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Definition of charge

Ø

The “charge” is no where defined in theICA 1956.

Ø “where immovable property of one

person is by act of parties or operationof law made security for payment of

money to another and the transaction

does not amount to a mortgage, the

later person is said to have a charge on

the property”.

Transfer of Property Act, 1882 under

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• DUTY OF COMPANY AS REGARDS

REGISTRATION AND RIGHT OF

INTERESTED PARTY(Section 134)

It shall be the duty of a company to filewith the Registrar for registration theparticulars of every charge created by the

company, and of every issue of debentures of a series, requiringregistration under this Part ; butregistration of any such charge may also

be effected on the application of any

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• MODIFICATION OF CHARGE

(Section 135)

Any change in terms / conditions / extentof operation of any charge alreadyregistered tantamount to modificationunder Companies Act,1956 is required to

be filed with ROC within 30 days ( within60 days with additional fee ). The saidforms will include the instrumentmodifying the original charge.

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• SATISFACTION OF CHARGE

(Section 138)

When the debt for which the charge wascreated has been paid or satisfied inwhole or in part, the company needs tolodge certain forms to obtain a certificate

of satisfaction of charges.On satisfaction of charge in full anintimation thereof shall be given to ROCwithin 30 days of satisfaction of the

charge. ROC in turn will send a show

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• ENTRIES IN THE REGISTER OF

CHARGES (Section 143)

Every company shall keep register of charges and enter therein all chargesspecifically affecting property of thecompany, giving the details of :

Date of charge

Property charged

Amount of charge

Charge holder

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• RIGHT TO INSPECT COPIES OF

INSTRUMENTS CREATING

CHARGES AND COMPANY'S

REGISTER OF

CHARGES(Section 144)

(1) The copies of instruments creatingcharges kept in pursuance of section 136,and the register of charges kept inpursuance of section 143, shall be openduring business hours to the inspection of any creditor or member of the company

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PART VI : MANAGEMENT

AND ADMINISTRATION• This part of the act covers section 146 to 424.

• General Provisions

• Directors

• Managing Agents

• Secretaries & Treasurers

•

Arbitrations, Compromises, Arrangements &Reconstructions

• Prevention Of Oppression & Mismanagement

• Constitution & Powers Of Advisory Committee

• Miscellaneous Provisions

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• 146. REGISTERED OFFICE OF

COMPANY

(1) A company shall have a registeredoffice to which all communications andnotices may be addressed.

(2) Notice of the situation of the registered

office to the Registrar who shall record thesame.

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Ø 147. PUBLICATION OF NAME BY COMPANY

(1) Every company -

(a) shall ensure that its name and the address of

its registered office are painted or affixed on theoutside of every office or place in which itsbusiness is carried on

(b) shall have its name engraved in legible

characters on its seal ; and

(c) shall have its name and the address of itsregistered office mentioned in legible charactersin all its business letters, in all its bill heads and

letter paper, and in all its notices and other

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• PUBLICATION OF AUTHORISED AS

WELL AS SUBSCRIBED AND PAID-

UP CAPITAL(Section 148)

Where any notice, advertisement or otherofficial publication of a company containsa statement of the amount of the

authorised capital of the company, suchnotice, advertisement or other officialpublication shall also contain a statementof the amount of the capital which has

been subscribed and the amount paid-up

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Ø RESTRICTIONS ON

COMMENCEMENT OF

BUSINESS(Section 149)

(1) Where a company having ashare capital has issued aprospectus inviting the public tosubscribe for its shares, thecompany shall not commenceany business or exercise any

-

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(2) Where a company having a sharecapital has not issued a prospectusinviting the public to subscribe for its

shares, the company shall notcommence any business or exerciseany borrowing powers, unless -

(a) there has been filed with the Registrar astatement in lieu of prospectus ;

(b) every director of the company has paid tothe company, on each of the shares for which

he is liable to pay in cash, a proportion equal

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