MCA
The Ministry of Corporate Affairs has issued a notification to amend the Schedule I of Companies Act, 2013. According to the Amendments, every certificate as may be issued by the Company, shall specify the shares to which it relates and the amount paid-up thereon and shall be signed by two directors or by a director and the company secretary, wherever the company has appointed a company secretary instead of two directors. It is also clarified that in case of an One Person Company, it shall be sufficient if the certificate is signed by a director and the company secretary, wherever the company has appointed a company secretary, or any other person authorised by the Board for the purpose. Further, an explanation has been inserted in the provisions dealing with the Common Seal, clarifying that on and from the commencement of the Companies (Amendment) Act, 2015 (21 of 2015), i.e. with effect from the 29th May, 2015, company may not be required to have the seal by virtue of registration under the Act and if a company does not have the seal, the provisions of this sub-paragraph shall not be applicable.
MCA
The Ministry of Corporate Affairs has issued a notification to notify the Companies (Share Capital and Debentures) Amendment Rules, 2018, which shall come into force on the date of their publication in the Official Gazette i.e 10-04-2018. This amendment is done to have the parallel effect in the relevant rules w.r.t issuance of certificates, as provided in Schedule I of the Companies Act, 2013. Further an explanation has been inserted in the provisions to clarify that a director shall be deemed to have signed the share certificate if his signature is printed thereon as facsimile signature by means of any machine, equipment or other mechanical means such as engraving in metal or lithography or digitally signed, but not by means of rubber stamp, provided that the director shall be personally responsible for permitting the affixation of his signature thus and the safe custody of any machine, equipment or other material used for the purpose.
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