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Bill on new company law likely in winter session

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Views on board composition yet to be firmed up


At a glance
A legislation to replace the existing Companies Act, 1956, has been in the works over the last 18 months.
The Bill on the limited liability partnership law would be introduced in the monsoon session of Parliament.

New Delhi , July 1

A clear picture on whether the board composition norms of the proposed new company law would be in sync with that of the Securities and Exchange Board of India's revised Clause 49 of the Listing Agreement is unlikely to emerge before November.

The Company Affairs Minister, Mr Prem Chand Gupta, today made it clear that the Bill on new company law would not be introduced in the monsoon session of Parliament beginning July 24, but may be introduced in the winter session.

"It's a massive exercise as it is being done after 50 years of the existing Act. There are a number of issues. My effort would be to introduce the Bill in winter session," Mr Gupta told newspersons on the sidelines of a function organised to commemorate the 58th Chartered Accountants Day. The revised Clause 49 of the listing agreement, which came into effect from January 1 this year, is currently not in sync with the existing company law on the issue of board composition.

As per the revised Clause 49, for a company with an executive chairman, at least 50 per cent of the board should comprise independent directors. In the case of a company with a non-executive chairman, at least one-third of the board should comprise independent directors.

The SEBI Chairman, Mr M. Damodaran, had maintained that if the proposed new company law, when enacted, was found to be inconsistent with the revised Clause 49, then the enacted law would prevail and SEBI would redraft Clause 49.

A legislation to replace the existing Companies Act, 1956, has been in the works over the last 18 months. Corporate India has been looking forward to a new modern company law, which would be a simplified version of the existing legislation.

Meanwhile, Mr Gupta also said on Saturday that the Bill on the limited liability partnership (LLP) law would be introduced in the monsoon session of Parliament.

A LLP has many of the features of a normal partnership, but offers reduced personal responsibility for business debts.

Related Stories:
Comprehensive new company law soon: PM
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Is there need for a new company law?

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