These rules may be called the Companies (Incorporation) Second Amendment Rules, 2021. 
(2) They shall come into force on the 1st day of April, 2021.

2. In the Companies (Incorporation) Rules, 2014,-

I. in rule 3,

(a) in sub-rule (1),-

(i) for the words, "and resident in India" the words "whether resident in India or otherwise" shall be substituted; 

(ii) in Explanation I, for the words "one hundred and eighty two days" the words "one hundred and twenty days" shall be substituted; 

(b) sub-rule (7) shall be omitted. 

II. for rule 6, the following rule shall be substituted, namely:-

"6. Conversion of One Person Company into a Public company or a Private company.- 

(1) The One Person company shall alter its memorandum and articles by passing a resolution in accordance with sub-section (3) of section 122 of the Act to give effect to the conversion and to make necessary changes incidental thereto.

(2) A One Person company may be converted into a Private or Public Company, other than a company registered under section 8 of the Act, after increasing the minimum number of members and directors to two or seven members and two or three directors, as the case may be, and maintaining the minimum paid-up capital as per the requirements of the Act for such class of company and by making due compliance of section 18 of the Act for conversion. 

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