NATIONAL COMPANY LAW TRIBUNAL ROLE OF CMA Presented

NATIONAL COMPANY LAW TRIBUNAL & ROLE OF CMA Presented by TANGATUR SUBOSE CHANDRA BOSE M. Com. , F. C. M. A. , PRACTICING COST ACCOUNTANT

INTRODUCTION Companies Act 1956 was Superseded with Companies Act 2013. Formation, Role & Responsibilities of National company Law Tribunal (NCLT given in Act 2013) Act provided two bodies i. e. , NCLT & NCLAT Powers / Jurisdiction of Corporate Restructuring, Arrangement, Amalgamation, winding up etc. , handled by CLB, BIFR, AAIFR, Sick Industrial Companies is Consolidated here - Corporate Jurisdiction.

Company Law Board was dissolved after formation of NCLT is a Quasi judicial body adjudicates issues relating to Indian Companies. Civil Courts have no Jurisdiction for suit filing / injection of orders of NCLT. Companies Act 2013 Chapters XXVII, XXVIII & XXIX covers various provisions of NCLT.

OBJECTS & ROLE OF NCLT a) Initiate Cases pending in Company Law Board for Compromise, Arrangement & Amalgamation b) Initiate cases pending with BIFR & Sick Industrial Companies Act 1985 – Revival &Rehabilitation c) Pending cases before AA for Industrial & Reconstruction Finance d) Pertaining to claims, Oppression & Mismanagement of Company , Share Capital reduction, Winding up.

CONSTITUTION Ministry of Company Affairs constituted 13 Benches Principal Bench at New Delhi. Regional Benches 12 numbers at Ahmedabad, Allhabad, New Delhi, Kolkatta, Mumbai, Chennai, Bangalore, Hyderabad, Jaipur, Chandigarh, Gawhati, Kochin. Each bench has Jurisdiction of 2 or more states

COMPANIES ACT 2013 CHAPTER XXVII Covers Sections 407 to 434 of Companies Act 2013 Definitions of various terminologies Constitution of NCLT & NCLAT Qualifications of President/Chairperson & Members selection procedure, their term & removal / resignation procedure. Salaries, allowances, other terms & conditions President , Members & staff are of public servants Contd. ,

Formation of Regional Benches Bench have President , 16 Judicial & 9 Technical members including CA , CMA & CS Orders of Tribunal & Appeal procedure NCLT ---- NCLAT ----- Supreme Court Delegation of Powers, Power to Punish for contempt. Protection against action taken on Good faith.

CHAPTER XXVIII Covered under sec 435 to 446 Establishment of Special Courts, Offences triable by Special courts, Appeals & revision. Application of code to Proceedings before Special Courts, Offences to be non – cognizable, Transitional provisions, Compounding of Certain offences. Mediation & Conciliation of panel, Power of C G to appoint company prosecution, Appeal against acquittal. Compensation for acquisition without reasonable cause. Application for fines.

CHAPTER XXIX Covers under Sec. 447 to 470 Chapter covers miscellaneous provisions. Punishment for fraud, false statement / evidence. Punishment prescribed. Punishment in case of repeated default, punishment for wrongful, withholding of property, punishment for improper use of Ltd (or ) Pvt. Ltd. , Adjudication of penalties , dormant company Condonation of delays in certain cases, Annual report by Central Government. Powers to exempt class or classes of companies from Tribunal. where no specific penalty or punishment is

ROLE OF COST ACCOUNTANTS Preparation of revival Scheme for Sick undertakings, working out an acceptable package for all creditors & Stake holders. Preparation Schemes for Amalgamation & Arrangement of the companies. Preparation of Schemes for compromises creditors, & different classes of shareholders. Revival schemes of Sick Industrial Companies Winding up schemes ensuring equity for all between

The job requires not only knowledge of Finance, Accounting, number crunching & concerned laws but also soft skills of communication coupled with diplomatic handling of conflicting interest & IT regulation on un absorbed depreciation & C/ F losses CMAs should acquire knowledge a) Companies Act 2013 Provisions & Rules b)Accounting standards regarding Amalgamation creation of goodwill & CR c) Previous & steps regarding winding up d) Cases covering Rehabilitation schemes under BIFR & AAIFR

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