Rule 40 The Companies (Incorporation) Rules, 2014

(1) The application for approval of concerned Regional Director under sub-section (41) of section 2, shall be filed in e-Form No.RD- 1 along with the fee as provided in the companies (Registration offices and Fees) Rules, 2014 and shall be accompanied by the following documents, namely:-

(a) grounds and reasons for the application;

(b) a copy of the minutes of the board meeting at which the resolution authorising such change was passed, giving details of the number of votes cast in favour and or against the resolution;

(c) Power of Attorney or Memorandum of Appearance, as the case may be;

(d) details of any previous application made within last five years for change in financial year and outcome thereof along with copy of order

(2) Where the Regional Director on examining the application, referred to in sub-rule (11, finds it necessary to call for further information or finds such application to be defective or incomplete in any respect, he shall give intimation of such information called for or defects or incompleteness, on the last intimated e-mail address of the person or the company, which has filed such application, directing the person or the company to furnish such information, or to rectify defects or incompleteness and to resubmit such application within a period of fifteen days, ²[Omitted].

Provided that a maximum of two re-submissions shall be allowed.

(3) (a) In case where such further information called for has not been provided or the defects or incompleteness has not been rectified to the satisfaction of the Regional Director within the period allowed under sub-rule (2), the Regional Director shall reject the application with reasons within thirty days from the date of filing application or within thirty days from the date of last resubmission made as the case may be.

(b) In case where the application is found to be in order, Regional Director shall allow and convey the order within thirty days from the date of application or within thirty days from the date of last re-submission, as the case may be.

(c) where no order for approval or re-submission or rejection has been explicitly made by the Regional Director within the stipulated time of thirty days, it shall be deemed that the application stands approved and an approval order shall be automatically issued to the applicant.

(4) The order conveyed by the Regional Director shall be filed by the company with the Registrar in Form No. INC-28 within thirty days from the date of receipt of the order along with fee as provided in the Companies (Registration Offices and Fees)Rules, 2014.]

Amendment

^1. Inserted by the Companies (Incorporation) Fourth Amendment Rules, 2018.

Notes

* Clarification on filing of e-form RD- I Conversion of public company into private company and change in a Financial Year dated 11th March 2019

^2. Omitted by Companies (Incorporation) Amendment Rules, 2023 dated 19th January, 2023

Original Content

in e-form RD-GNL 5