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"Private company"
is defined in section 3(1)(iii) of the Act and it means a company which
has a minimum paid-up capital of one lakh rupees or such higher paid-up
capital as may be prescribed, and by its articles,
(a) restricts the right to transfer its shares, if any;
(b) limits the number of its members to fifty (50) not
including —
(i) persons who are in the employment of the company; and
(ii) persons who, having been formerly in the employment
of the company, were members of the company while in that employment and
have continued to be members after the employment ceased; and
(c) prohibits any invitation to the public to subscribe
for any shares in, or debentures of, the company: and
(d) prohibits any invitation or acceptance of deposits
from persons other than its members, directors or their relatives:
Provided that where two or more persons hold one
or more shares in a company jointly, they shall, for the purposes of this
definition, be treated as a single member;
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"Public company" is defined in section 3(1)(iv)
of the Act and it means a company which —
(a) is not a private company;
(b) has a minimum paid-up capital of five lakh rupees or
such higher paid-up capital, as may be prescribed;
(c) is a private company which is a subsidiary of a company
which is not a private company.
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"Government company" is defined in section 617
of the Act and it means any company in which not less than fifty-one per cent
of the paid-up share capital is held by the Central Government, or by any
State Government or Governments, or partly by the Central Government and
partly by one or more State Governments and includes a company which is a
subsidiary of a Government company as thus defined.
As provided by section 620 of the Act, the Central
Government may, by notification in the Official Gazette, exempt
Government companies from certain provisions or certain provisions of the Act
shall apply to them with exceptions, modifications and adaptations.
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"Foreign company " is defined in section 591 of
the Act and it means a company which
(a) is incorporated outside India and
(b) has established a place of business within India.
Within 30 days of establishment of such place of business
within India, the Foreign Company is required to submit documents/details
under section 592. Alterations and changes in these documents/details are
required to be notified within 30 days.
The provisions of sections 118 (right to obtain copies of
trust deed), 124 to 145 (registration of charges), 159 (annual returns to be
made by company), 209 (Books of account to be kept by company), 209A
(inspection of books of account of company), 233A (power of Central Government
to direct special audits in certain cases), 233B (audit of cost accounts in
certain cases), 234 to 246 (power of Registrar to call for information etc.)
apply to such foreign company.
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"Company limited by
guarantee" is defined in section
12(2)(b) of the Act and it means a company having the liability of its
members limited by the memorandum to such amount as the members may
respectively undertake by the memorandum to contribute to the assets of the
company in the event of its being wound up. Such company could be a
"company limited by guarantee and not having share capital" or a
"company limited by guarantee and having a share capital".
The Memorandum and Articles of Association of such
companies are as per Tables C and D of Schedule I of the Act, respectively.
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" Unlimited
Company"
is defined in section 12(2)(c) of the
Act and it means a company not having any limit on the liability of its
members. The liability of a member extends to the whole amount of company’s
debts and liabilities but the member will be entitled to claim contribution
from other members. The Memorandum and Articles of such company is as per
Table E of Schedule I of the Act.
"Producer
Company"
is defined in section 581A of the Act
and it means a body corporate having objects or activities specified in
section 581B and registered as Producer Company under this Act.
Section 581B
(1) The objects of the producer company shall relate to all
or any of the following matters, namely–
(a) production, harvesting, procurement, grading,
pooling, handling, marketing, selling, export of primary produce of the
Members or import of goods or services for their benefit.
Provided that Producer Company may carry on any of
the activities specified in this clause either by itself or through other
institution.
(b) processing including preserving, drying, distilling,
brewing, vinting, canning and packaging of produce of its members.
(c) manufacture, sale or supply of machinery, equipment
or consumables mainly to its members.
(d) providing education on the mutual assistance
principles to its members and others;
(e) rendering technical services, consultancy services,
training, research and development and all other activities for the
promotion of the interest of its members;
(f) generation, transmission and distribution of power,
revitalisation of land and water resources, their use, conservation and
communications relatable to primary produce;
(g) insurance of producers or their primary produce;
(h) promoting techniques of mutuality and mutual
assistance;
(i) welfare measures or facilities for the benefit of
members as may be decided by the Board;
(j) any other activity, ancillary or incidental to any of
the activities referred to in clauses (a) to (i) or other activities which
may promote the principles of mutuality and mutual assistance amongst the
members in any other manner;
(k) financing of procurement, processing, marketing or
other activities specified in clauses (a) to (j) which include extending of
credit facilities or any other financial services to its members.
(2) Every Producer Company shall deal primarily with the
produce of its active Members for carrying out any of its objects specified in
this section.
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Companies with licence under section 25
(1) Where it is proved to the satisfaction of the
Central Government that an association—
(a) is about to be formed as a limited company for
promoting commerce, art, science, religion, charity or any other useful
object, and
(b) intends to apply its profits, if any, or other income
in promoting its objects, and to prohibit the payment of any dividend to its
members,
the Central Government may, by licence, direct that the
association may be registered as a company with limited liability, without
the addition to its name of the word "Limited" or the word "Private
Limited".
(2) The association may thereupon be registered accordingly
and on registration shall enjoy all the privileges and (subject to the
provisions of this section) be subject to all the obligations, of limited
companies.
Such companies are generally associations, clubs or
chambers of commerce.
The Central Government has conferred powers under
section 25(6) to exempt or modify certain provisions of the Act in
relations to such companies.
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Holding & Subsidiary Company
According to Sec. 2(19) "holding company" means a
holding company within the meaning of section 4 of the Act;
According to Sec. 2(47) "subsidiary company" or
"subsidiary" means a subsidiary company within the meaning of Section 4 of the
Act.
Sec. 4. of the Act states,
(1) For the purposes of this Act, a company shall, subject
to the provisions of sub-section (3), be deemed to be a subsidiary of
another if, but only if —
(a) that other controls the composition of its Board of
directors; or
(b) that other —
(i) where the first-mentioned company is an existing
company in respect of which the holders of preference shares issued before
the commencement of this Act have the same voting rights in all respects
as the holders of equity shares, exercises or controls more than half of
the total voting power of such company;
(ii) where the first-mentioned company is any other
company, holds more than half in nominal value of its equity share
capital; or
(c) the first-mentioned company is a subsidiary of any
company which is that other’s subsidiary.
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Limited Liability Partnership (LLP)
It may be noted that LLP is not a Company under the
Companies Act, 1956 but it is defined under section 2(1)(n) of the Limited
Liability Partnership Act, 2008 as a "partnership formed and registered under
the Limited Liability Partnership Act, 2008".
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