foreign Company u/s 2(42) or not

CA Mayur Todmal (Practicing CA) (7645 Points)
Replied 03 August 2017

“foreign company” means any company or body corporate incorporated

outside India which—

(a) has a place of business in India whether by itself or through an agent,

physically or through electronic mode; and

(b) conducts any business activity in India in any other manner.

The expression “place of business” includes a share transfer or registration office as per the Act

1 Like

Sudhir Todkar (CS Professional) (1021 Points)
Replied 03 August 2017

A foreign company is a company which is incorporated outside India but having its place of business (including a share transfer or an office registered with a regulatory authority) in India. Under the Companies Act 2013, a foreign company means any company or body corporate incorporated outside India which has a place of business in India, either of its own or if it conducts business through an agent, physically / electronically or any other manner. However, all foreign companies are not required to comply with the Companies Act, it is only applicable to foreign companies where 50% or more of the paid-up share capital (calculated by including preference shares) is held by Indian entities.

Foreign companies must comply with the provisions of the Companies Act, 2013 in respect to the business as if it were a company incorporated in India.

(For further details, refer to Sections 379-393 of Companies Act, 2013 deals with the provisions relating to the control and regulation of companies incorporated outside India.)

Sudhir Todkar (CS Professional) (1021 Points)
Replied 03 August 2017

A foreign company is a company which is incorporated outside India but having its place of business (including a share transfer or an office registered with a regulatory authority) in India. Under the Companies Act 2013, a foreign company means any company or body corporate incorporated outside India which has a place of business in India, either of its own or if it conducts business through an agent, physically / electronically or any other manner. However, all foreign companies are not required to comply with the Companies Act, it is only applicable to foreign companies where 50% or more of the paid-up share capital (calculated by including preference shares) is held by Indian entities.

Foreign companies must comply with the provisions of the Companies Act, 2013 in respect to the business as if it were a company incorporated in India.

(For further details, refer to Sections 379-393 of Companies Act, 2013 deals with the provisions relating to the control and regulation of companies incorporated outside India.)

Jitendra Singh Kachchhawah (Salaried) (78 Points)
Replied 03 August 2017

but it does not carries business in india. only share t/f office is in india....as i know..it should conduct business also.my doubt is whether share reg and t/f office shall be deemed to be business conduct

Sudhir Todkar (CS Professional) (1021 Points)
Replied 03 August 2017

Yes it comes under business only my dear.

Please go through section 386(c) of CA act 2013..

Sudhir Todkar (CS Professional) (1021 Points)
Replied 03 August 2017

Apart from this you should also refer section 379 if not less than 50% of securities hold by Indian citizen/company/government.

Jitendra Singh Kachchhawah (Salaried) (78 Points)
Replied 03 August 2017

i agree its place of business is in india...bt is it conducting busines in india ?...thats is my doubt

Jitendra Singh Kachchhawah (Salaried) (78 Points)
Replied 03 August 2017

for refering sec 379...first of all there should be a foreign co...i am asking is it fc u/s 2(42)or not

Sudhir Todkar (CS Professional) (1021 Points)
Replied 03 August 2017

Yes as per the definition under compines act 2013 section 2(42) the company incorporated by two Indian in Singapore which is having Share Transfer office in Mumbai treated as foreign company.

Place of business includes share transfer office or registration office.