A company acquired a property from another Company 'ZOOM Ltd.'. The acquired property was subject to a charge created in favour of a third company. Acquiring company did not register the charge. Explain the liability of
CS Professional · Advanced Company Law and Practice · PYQS · December 2020
A company acquired a property from another Company 'ZOOM Ltd.'. The acquired property was subject to a charge created in favour of a third company. Acquiring company did not register the charge. Explain the liability of the acquiring company in relation to such acquisition of the property which was subject to a charge under the provisions of the Companies Act, 2013.
Answer & Explanation:
Section 79 of the Companies Act, 2013 makes it clear that the requirement of registering the charge as provided under Section 77 of the Companies Act, 2013 shall also apply to: A company acquiring any property subject to a charge; or Any modification in the terms or conditions or the extent or operation of any charge registered under Section 77 of the Companies Act, 2013. According to Rule 3 of the Companies (Registration of Charges) Rules, 2014, the particulars of properties acquired by a company subject to charge must be filed with the Registrar of Companies within 30 days of the date of creation/modification of the charge. Rule 5 of the Companies (Registration of Charges) Rules, 2014 provides that the provisions of Rule 4 of the Companies (Registration of Charges) Rules, 2014 pertaining to delay in filing the particulars and instrument of charge shall apply, mutatis mutandis, to the registration of charge on any property acquired subject to such charge and modification of charge under Section 79 of the Companies Act, 2013. Accordingly, when a company acquires properties subject to charge, it has a statutory duty to file the charge on such properties with the Registrar of Companies in Form CHG-1, within a period of 30 days of the date of creation of the charge. But in case of non-filing of the particulars of charge, within the stipulated period, the application is required to be made in the E-Form CHG-1 to the Registrar of Companies, supported by a declaration from the company signed by its company secretary or a director that such belated filing has not adversely affected the rights of any other intervening creditors of the company.
Topics: Charges
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