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CA Intermediate · Corporate and Other Laws · Companies Incorporated Outside India

Nordic Marine AS, a foreign company, has a place of business in Kochi and its registered particulars changed: its Indian authorised representative has been replaced. It also failed to display its name and country of incorporation outside its Kochi office. Which of the following is the correct legal position under the Companies Act, 2013?

The foreign company must notify the Registrar of changes in its delivered particulars, such as the authorised representative, and must conspicuously display its name and country of incorporation at its Indian place of business. Default is an offence punishable with penalty on the company and its officers in default.

  1. AThe company must intimate the Registrar of the change in the authorised person's particulars within the prescribed time, and the failure to display name and country of incorporation at its place of business is an offence attracting penalty on the company and its officers in defaultCorrect
  2. BNo intimation is needed for changes in authorised persons, and display of name is optional
  3. COnly the Indian representative is liable, the foreign company itself is not liable
  4. DThe company's place of business in India stands automatically closed

Explanation

A foreign company must notify the Registrar of alterations in the documents or particulars delivered, including authorised persons, within the prescribed period. It must also conspicuously display its name and country of incorporation at its office premises and on its letters and documents. Default attracts penalty on the company and every officer in default. Closure is not automatic.

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