No:
1/5/2000-CL-V
Government
of India
Ministry
of Law, Justice & Company Affairs
Department
of Company Affairs
5th
floor, `A’ Wing,
Shastgri
Bhavan,
Dr.
R.P. Road, New Delhi.
Dated 16th
November, 2000
To
All Regional Directors
All
Registrar of Companies/
All
Official Liquidators
Subject
: Fast Track Scheme under Section 560 of the Companies Act –Waiving of the
requirement for obtaining certificate from various
authorities
Sir,
Attention is drawn to this
Department’s General Circular number 10/2000 dated 20.9.2000 regarding Fast Track Scheme under Section 560 of
the Companies Act.
2. Two common problems have been highlighted by the professionals/ professional bodies in following the procedure prescribed in this Scheme.
2.1 First one relates to
getting the two affidavits prescribed by the Department signed on a stamp paper
by a Judicial Magistrate. It has
been represented before the Department that going before the Magistrate is not
easy for various reasons. The
Department has, therefore,
considered this matter in detail and a decision has been taken that the affidavit could be signed by
Magistrate or by Notary Public with Seal.
2.2 Secondly, there were, inter-alia, the following conditions (mentioned in clause (e) and (f) of General Circular 10/2000 dated 20.9.2000) to be fulfilled by a company which wishes to avail of this Scheme for strikking off its name:
n
A certificate from the auditor that the company is not
doing any business and does not owe any
amount to Tax Authorities/Banks and Financial Institutions has been
submitted.
n A clearance certificate of Tax dues (from Income Tax, Sales Tax, Excise etc.) has been attached.
Various
suggestions/representations have been received by the Department informing the
non-applicability of Income Tax Act, Sales Tax Act and Central Excise to those
companies which have not done any business since their incorporation or for a
fairly long period and problems
involved in getting these certificates by such companies. It has, therefore,
been decided that in case of companies
which have not done any business since their incorporation as well as for a
fairly longer period can give an Affidavit along with an Indemnity Bond in prescribed form on a stamped paper.
3. Further on the basis of various representations received from Companies, Professionals, Institutes, Chamber of Commerce etc. the Scheme has been extended by one month.
Yours
faithfully,
( R.N. Vaswani )
Under Secretary to the Government of India
Ph: 338 9622
AFFIDAVIT
We, the following Directors of
_____________________ Limited, (hereinafter called “the Company”), incorporated
on ___/___/_____ under the Companies Act, 1956 and having its Registered Office
at __________________________:
1.
Shri_______________,
S/o. Shri___________, residing at
___________________.
2.
Shri
______________, S/o. Shri ___________, residing at
___________________.
do solemnly
affirm as under:
1.
We are the only
directors of ________________________ Limited.
2.
The Company was
incorporated on __________________ with an object to carry on
__________________.
3.
The Company has
been inoperative right from the date of its incorporation / the past ______ years due to diverse
reasons.
4.
The Company has
assets worth Rs. _______/- in the form of cash balance / or no assets* (*strike
out the one not applicable) and has liabilities to the extent of Rs. ______ but
the creditors have waived the payment of their dues, and the waiver letters have
been enclosed / no liabilities.* (*strike out the one not
applicable)
5.
As on date the
Company is not having any dues towards Income Tax / Sales Tax / Central Excise
or any other Central or State Government Departments / Authorities or any local
authorities.
6.
The Company has
/ had no workers * (*strike out the one not applicable) as on date and no amount
is due any worker who was in the employment of the
company.
7.
In view of the
foregoing, we the Directors of the Company have decided to make an application
to The Registrar of Companies, ___________, to strike off the name of the
Company from the Registrar of Companies maintained by the said Registrar of
Companies, under Section 560 of the Companies Act, 1956.
8.
In case of any
loss(es) to any person or any valid claim from any person, if any, arising out
of the striking off the name of the Company from the Register of Companies, by the Registrar of Companies, ______,
we the Directors of the Company jointly and severally, undertake to indemnity
any person for any such losses and the indemnity bond to this effect is
enclosed.
We solemnly
affirm that this declaration is true to the best of our knowledge and belief and
that it conceals nothing and that no part of it is false.
Place:
Signature: 1.
Shri
Date:
2. Shri
INDEMNITY BOND
The Registrar
of Companies,
______________________.
1.
We Shri _______________, S/o. Shri ________________, residing at ___________and Shri
_______________, S/o. Shri __________________, residing at ____________________,
do hereby jointly and severally declare that:
(a) We are the only
Directors of _______________ Limited, a Company incorporated on ___________
under the Companies Act, 1956 whose Registered Office is situated at
__________________.
(b) That we have
mad an affidavit dated _____ the ______, _______ duly sworn before notary public
affirming that the Company _______________________ Limited, has assets worth
Rs.________/- in the form of ____________.
The Company has no liabilities.
(c) Further the
Company is not doing / carrying on any business right from the date of its
incorporation and the Company is also not intending to do any business or
commercial activity as laid down in the main objects of its Memorandum of
Association in future.
(d) Thus the
Company is defunct and is
requesting the Registrar of Companies, ___________ to strike off the name of the
Company from the Register of Companies in terms of Section 560 of the Companies
Act, 1956.
2.
In view of the
above, we do hereby undertake in writing:
(a) to pay and
settle all lawful claims arising out of the striking off the name of the
Company.
(b) to indemnify
any person for any such losses that may arise pursuant to striking off the name
of the Company.
(c) to settle all
lawful claims and liabilities which have not come to our notice at this stage,
even after the name of the Company has been struck off in terms of Section 560
of the Companies Act, 1956.
Place:
Signature: 1.
2.
Date:
WITNESSES:
1.
Signature
(Name, Father’s
name, Address & Occupation)
2.
Signature
(Name, Father’s
name, Address & Occupation)