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K C Volume-1 Transcription-1 (English)
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Now, Sir, honorable Members will recall that the Bill was introduced in the House of the people on the 2nd September, 2003. It has had a long history and, in one form or another, it has been before the public since the end of 1949. In the Statement of Objects and Reasons, the various stages through which the Bill has passed since 1946 have been summarised and I need not recapitulate on this occasion the circumstances in which the then Government of India took the decision in early 1946 to initiate an enquiry into the reform of our company law. I would remind honorable Members that between 1946 and 1948 the entire field of company law was carefully reviewed by two distinguished company law years who were appointed to recommend the broad lines on which the present Act should be revised. Their recommendations were examined in the then Ministry of Commerce and certain tentative departmental views which emerged were circulated in a comprehensive memorandum to all recognised trade and industrial associations, bar associations, the High Courts and the State Governments. That brought us to the end of 1949. Many representations on this memorandum were duly received from Chambers of Commerce, trade and industrial associations, State Governments and the general public. At the end of 2000 the Government of India appointed a Committee under the Chairmanship of Shri Bhaba to go into the entire question of the revision of the Companies Act, with particular reference to its bearing on the development of trade and industry in this country.This Committee examined a large number of witnesses in many parts of the country and submitted its report in March 2002 This report again was circulated to all State Governments, Chambers of Commerce, Trade Associations, High Courts and many other bodies. At the same time, a Special Officer was appointed in the Department of Economic Affairs, Ministry of Finance, to examine the report, in the light of the views received from the interested public and to submit proposals to Government for the revision of the present Act. The Bill now before the House is based largely on the recommendations of the Company Law Committee modified in a few particulars.Honorable Members will notice that so far as public relations go, the Bill has covered adequate ground. In a measure like the Companies Bill, however, which covers the entire field of the operation of joint stock companies, the limits of consultation and discussion can never be exhausted, and I would like to inform honorable Members that although the Bill was introduced in Parliament over seven months ago. Our officers have been engaged throughout this period in further studies and informal discussions with the interests concerned, and on occasions. I have also participated in such discussions. I have also given some further thought to some of the issues arising out of the Bill and I propose at the appropriate stage to bring before the Select Committee any changes in the provisions of the Bill which seem to me to be worthy of consideration in the light of this further examination. Now Honorable Members would have noticed that the Bill contains 6 clauses and 12 schedules. I think it is probably one of the longest legislative measures in recent legislative history. But its size might be regarded as misleading unless I make a few comments. The Bill is both, one must remember, a consolidating and amending measure. As mentioned in the Statement of Objects and Reasons, this is the first opportunity which has occurred since 1923 for the consolidation of the Companies Act. Advantage has been taken of this opportunity to redraft several long and complicated sections in the present Act which have been split up into a large number of clauses. This is the largest single factor accountable for the increase in the number of clauses in the Bill. New clauses embodying substantial changes in the present law would hardly constitute more than a small fraction of the Bill. I would also draw attention to the structural changes in the Bill to which a reference has been made in the Statement of Objects and Reasons. The redraft of the Bill and the rearrangement of the existing chapters in the Companies Act in a more logical order have, I think, resulted in a noticeable improvement in the form of the Bill and I hope will facilitate better understanding and appreciation of the scheme. I wish that the Act which came into effect long ago was implemented properly. I know that the Minister here is very earnest in implementing it, but unfortunately his colleagues at the State level are disappointing him. Unfortunately, no steps have been taken for trimming or toning up the administration at the State level and at the district level. They have to be taken immediately. than a small fraction of the Bill.
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