Companies Act, 2013
                        Key highlights and analysis
      Significant changes and 
      implications 
                                                                 Companies Act, 2013    1
     Contents 
     04 | Introduction
     06 | Key definitions and concepts
     10 | Setting up of a company
     16 | Management and administration
     18 | Directors
     24 | Accounts and audit
     30 | Dividend
     32 | Compromises, arrangements and amalgamations
     34 | Revival and rehabilitation of sick companies
     36 | Corporate social responsibility
     38 | Implications on private companies
     40 | Other areas
     44 | Sections notified till date and circulars or orders issued
                          Foreword
                          The long-awaited Companies Bill 2013 got its assent in the Lok Sabha 
                          on 18 December 2012 and in the Rajya Sabha on 8 August 2013. After  
                          having obtained the assent of the President of India on 29 August 
                          2013, it has now become the much awaited Companies Act, 2013 
                          (2013 Act). An attempt has been made to reduce the content of the 
                          substantive portion of the related law in the Companies Act, 2013 as 
                          compared to the Companies Act, 1956 (1956 Act). In the process, much 
                          of the aforesaid content has been left, ‘to be prescribed’, in the Rules 
                          (340+) which are yet to be finalised and notified. As of the date of this 
                          publication, 99 sections have been notified and a few circulars have 
                          been issued clarifying the applicability of these.
                          We are pleased to bring you our new publication, Companies Act, 2013: 
                          Key highlights and analysis. This publication brings out the significant 
                          changes proposed by the 2013 Act as compared to the 1956 Act and 
                          our initial analysis thereon. It is pertinent to note that for the complete 
                          understanding of the implications of various sections of the 2013 Act, 
                          the related Rules will need to be read with. These Rules have been 
                          opened for public comments and consultation in tranches and are 
                          expected to be notified thereafter by the end of this fiscal year.
                          The 2013 Act introduces significant changes in the provisions related to 
                          governance, e-management, compliance and enforcement, disclosure 
                          norms, auditors and mergers and acquisitions. Also, new concepts such 
                          as one-person company, small companies, dormant company, class 
                          action suits, registered valuers and corporate social responsibility have 
                          been included.
                          We hope this publication clearly explains the significant changes and 
                          their potential implications.
                          PwC India
                          30th November, 2013
          Introduction
                        Companies  Act, 2013: A statistical snapshot       470
                        Number of schedules : 7                           Sections
                        Number of chapters: 29
                        Number of sections: 470                     7
                                                               Schedules          29
                                                                               Chapters