Companies Act, 2063(2006), Chapter 21 - NEPAL MONETARY SOLUTIONS (NMS)

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Wednesday, April 9, 2014

Companies Act, 2063(2006), Chapter 21

CHAPTER 21
MISCELLANEOUS

(1) The records of any minute book, shareholders or debenture holders register, index of shareholders, books of account, accounts etc. required to be maintained by a company pursuant to this Act may be maintained either by making entries thereof in separate books or by ….Read More….

(1) If the Government of Nepal wishes to convert a public corporation incorporated under the prevailing law, fully or partly owned by the Government of Nepal, or a development board formed under the Development Board Act, 2013 (1956) into a company, such corporation or board can be converted into a public ….Read More….

Any director or any other officer or employee of a company shall, on the expiry of his/her term of office, hand over the documents in his/her charge to the successor director or officer or employ who is appointed to replace him/her to perform his/her functions, within ….Read More….

(1) Where an agreement or arrangement is made between the following companies whereby any company directly or indirectly provides the loan or other kinds of financial assistance, pays any liability, provides the guarantee or any other kind of security to ….Read More….

(1) No company shall, where directly or indirectly, lend money to another company in excess of an amount that is sixty percent of its paid-up capital and free reserves or an amount to be set by hundred percent of its free reserves, whichever is ….Read More….

(1) A public company may, by adopting a special resolution in its general meeting to that effect, be merged with another company subject to Sub-section(3).

           Provided, however, that, in the case of a private company it shall be as provided ….ReadMore….

If the office receives information through any source that any company, its director or officer or other employee has not done any such act as required to be done pursuant to this Act or the memorandum of association or articles of association ….Read More….

(1) A company may, by adopting a special resolution in the general meeting, issue bonus shares to its shareholders, out of the amount available for the distribution as dividend.

(2) Where a company is to issue bonus shares pursuant to Subsection (1), the company shall give information thereof to the Office before issuing such shares.

Except as otherwise provided in this Act or the memorandum of association or articles of association, where any act or action required to be done or taken under this Act or the memorandum of association or articles of association has not been done or taken or any act or ….Read More….

(1) Where any notice is required to be given pursuant to this Act, memorandum of association, and the person entitled to such notice expresses, before or after the specified time, in writing that the notice is not necessary, the notice shall be deemed to have been received.

(2) If any shareholder is ….Read More….

(1) Except in the following circumstance, the dividend shall be distributed to the shareholders within forty-five days of the decision made to provide dividend:

  • (a) If any law prohibits the distribution of dividend;


(1) Where any investor does not present a claim to have refunded the amount invested in the shares of a company even within five years, there shall be established an investor protection fund to which such amount shall be credited.

(2) The amount credited to the ….Read More….

(1) Every company shall place a signboard containing its name and address in the Nepali language outside its registered office in a manner conspicuous to all.

(2) Every company shall have the address of its registered office registered with the Office within three months ….Read More….

(1) A public company with the paid –up capital of ten million rupees or more shall appoint to the pot of company secretary a Nepalese citizen who has the qualification mentioned in Sub-section (2).

(2) A Nepalese citizen who ….Read More….

(1) It shall be the duty of the company secretary to implement, or cause to be implemented, the decisions made by the board of directors and the general meeting and the matters directed by the Office or the concerned bodies and to submit such returns, documents, decisions ….Read More….

(1) An agreement entered into between the shareholders of a company in respect of the management, the operation of the company and the use of voting right conferred to them shall be binding on them.

               Provided, however, that if any ….Read More….

With the Companies Ordinance, 2062 (2005) being inoperative, unless a different intention appears, the inoperativeness shall not:

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