Advice on the following with reference to the provisions of the Companies Act, 2013: (i) Victory Ltd. wants to acquire certain premises for its official use from Joy, a director of the company for consideration other tha

CS Professional · Advanced Company Law and Practice · PYQS · December 2016
Advice on the following with reference to the provisions of the Companies Act, 2013: (i) Victory Ltd. wants to acquire certain premises for its official use from Joy, a director of the company for consideration other than cash. Whether the company can proceed with the deal?

Answer & Explanation:

In accordance with the provisions of Section 192(1) of the Companies Act, 2013, no company shall enter into an arrangement by which A director of the company or its holding, subsidiary or associate company or a person connected with him acquires or is to acquire assets for consideration other than cash, from the company; or The company acquires or is to acquire assets for consideration other than cash, from such director or person so connected, unless prior approval for such arrangement is accorded by a resolution of the company in general meeting and if the director or connected person is a director of is holding company approval under this sub-section shall also be required to be obtained by passing a resolution in general meeting of the holding company. The company in this case can proceed with the deal by passing a resolution in company's general meeting in compliance with the requirement of prior approval by way of passing of resolution at the general meeting. The Notice for such approval shall also state the value of the assets involved in such deal calculated and certified by a registered valuer.

Topics: Related Party Transactions

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