Sections 81 to 120 of the Companies Act, 2013

Sections 81 to 120 of the Companies Act, 2013 span the closing provisions on registration of charges, the statutory registers and annual return, and a substantial part of the law governing general meetings, voting, resolutions, minutes and electronic maintenance of company records.

Current-law note: This page is a navigation and explanatory guide. Section 93 has been omitted from the Act. For compliance, forms, prescribed thresholds, exemptions and procedural requirements should be checked with the current Act, applicable rules, notifications and MCA filing requirements.
On this page Sections 81 to 87 - Registration of charges Sections 88 to 95 - Registers, beneficial ownership and annual return Sections 96 to 113 - General meetings, notice, quorum and voting Sections 114 to 117 - Resolutions and filings Sections 118 to 120 - Minutes and electronic records

Sections 81 to 87 - Registration of Charges

These provisions form part of Chapter VI of the Companies Act, 2013. They deal with the Registrar's register of charges, satisfaction of charges, entries that may be made where the company does not intimate satisfaction or release, appointment of a receiver or manager, the company's own register of charges, consequences of contravention and rectification of the register.

Sections 81 and 82 - Register of charges kept by Registrar and intimation of satisfaction of charge Sections 83 and 84 - Registrar's power to enter satisfaction or release and intimation of appointment of receiver or manager Sections 85 and 86 - Company's register of charges and consequences of contravention Sections 87 and 88 - Rectification relating to charges and register of members, debenture-holders and other security holders

Sections 88 to 95 - Registers, Beneficial Ownership and Annual Return

Section 88 requires statutory registers of members and specified security holders. Section 89 addresses declarations where the registered holder and beneficial owner of shares are different. Section 90 contains the significant beneficial ownership framework and related disclosure, register and enforcement requirements. Sections 91 and 92 concern closure of registers and the annual return. Section 94 governs the place of keeping and inspection of registers and returns, while Section 95 gives evidentiary status to specified registers, returns and copies.

Section 93: the former provision concerning return of changes in promoters' stake has been omitted. It should not be presented as a current filing obligation.

Sections 89 and 90 - Beneficial interest in shares and significant beneficial ownership Sections 91 and 92 - Closure of registers and annual return Sections 93 and 94 - Omitted Section 93 and current law on keeping and inspection of registers and returns under Section 94 Sections 95, 96 and 97 - Registers as evidence, annual general meeting and Tribunal's power concerning AGM

Sections 96 to 113 - General Meetings, Notice, Quorum and Voting

This group regulates annual and extraordinary general meetings, Tribunal intervention where meetings cannot properly be called or held, notice and explanatory statements, quorum, chairmanship, proxies, voting rights, voting by show of hands or electronic means, demand for poll, postal ballot, circulation of members' resolutions and representation at meetings.

Sections 98, 99 and 100 - Tribunal's power, default relating to meetings and extraordinary general meeting Sections 101, 102 and 103 - Notice, explanatory statement and quorum Sections 104, 105 and 106 - Chairman, proxies and restriction on voting rights Sections 107 to 110 - Show of hands, electronic voting, poll and postal ballot Sections 111 to 113 - Members' resolutions and representation at meetings

Sections 114 to 117 - Resolutions and Statutory Filing

Section 114 distinguishes ordinary and special resolutions. Section 115 deals with resolutions requiring special notice. Section 116 addresses resolutions passed at adjourned meetings. Section 117 requires specified resolutions and agreements to be filed with the Registrar in the prescribed manner and within the applicable statutory period.

Sections 114 to 117 - Ordinary and special resolutions, special notice, adjourned meetings and filing of resolutions and agreements

Sections 118 to 120 - Minutes and Electronic Records

Section 118 governs minutes of general meetings, Board meetings, committee meetings and resolutions passed by postal ballot, subject to the Act and applicable Secretarial Standards. Section 119 provides for inspection of minute books of general meetings. Section 120 enables documents required to be kept, inspected or copied under the Act to be maintained or dealt with electronically in the prescribed manner.

Section 118 - Minutes of meetings and postal ballot resolutions Sections 119 and 120 - Inspection of general meeting minute books and electronic maintenance and inspection of documents

Practical Compliance Note

The Companies Act operates together with rules, notifications, exemptions, prescribed forms and MCA21 filing procedures. A section heading alone may not show the complete current compliance requirement. Companies and professionals should therefore verify the latest statutory text and applicable subordinate legislation before acting on a filing, meeting, beneficial ownership, charge or records requirement.