 |
|
For business information, annual reports, laws, ordinances, regulations and articles. |
|
|
THE
COMPANIES
(GENERAL PROVISIONS AND FORMS)
RULES, 1985
S.R.O. 1235 (1)/85, dated
14th December, 1985.-- In exercise of the ,powers conferred by section 506 of
the-Companies Ordinance, 1984 (XLVXI of 1984), the Federal Government is pleased to make
the following rules, the same having been published previously as required by the said
section, namely:
1. Short title and commencement.-- (1) These rules may be called the Companies
(General Provisions and Forms) Rules, 1985.
(2) They shall come into force at once.
2. Definitions.-- (1) In these rules, unless there is anything repugnant in the
subject or context,--
(i) "application" includes an application, petition or appeal;
(ii) "charge" includes a mortgage, an interest created in consequence of an
agreement for redeemable capital, term finance, participation term certificate,
musharika,
lease or hire, hire-purchase or any other similar interest in the assets of a company.
(iii) "form" means a form set out in any of the schedules to the Ordinance or
hereto annexed;
(iv) "Ordinance" means the Companies Ordinance, 1984 (XLVII of 1984);
(v) "registrar concerned" means the registrar in charge of the registration
office in which the company is registered or in whose territorial jurisdiction the
registered office, or, where a company is to be registered, the proposed registered of
office, is situate;
(vi) "responsible officer" in relation to a company, means--
(a) the chief executive of the company;
(b) a director of the company;
(c) the secretary of the company;
(d) any other officer of the company who is declared by the Commission in writing as a
responsible officer of the company for the purposes of these rules;
(e) in the case of a company in relation to which an administrator has been appointed
under subsection (I) of section 295. the administrator of such company; or
(f) in the case of a company in liquidation, the liquidator of such Company.
(vii) "Schedule" means a schedule to the Ordinance;
(viii) "Seal" means the common seal of the company; and
(ix) "Section" means a section of the Ordinance.
(2) All other terms and expressions used but not defined in these rules shall have the
same meaning as assigned to them in the Ordinance.
3. Application for confirmation of alteration of memorandum under section 21 .-- (1) An
application for confirmation of the alteration of any of the provisions of the memorandum
of the company under subsection (2) of section 21 shall be submitted to the
Commission by a
responsible officer not later than sixty. days from the date on which the special
resolution seeking such alteration was passed.
(2) The application shall contain the following information correct as on the day
immediately preceding the day of the passing of the special resolution and signed by a
responsible officer, namely:
(i) name and address of the company;
(ii) number and date of incorporation;
(iii) subscribed and paid-up capital;
(iv) redeemable capital;
(v) business actually being carried on and the clause in the memorandum justifying it;
[and]
(vi) reasons for the proposed alteration;
(3) The following documents correct as on the day immediately preceding the day of the
passing of the special resolution and certified by a responsible officer shall be
submitted alongwith the application, namely-: a copy of the memorandum and the articles;
(i) a copy of the memorandum and the articles;
(ii) a copy of the special resolution;
(iii) minutes of the meeting at which the special resolution was adopted;
(iv) particulars of dissenting shareholders or creditors together with their objections;
[ . ]
*(v) a copy of the latest audited sheet;
[*Added by S.R.O. 743(1)/88. Dated. 31-8-1988]
(vi) statement in comparative form showing the existing provisions of the
memorandum as are proposed to be altered and the provisions as would appear
after the proposed alterations have been made, indicating the clause of
sub-section (1) of section 21 under which each alteration is considered
permissible by the company alongwith brief reasons explaining how it considers
it permissible;
(vii) pattern of holding of its shares in Form 34;
(viii) names and addresses of each of its creditors to whom an amount exceeding
fifty thousand rupees is due with the amount mentioned against each alongwith
their consent to the alteration; and
(ix) names and addresses of the persons likely to be affected alongwith their
consent to the alteration;
4. Registration of memorandum, etc. under section 30.-- (1) The memorandum and the
articles filed under subsection (1) of section 30, shall be properly stamped as required
by the Stamp Act. 1899 (II of 1899), and shall be accompanied by three copies thereof duly
subscribed a and witnessed along with the declaration made under subsection (2) of that
section.
(2) The declaration required to be made under subsection (2) of section 30 shall be made
in Form 1 by a person engaged in the formation of the company who is--
(i) an advocate entitled to appear before any High Court in Pakistan or the Supreme Court;
or
(ii) a member-of the Institute of Chartered Accountants of Pakistan or the Institute of
Cost and Management Accountants of Pakistan practising in Pakistan; or (iii) a person
named in the articles as a director or other officer of the company.
(3) The registrar may require any person who makes a declaration under subsection (2) of
section 30 or is a promoter or director of the proposed company or is a. witness to the
signatures of the subscribers to the memorandum to furnish such information, clarification
or document as he may deem necessary to satisfy-himself for purposes of subsection (3) of
that section.
5. Enquiries as to availability of company names for registration under sections 37 and
38.-- The promoters of a company desirous of having a company registered, or a
responsible officer of a company intending to change its name, may make an application to
the registrar concerned asking for information as to whether the proposed name is or is
not available for adoption, and the registrar shall, subject to the provisions of
subsection (4) of section 37 and of section 38, furnish the information ordinarily within
two days of the receipt of the application.
6. Application .for grant of a license under section 42 in case of charitable and other
associations.-- (1) The promoters or members of an association desirous of obtaining a
licence under section 42 shall make an application to the Commission in writing duly signed
by them or by any person authorized by the association in this behalf.
(2) The application shall be accompanied by--
(a) three copies of the draft memorandum and the articles of the proposed association;
(b) a list of promoters of the association with their occupations and addresses;
(c) a declaration by a person specified in sub-rule (2) of rule 4 to the effect that he
has Scrutinized the application and the accompanying documents. and that he is satisfied
that the same are drawn up in conformity with the provisions-of the Ordinance and fulfill
the conditions for the grant of licence laid therein and these rules;
(d) the names of companies, associations and other institutions in which the promoters of
the proposed association hold any office stating the office held in each case;
(e) if the association is already in existence, a copy each of the audited balance- sheet,
income and expenditure account and the annual report on the working of the association for
the financial year immediately preceding the date of the application;
(f) an estimate of the future annual income and expenditure of the proposed company,
specifying the sources of income and objects of expenditure: and
(g) a brief statement of the work already done by the association or proposed to be done
after its being granted the licence and registration.
(3) The Commission on being satisfied, after such enquiry and after obtaining such further
information as it may consider necessary., that it shall be in the public interest so to
do, may grant the license applied for, subject to such conditions as it may deem fit to
impose.
(4) In particular and without prejudice to the generality of the power of the
Commission.
under section 42 and sub-rule (3), a licence shall be granted subject, besides others, to
the following conditions, namely:
(i) the association shall be formed as a public company;
(ii) payment of remuneration for services or otherwise to its members, whether holding an
office in the company or not, shall be prohibited;
(iii) no change in the memorandum and the articles shall be made except with the prior
approval of the Commission;
(iv) the limit of liability of its members shall not be less than a reasonable amount
having regard to all the circumstances of the case; and
(v) patronage of any government or Commission, express or implied, shall not be claimed
unless such government or Commission has signified its consent thereto in writing.
(5) The conditions imposed under sub-rule (4) shall be included in the memorandum.
7. Conversion of a public company into a private company under section 44.-- Where
the alteration of the articles of a company has the effect of converting a public company
into a private company, the company shall not later than sixty days from the date on which
the special resolution seeking such alteration was passed, make an application in Form 2
to the Commission for its approval under section 44.
8. Service of documents on public functionaries.-- An application or any document
submitted to the Commission or the registrar in pursuance to or for the purposes of any of
the provisions of the Ordinance shall, unless otherwise proved, be deemed to have been
received or delivered to it or him on the day on which it is received by its or his
office.
9. Mode of submission of returns and applications to the Commission.-- A document,
statement, return, report communication or application required to be submitted to the
Commission or a Stock Exchange, may be sent to the Commission or the Stock Exchange at its
headquarters by registered post or by delivery, either in person or through an agent,
against an acknowledgment of receipt.
10. Circulation of reports and notices by companies.-- Unless otherwise provided by
the Ordinance or these rules, any report, notice, statement, circular or other document
required under the Ordinance or any rule made thereunder to be circulated,
transmitted or forwarded to the members debenture-holders or creditors shall.
unless it is delivered to the addresses personally against an acknowledgment or
is sent by registered post, be sent, transmitted or forwarded by post under
certificate of posting
or through a courier service;
11. Submission of prospectus for approval of the Commission under section 57.-- An
application for approval of a prospectus of a listed company or of a company which
proposes to make an application to a stock exchange for the listing of its securities
submitted to the Commission under subsection (1) of section 57, shall be accompanied by
three copies of the prospectus alongwith such certificates or other documents as are
required to be appended thereto, and an affidavit affirming, among other things, that all
the information in the prospectus and all other documents filed in connection with it is
true and correct.
12. Verification of copies of contracts for purposes of section 73.-- Copies of
contracts required to be filed with the registrar under subsection (1) of section 73 shall
be verified--
(i) by an affidavit of a responsible officer that these are true copies; or
(ii) by a certification of the public officer having custody of the original document.
13. Verification of copies for purposes of sections 121, 122, 123 and 129.-- A copy
of every instrument or deed creating or evidencing any charge and required to be filed
with the registrar in pursuance of section 121,122, 123 or 129 shall be verified as
follows, namely:
(i) Where the instrument or deed relates, whether wholly or partly, to property. situate
in Pakistan, the copy shall be verified in the manner provided in rule 12; and
(ii) Where the instrument or deed relates solely to property situate outside Pakistan, the
copy shall be verified by an affidavit of a responsible officer of the company, or of a
person interested in the mortgage or charge on behalf of any person other than the
company, stating that it is a true copy.
14. Application for extension in the period for holding annual general meeting and
laying balance-sheet, etc. therein under section 158 or 233.-- (1) An application for
the grant of an extension in the time for---
(i) holding any annual general meeting, not being the first such meeting, pursuant to the
proviso to subsection (1) of section 158; or
(ii) laying before the annual general meeting a balance-sheet and profit and loss account
or, in the case of a company not trading for profit, an income and expenditure account,
pursuant to the proviso to subsection (I) of section 233;
shall. in the case of a listed company; be submitted to the Commission, and, in any other
case, to the registrar concerned not less than thirty days before the last date on which
such general meeting is required to be held under the said section:
Provided that the registrar concerned or the Commission, as the case may be, may for
special reasons to be recorded, entertain an application which is submitted less than
thirty days before the last date on which the annual general meeting is required to be
held under the said sections.
(2) The application aforesaid shall state---
(i) the registration number, name and address of the company;
(ii) the date on which the last general meeting was held and the financial year for which
the balance-sheet, profit and loss account and other statements and reports relating to
accounts were laid at such meeting;
(iii) the date up to which the annual general meeting is required to be held under and for
the purposes of the said sections and the date upto which the balance-sheet and profit and
loss account, and other statements and reports relating to accounts are required to be
laid therein;
(iv) reasons for not being able to hold the annual general meeting, or laying the
balance-sheet and profit and loss account at the general meeting by the date mentioned in
clause (iii) and justification or extension in the period to the extent applied for; and
(v) when the delay is attributed to non-completion of books of accounts or
non-finalization of audit, the exact state of books of accounts with reasons for
non-completion of such books or for non-finalization of the audit, as the case may be,
such information being accompanied by a certificate of the company's auditor as to the
state of its accounts, reasons for delay in completion of audit and the minimum time
required for the purpose; and
(vi) shall be accompanied by a copy of the last audited balance-sheet and profit and loss
account.
15. Copy of resolution, etc. referred to in section 208 to be filed with the
Commission
and registrar.-- A copy of every resolution passed pursuant to section 208 together
with the information and documents specified in Form 30 shall be filed with the
Commission
and the registrar concerned in the case of a listed company, and with the registrar
concerned in the case of any other company to which section 208 applies, within fifteen
days from the passing of the said resolution.
16. Computation of amount to be tendered to a listed company by certain beneficial
owners tinder section 224.-- (1) Any gain made from the purchase and sale, or sale and
purchase, of a listed security within a period of less than six months, which is required
to be reported to the Commission and the registrar, and to be tendered to the company under
section 224 shall be computed in the following manner, namely:
(a) the purchases at lowest rates shall be matched against the sales at highest rates
prevailing within the six months, and the recoverable amount calculated with respect to
every individual transaction by reference to the difference between the purchase price and
the sale price of any purchase and sale, or sale and purchase disregarding any other
transactions, that is to say, the lowest in rate and highest out rate of the purchases and
sales or the sales and purchases shall be matched; and
(b) the purchases and sales shall be matched as aforesaid so long as the securities
involved in the purchase and sale are of the same class and of the same listed company and
for the purpose the shares shall be deemed as fungibles.
(2)
For the purpose of sub-rule (1) ,distribution of bonus shares by a listed company to an
existing share holder either on the basic of his entitlement or on account of puchase of
right alotment letters from market shall not constitute a purchase.
(3) Any loss arising out of any transaction in a listed security shall not be set-off
against the gain arising out of such security.. computed in the manner aforesaid:
Provided that the amount of brokerage, stamp duty and other expenditure actually paid or
incurred in making the gain may be deducted by the person by whom it is to be reported or
tendered subject to production of such documentary evidence in support of the payment
having been made or expenditure having been incurred as may be acceptable to the company.
17. Number of copies of accounts and reports to be filed with Commission, etc.-- For
the
purposes of subsection (5) of section 233, subsection (1) of section 242 or subsection (1)
of section
245, as the case may be, there shall be filed,
(a) in the case of a listed company, with the registrar concerned and the
Commission, five
copies of the annual or half-yearly accounts and balance-sheet and other reports referred
to in the aforementioned provisions of the Ordinance; and
(b) in the case of a public company which is not a listed company, with the registrar
concerned, five copies of the annual accounts and balance-sheet and other reports referred
to in section 242.
17-A.
Auditors' Report on the accounts of a company other
than a banking company.-- The auditors' report on the accounts and books of
accounts and balance-sheet and profit and loss account of a company required by section
255 shall be in FORM 35-A.
17-B.
Auditors' report on the accounts of a banking company.-- The Auditors' Report on the
accounts and books of accounts and balance-sheet and profit and loss account of a banking
company required by section 255 shall be in FORM 35-B.
18. Application under section 263.-- Every application for investigation into the
affairs of a company under clause (a) or clause (b) of section 263 shall specify.
(a) the name and address of the registered office of the company whose affairs are sought
to be investigated;
(b) the names and addresses of the applicants. and in the case of a company having a share
capital, also the total number of shares of the company held by each of them together with
the amount paid up thereon:
(c) if the company has a share capital, the issued and paid-up capital of the company and
the nominal or face value of the shares on if the company has no share capital, the total
number of its members:
(d) the precise and specific reasons for requesting the investigation with particulars of
alleged irregularities: and
(e) whether the applicants agree to give security for payment of the costs of
investigation and the ceiling of the amount up to which they so agree.
(2) Every. such application shall be accompanied by such documentary evidence in support
of the reasons for requesting the investigation and the alleged irregularities as is
reasonably open to the applicants.
(3) Every such application shall be signed by the applicants and shall be verified by
their affidavit stating, inter alia, the paragraphs of the application which contain
statements true to their knowledge and the paragraphs of the application which contain
statements true to the best of their information and belief.
(4) The Commission may, before passing any order on the application, require the applicants
or any; one or more of them to produce such further documentary or other evidence as the
Commission may consider necessary,
(a) for the purpose of satisfying itself as to the veracity of the allegations made in the
application; or
(b) for ascertaining any information which, in the opinion of the Commission is necessary
for enabling it to pass orders on the application; or
(c) for ascertaining the eligibility of applicants or any one or more of them to make the
application.
19. Fee payable under section 269.-- The fee payable for furnishing a copy of the
Inspector's report in pursuance of clause (b) of subsection (2) of section 269 shall be
the fee as is payable to the registrar under the Sixth Schedule for the supply of a
certified copy or extract of any document or register kept by the registrar.
20. Authentication of copy of Inspector’s report under section 278.-- A copy
of the report of an Inspector or Inspectors, shall, for the purposes of section 278, be
authenticated either--
(a) by a responsible officer under the seal of the company whose affairs have been
investigated; or
(b) by a certificate of the Commission or the registrar having custody of the report.
21. Manner of giving notice under section 289.-- (1) A notice required to be given
by a transferee company--
(a) To any dissenting share-holder of the transferor company in pursuance of sub-section
(1) of section 289; or
(b) to any share-holder of the transferor company who has not assented to the scheme or
contract in pursuance of clause (a) of subsection (2) of that section;
shall be given in the manner provided in section 50 and rule 10 for the service of
documents by a company on a member thereof.
(2) While making or issuing any offer or issuing any circular containing any
recommendation from the directors of the transferor company to the members of that company
to accept such offer, the company shall furnish to them the information specified in Form
37 in addition to the statement referred to in clause (b) of subsection (5) of section
289.
22. Certification of documents for the purposes of section 451.-- (1) A copy of any
charter, statute, memorandum, articles or other instrument, constituting or defining the
constitution of a foreign company required to be filed with the registrar under clause (a)
of subsection (1) of section 451 shall be duly certified to be a true copy by--
(a) the public officer in the country where the company is incorporated to whose custody
the original is committed; or
(b) a Notary Public of the country where the company is incorporated: or
(c) an affidavit of a responsible officer of the company of the country where the company
is incorporated.
(2) The signature and seal of the official referred to in clause (a) of sub-rule (1) or
the certificate of the Notary. Public referred to in clause (b) of that sub-rule shall be
authenticated by a Pakistan diplomatic consular or consulate officer.
(3) The certificate of the officer of the company referred to in clause (c) of sub-rule
(1) shall be signed before a Pakistan diplomatic consular or consulate officer.
23. Certification of translation under sections 451, 452 and 453 and number of copies
of balance-sheet, etc.. to be filed with registrar under section 453.-- (1) The
translation into English or Urdu of documents required to be filed with the registrar in
pursuance of section 451, 452 or 453 shall be certified to be correct translation of the
original in the manner provided in sub-rule (2) or sub-rule (3). as the case may require.
(2) Where any such translation is made outside Pakistan, it shall be authenticated by the
signature and seal, if any, of--
(a) the public officer in the country where the company is incorporated to whose custody
the original is committed: or
(b) a Notary Public of the country where the company is incorporated;
Provided that signature or seal of the person so certifying shall be authenticated by a
Pakistan diplomatic consular or consulate officer.
(3) Where such translation is made within Pakistan, it shall be authenticated by an
affidavit of any person having, in the opinion of tile registrar, an adequate knowledge of
the language of the original and of English or Urdu, as the case may be.
(4) For purposes of subsection (1) of section 453, there shall be filed with the registrar
concerned five copies of the balance-sheet and profit sheet and loss account referred to
therein.
24. Maximum fees to be charged by companies.-- The fee to be charged by a company
under sections 136. 150, 471 or any other provision of the Ordinance for inspection of any
document or register or for the supply of any copy thereof to a person. other than a
creditor or member of the company, shall not exceed the fee specified in the Sixth
Schedule for the inspection of a document or register or for the supply of a certified
copy of an extract of any document or register kept by the registrar.
25. Persons authorised to represent in proceedings under sections 476, 477 and 484.--
(1) Except as otherwise provided in the Ordinance the following persons shall be entitled
to appear before the Federal Government or the Commission or the registrar in any
proceedings under subsection (3) of section 476 or subsection (1) of section 477 or
section 484 namely:
(a) If the proceedings are against a company,--
(i)
the cheif executive of the company; or
(ii) any other person who could make a declaration under sub-rule (2) of rule 4 and who is
authorised in writing by the company for the purpose; and
(b) If the proceedings are against an officer of a company or some other individual
allegedly responsible for the offence,---
(i) the officer or person so alleged; or
(ii) unless otherwise required by the Federal Government. the Commission or the registrar,
any other person who could make a declaration under sub-rule (2) of rule 4, duly authorised
in writing by the said officer or person for the purpose of the proceedings;
[or]
(iii) secretary of the company; or
(iv) such other person who possesses the qualification
specified by the Commission; and”;
(2) Where a person authorized under sub-clause (ii) of clause (a) or (b) of sub-rule (1)
proposes to appear on behalf of a company or any other person in any proceedings, the
written Commission entitling him so to do shall be furnished to the Federal Government the
Commission or the registrar as the case may be, prior to the proceedings.
26. Forms prescribed under section 504.-- (1) The forms hereto annexed shall be
used in all matters to which the forms relate.
(2) For the purpose of sub-rule (1), any form in the Schedules shall be deemed annexed to
these rules.
27. Translation of documents other than those under Part XIV of the Ordinance.-- If
any document or portion of any' document required to be filed or registered with the
registrar or containing any fact required to be recorded by him in pursuance of any
provision contained in any Part of the Ordinance (except Part XIV) is not in English
language or in language a translation of that document or portion either in English
language or in Urdu language certified the manner provided in sub-rule (3) of rule 23 to
be correct translation thereof, shall be attached to each copy of the document which is
furnished to the registrar.
28. Signing and authentication of applications, documents, etc.-- All applications
and documents filed with or sent to the Federal Government the Commission, or the
registrar, by or on behalf of the company, shall, unless otherwise required by any
provision of the Ordinance or these rules. be signed and verified by a responsible officer
or in the case of any individual entitled to submit an application, by such individual,
and the Federal Government, the Commission or the registrar as the case may be, may require
such documentary proof with respect to the status, designation or entitlement of the
person or individual making or authenticating application as it or he may deem necessary.
29. Prescribed particulars.-- The particulars contained in the forms are hereby
prescribed as the particulars, if any, required under the relevant provision or provisions
of the Ordinance.
30. Mode of submission of applications, etc.-- Every. application made to the
registrar, the Commission or the Federal Government shall, in addition to complying with
any other requirement of the Ordinance or the rules, be--
(i) duly signed and verified by an affidavit by the
Applicant indicating complete name and address and, in the case of a
company, signed and verified by an affidavit by a responsible officer of the company;
(ii) neatly and legibly written. typed or printed, setting out precisely the facts,
grounds and claims or relief applied for in serially numbered paragraphs and specifying
the relevant provisions of the Ordinance under which action or relief is applied for;
(iii) accompanied by documents referred to in the application or relied upon and, in the
case of an appeal against any order or decision, by a certified copy of such order or
decision;
(iv) accompanied by one spare copy. duly signed, dated and verified and accompanied by
copies of the documents as aforesaid; and
(v) accompanied by the original Bank Challan Or Draft for the fee paid for the
application.
31. Interpretation of the requirements of the Schedules and forms.-- For the
application and interpretation of the requirements of the schedules or forms, unless the
subject or context otherwise requires, the following shall apply, namely:
(a) if an information is required to be disclosed and, in the application of the provision
to a company, there is no information which could be so disclosed, an express statement
giving the factual position would be required to be made instead of the information to be
stated;
(b) if a certain information is required to be disclosed "if practicable",
"if determinable", "as near thereto as circumstances admit" or under
some other similar expression, and it is not practicable for a company to disclose or
provide information as required, the precise reasons as to why it is not practicable to
provide the information or it is not possible to determine the required information or the
circumstances which necessitate deviation from the actual requirements shall be included
instead of the information required to be stated.
32. Copies of applications to various authorities, etc. to be forwarded to others.--
A copy of every application together with a copy of each of the documents enclosed
therewith shall be forwarded by the applicant,--
(i) in the case of an application made to the Federal Government, to the
Commission and the
registrar concerned;
(ii) in the case of an application made to the Commission or the registrar who is head of
the organisation for the registration of companies in Pakistan, to the registrar
concerned; and this fact shall be stated in the application.
33. Mode of furnishing of returns to the Commission.-- Any person required by or
under any provision of the Ordinance or these rules to furnish any document, statement,
return or report to the Commission shall deliver it, either in person or through an agent,
against receipt, to the Commission or send it to the Commission, by registered post at its
Headquarters at Islamabad.
34. Payment of fees, etc.-- Except as otherwise provided in the Ordinance, all
fees, charges and other sums payable, paid or realised under the Ordinance or any rules or
regulations made or notification issued thereunder or under any order of the Federal
Government, the Commission or the registrar under the Ordinance or the rules shall be
accounted for the Commission and deposited with a designated
bank branch specified by the Commission for the purpose and the original receipt
thereof shall be furnished to the Commission officer or the registrar concerned, as the case may be, alongwith the document or application for which the same is payable or the other
communication intimating payment.
35. Penalty for contravention of these rules.-
Whoever fails or refuses to comply with, or contravenes any provision of these
rules, or knowingly and willfully authorises or permits such failure, refusal or
contravention shall, in addition to any other liability under the Ordinance, be
also punishable with fine and, in the case of continuing failure, to a further
fine, as provided in sub-section (2) of section 506
36. Power of the Federal Government to relax rules.-- Where the Federal Government
is satisfied that it is not practicable or necessary. to comply with the requirements of
rule 22, 23 or 27 in any particular case or class of cases, the Federal Government may,
for reasons to be recorded, relax the rule in the case of such company or class of
companies subject to such conditions, if any, as may be imposed by the Federal Government
in that behalf.
37. Repeal.-- The Companies Rules, 1941 are hereby repealed.
