Section 379 of Companies Act, 2013 – Application of Act to foreign companies

SECTION 379. APPLICATION OF ACT TO FOREIGN COMPANIES

[Effective from 12th September, 2013]

[(1) Sections 380 to 386 (both inclusive) and sections 392 and 393 shall apply to all foreign companies: Provided that the Central Government may, by Order published in the Official Gazette, exempt any class of foreign companies, specified in the Order, from any of the provisions of sections 380 to 386 and sections 392 and 393 and a copy of every such Order shall, as soon as may be after it is made, be laid before both Houses of Parliament][1]

(2) Where not less than fifty per cent of the paid-up share capital, whether equity or preference or partly equity and partly preference, of a foreign company is held by one or more citizens of India or by one or more companies or bodies corporate incorporated in India, or by one or more citizens of India and one or more companies or bodies corporate incorporated in India, whether singly or in the aggregate, such company shall comply with the provisions of this Chapter and such other provisions of this Act as may be prescribed with regard to the business carried on by it in India as if it were a company incorporated in India.

Applicable Rules

Companies (Registration of Foreign Companies) Rules, 2014

[Effective from 1st April, 2014]

Rule 2. Definitions.—(1) In these rules, unless the context otherwise requires, —

(a)    “Act” means the Companies Act, 2013 (18 of 2013);

(b)    “Annexure” means the Annexure enclosed to these rules;

(c)    For the purposes of clause (42) of section 2 of the Act, ”electronic mode” means carrying out electronically based, whether main server is installed in India or not, including, but not limited to —

(i)    business to business and business to consumer transactions, data interchange and other digital supply transactions;

(ii)    offering to accept deposits or inviting deposits or accepting deposits or subscriptions in securities, in India or from citizens of India;

(iii)    financial settlements, web based marketing, advisory and transactional services, database services and products, supply chain management;

(iv)    online services such as telemarketing, telecommuting, telemedicine, education and information research; and

(v)    all related data communication services, whether conducted by e-mail, mobile devices, social media, cloud computing, document management, voice or data transmission or otherwise;

(d)    “fees” means the fees as specified in the Companies (Registration Offices and Fees) Rules, 2014;

(e)    “Form” or “e-Form” means a form set forth in Annexure to these rules which shall be used for the matter to which it relates;

(f)    “Schedule” means the Schedule to the Act;

(g)    “section” means section of the Act.

(2) The words and expressions used in these rules but not defined and defined in the Act or in the Companies (Specification of definitions details) Rules, 2014 shall have the meanings respectively assigned to them in the Act or in the said rules.

 

[1] Inserted by the Companies (Amendment) Act 2017 vide Notification No. File No. 1/1/2018-CL.I dated 9th February, 2018.