There is only one Amendment in the Law Paper for the upcoming May 2025 exams, compared to the Previous Sept 2024 attempt. That is related to ‘Companies Incorporated Outside India’.
The government made some changes to the Companies (Registration of Foreign Companies) Rules, 2014 through a new notification called the Companies (Registration of Foreign Companies) Amendment Rules, 2024.
What Was Amended?
1. Rule 3(3):
- Old: The documents had to be submitted to the registrar.
- New: Now, they must be submitted to the Registrar, Central Registration Centre.
🟢 Simple Explanation: Earlier, foreign companies sent their documents to any Registrar. Now, all such documents must go to a specific office called the Central Registration Centre, to streamline the process.
Rule 8(1):
- A new proviso (extra clause) has been added: “Documents for registration (mentioned in Rule 3(3)) must be sent using Form FC-1 to the Registrar, Central Registration Centre.”
🟢 Simple Explanation: A new rule was added to make it clear that foreign companies must submit Form FC-1 to the Central Registration Centre when registering in India.
Extra Info You Need to Know (from ICAI Study Material):
- Foreign companies must file Form FC-1 within 30 days of setting up a business in India.
- Along with the form, they must submit:
- Required documents (as per Section 380(1))
- RBI approval (if needed)
- Approvals from any other regulator (if needed)
- Or a declaration that no such approval is needed
ICAI Notification Content
In the Companies (Registration of Foreign Companies) Rules, 2014,-
(i) in rule 3, in sub-rule (3), for the word, “registrar”, the words, “Registrar, Central Registration Centre” shall be substituted.
(ii) in rule 8, in sub-rule (1), the following proviso shall be inserted, namely:-
“Provided that the documents for registration by a foreign company referred to in sub-rule (3) of rule (3) shall be delivered in Form FC-1 to the Registrar, Central Registration Centre.”.
Change in Study Material
For (i) Pg 11.6
Form, procedure and time for making application and submission of prescribed documents: According to the Companies (Registration of Foreign Companies) Rules, 2014, the above information shall be filed with the Registrar within 30 days of the establishment of its place of business in India, in Form FC-1 along with prescribed fees and documents required to be furnished as provided in section 380(1).
The application shall also be supported with an attested copy of approval from the Reserve Bank of India under the Foreign Exchange Management Act or Regulations, and also from other regulators, if any, approval is required by such foreign company to establish a place of business in India or a declaration from the authorised representative of such foreign company that no such approval is required.
For (ii) Pg 11.7
Proviso to rule 8(1) is newly inserted.
