1)   Requirement of minimum paid-up capital of Rs1 lakh is omitted.

 

2)   No need to go for Certificate of Commencement of Business.(Section 11 is omitted)

 

3)   Holding, Subsidiary and Associate Company will not be related party for the purpose of Related Party Transaction (Section 188)

 

4)   If anything mentioned in context of “Kind of Capital” (Section 43) and “Voting Rights” (Section 47) in MOA and AOA, than MOA and AOA shall prevail over the sections of the Companies Act, 2013.

 

5)   For further issue of Share Capital (Section 62), if 90% of the members give their consent in writing of in electronic mode, then offer can be close before 15 days. (Here the time period cannot be increased, only can reduce.)

 

6)   Under section 62, the scheme of ESOP (Employment stock Option Scheme) can be passed by ordinary resolution instead of special resolution.

 

7)   Under Section 67, Restrictions on purchase by company or giving of loans by it for purchase of its shares shall not apply to private companies –

a)     in whose share capital another body corporate has invested any money;

b)     if the borrowings of such a company from banks or financial institutions or anybody corporate is less than twice its paid up share capital or fifty crore rupees, whichever is lower; and

c)     Such a company is not in default in repayment of such borrowings subsisting at the time of making transactions under this section.

 

8)   As per Section 73, Acceptance Of Deposits From Members Made Easier, private companies can accept deposit from the Members upto 100% of aggregate of the paid up share capital and free reserves without followings:

Ø  Issue Circular

Ø  File circular with ROC

Ø  Maintain deposit  repayment reserve

Ø  Provide deposit insurance

 

9)    If anything else mentioned in AOA then AOA prevail over the section 101-107 & 109. Articles of A Private Company May Override Provisions Pertaining To

Ø  Content & Length of Notice

Ø  Explanatory Statement

Ø  Quorum

Ø Chairman

Ø Proxies

Ø Restriction on Voting Rights

Ø Show of Hands & Poll

 

10)Now there is NO NEED TO FILE FORM MGT-14 for the purposes of resolutions passed u/s 179(3) read with rule 8 of Companies (Meeting of Board & its power) Rules, 2014.

 

11)Now under the limit of 20 companies followings will not be included:-

Ø One person Companies

Ø Dormant Companies

Ø Small Companies

Ø Private Companies having paid-up Share Capital less than Rs100 Crore

12)Now there is no need of deposit of Rs 1Lakh by the director at the time of appointment under section 160.

 

13)Under section 162, now more than one director can be appointed by single resolution.

 

14)There is no need of passing of “special resolution” for the purpose of resolutions mentioned under section 180.

 

15)Now as per section 184, interested director can participate in the meeting and can vote after disclosing his interest.

 

16)As per section 185 Loan to director are allowed for Private Limited Companies if its fulfill the below mentioned conditions:

Ø  No Body Corporate Shareholder

Ø  Not borrowed money from Bank/ Financial Institution/ Body    Corporate exceeding lower of the following:-

i. Twice its Paid up capital

ii.  Rs. 50  crore

Ø  No repayment default subsisting of such borrowings at time of giving loan

 

17)If a member is related then also he can vote on such resolution required to be pass u/s 188 in GM.

 

18)Now there is no need to Pass Resolution in General Meeting for appointment of Managerial Personnel and no need to file form MR-1. Managerial Personnel can be appoint in Private limited Company without following:

Ø  Shareholder’s Ratification in not required.

Ø   Schedule V not applicable.

Ø   MR-1 not required to be filed

Ø  T&C of appointment, remuneration not mandatory to be mentioned in resolution