PRTVS117

http://dca.nic.in/bill/PRTVS117.HTM

THE COMPANIES BILL, 1997 PART V

REGISTRATION OF CHARGES
SECTIONS : 116-123 116.Endorsement of certificate of registration on debenture or certificate of debenture stock.- 1) The company shall cause a copy of every certificate of registration given under sub-section (8) of section 115, to be endorsed on every debenture or certificate of debenture stock which is issued by the company and the payment of which is secured by the charge so registered: Provided that nothing in this sub-section shall be construed as requiring a company to cause a certificate of registration of any charge so given to be endorsed on any debenture or certificate of debenture stock issued by the company before the charge was created. (2) If any person knowingly delivers, or wilfully authorises or permits the delivery of, any debenture or certificate of debenture stock which, under the provisions of sub-section (1), is required to have endorsed on it a copy of a certificate of registration without the copy being so endorsed upon it, he shall, without prejudice to any other liability, be punishable with fine which may extend to ten thousand rupees. 117 Duty of company as regards registration and right of interested party.- . (1) It shall be the duty of a company to file with the Registrar for registration the particulars of every charge created by the company, and of every issue of debentures of a series, requiring registration under this Part; but registration of any such charge may also be effected on the application of any person interested therein. (2) Where registration is effected on the application of some person other than the company, that person shall be entitled to recover from the company the amount of any fees properly paid by him to the Registrar on the registration. (3) Whenever the terms or conditions, or the extent or operation, of any charge registered under this Part are or is modified, it shall be the duty of the company to send to the Registrar the particulars of such modification, and the provisions of this Part as to registration of a charge shall apply to such modification of the charge. (4) The auditor of a company appointed under section 183 or the secretary of the company appointed under section 259 or a secretary in whole-time practice shall issue a certificate that all the charges created by the company have been brought on record and that they had been duly registered under this Part.. (5) Where the certificate given under sub-section (4) is proved to be false in any material particulars, the auditor or the secretary, as the case may be, shall be punishable with a fine which may extend to fifty thousand rupees 118 Entry in register of charges of appointment of receiver or manager.- ..(1) If any person obtains an order for the appointment of a receiver of, or of a person to manage, the property of a company, or if any person appoints such receiver or person under any powers contained in any instrument, he shall, within thirty days from the date of the passing of the order or of the making of the appointment under the said powers, give notice of the fact to the Registrar; and the Registrar shall, on payment of the prescribed fee, enter the fact in the register of charges. Create PDF with GO2PDF for free, if you wish to remove this line, click here to buy Virtual PDF Printer
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PRTVS117

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(2) Where any person so appointed under the powers contained in any instrument ceases to act as such, he shall, on so ceasing, give to the Registrar notice to that effect; and the Registrar shall enter the notice in the register of charges. (3) If any person makes default in complying with the requirements of sub-section (1) or (2), he shall be punishable with fine which may extend to five hundred rupees for every day during which the default continues. 119. Company to report satisfaction and procedure thereafter.- (1) The company shall give intimation to the Registrar of the payment or satisfaction, in full, of any charge relating to the company and requiring registration under this Part, within thirty days from the date of such payment or satisfaction: Provided that the Registrar may allow intimation to be given as aforesaid within sixty days next following the expiry of the said period of thirty days on payment of such additional fee not exceeding ten times the amount of fee, as the Registrar may determine if the company satisfies the Registrar that it had sufficient cause for not giving the intimation within the said period. (2) The Registrar shall, on receipt of such intimation, cause a notice to be sent to the holder of the charge calling upon him to show cause within a time (not exceeding fourteen days) specified in such notice, why payment or satisfaction should not be recorded as intimated to the Registrar. (3) If no cause is shown, the Registrar shall order that a memorandum of satisfaction shall be entered in the register of charges. (4) If cause is shown, the Registrar shall record a note to that effect in the register, and shall inform the company that he has done so. (5) Nothing in this section shall be deemed to affect the power of the Registrar to make an entry in the register of charges under section 120 otherwise than on receipt of an intimation from the company. 120 Power of Registrar to make entries of satisfaction and release in absence of intimation from company.- ..The Registrar may, on evidence being given to his satisfaction with respect to any registered charge,(a) that the debt for which the charge was given has been paid or satisfied in whole or in part; or (b) that part of the property or undertaking charged has been released from the charge or has ceased to form part of the company's property or undertaking; enter in the register of charges a memorandum of satisfaction in whole or in part, or of the fact that part of the property or undertaking has been released from the charge or has ceased to form part of the company's property or undertaking, as the case may be, notwithstanding the fact that no intimation has been received by him from the company. (2) Where the Registrar enters a memorandum of satisfaction in whole or in part, in pursuance of section 119 or this section, he shall furnish the company with a copy of the memorandum 121 Rectification by Company Law Tribunal of register of charges.- . (1) The Company Law Tribunal , on being satisfied(a) that the omission to file with the Registrar the particulars of any charge created by a company or of any charge subject to which any property has been acquired by the company or of any modification of any such charge or of any issue of debentures of a series, or that the omission to register any charge within the Create PDF with GO2PDF for free, if you wish to remove this line, click here to buy Virtual PDF Printer
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PRTVS117

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time required by this Part, or that the omission to give intimation to the Registrar of the payment or satisfaction of a charge, within the time required by this Part, or that the omission or misstatement of any particular with respect to any such charge, modification or issue of debentures of a series or with respect to any memorandum of satisfaction or other entry made in pursuance of sections 119 and 120, was accidental or due to inadvertence or to some other sufficient cause or is not of a nature to prejudice the position of creditors or shareholders of the company; or (b) that on other grounds it is just and equitable to grant relief; may on the application of the company or any person interested and on such terms and conditions as seem to the Company Law Tribunal just and expedient, direct that the time for the filing of the particulars or for the registration of the charge or for the giving of intimation of payment or satisfaction shall be extended or, as the case may require, that the omission or misstatement shall be rectified. (2) The Company Law Tribunal may make such order as to the costs of an application under sub-section (1) as it thinks fit. (3) Where the Company Law Tribunal extends the time for the registration of a charge, the order shall not prejudice any rights acquired in respect of the property concerned before the charge is actually registered 122 Penalties.- ..(1) If default is made in filing with the Registrar for registration the particulars(a) of any charge created by the company; (b) of the payment or satisfaction of a debt in respect of which a charge has been registered under this Part; or (c) of the issues of debentures of a series; requiring registration with the Registrar under the provisions of this Part, then unless the registration has been effected on the application of some other person, the company, and every officer of the company or other person who is in default, shall be punishable with fine which may extend to five thousand rupees for every day during which the default continues. (2) Subject as aforesaid, if any company makes default in complying with any of the other requirements of this Act as to the registration with the Registrar of any charge created by the company or of any fact connected therewith, the company, and every officer of the company who is in default, shall without prejudice to any other liability, be punishable with fine which may extend to ten thousand rupees. 123 Company's register of charges.- .(1) Every company shall keep at its registered office a register of charges and enter therein all charges specifically affecting property of the company, and all floating charges on the undertaking or on any property of the company, giving in each case(i) a short description of the property charged; (ii) the amount of the charge; and (iii) except in the case of securities of bearer, the names of the persons entitled to the charge. (2) If any officer of the company knowingly omits, or wilfully authorises or permits the omission of, any entry required to be made in pursuance of sub-section (1), he shall be punishable with fine which may extend to five thousand rupees. (3) Every company shall cause a copy of every instrument creating any charge requiring registration under Create PDF with GO2PDF for free, if you wish to remove this line, click here to buy Virtual PDF Printer
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PRTVS117

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this Part to be kept at the registered office of the company: Provided that, in the case of a series of uniform debentures, a copy of one debenture of the series shall be sufficient (4) The copies of instruments creating charges kept in pursuance of sub-section (3) of this section, and the register of charges kept in pursuance of sub-section (1) of this section, shall be open during business hours (but subject to such reasonable restrictions as the company in general meeting may impose, so that not less than two hours in each day are allowed for inspection) to the inspection of any creditor or member of the company without fee, at the registered office of the company. (5) The register of charges and the copies of instruments kept in pursuance of this section shall also be open, during business hours but subject to the reasonable restrictions aforesaid, to the inspection of any other person on payment of a fee of such sum as may be prescribed for each inspection, at the registered office of the company. (6) If the inspection of the said register or copies of instruments is refused, the company, and every officer of the company who is in default, shall be punishable with fine which may extend to fifty rupees and with a further fine which may extend to two hundred rupees for every day during which the refusal continues. (7) The Company Law Tribunal may also by order compel an immediate inspection of the said copies of register.

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