Section 368 of the Companies Act, 2013
Section 368 of the Companies Act, 2013 pertains to the “Power of Central Government to provide for amalgamation of companies in public interest”.
📘 Section 368 – Power of Central Government to provide for amalgamation of companies in public interest
Key Provisions:
Amalgamation in Public Interest:
If the Central Government is satisfied that it is essential in the public interest that two or more companies should amalgamate, it may, by order, provide for the amalgamation of those companies into a single company.
Contents of the Order:
The order of amalgamation may include:
Constitution of the new company
Transfer of properties, rights, and liabilities
Dissolution of the amalgamating companies without winding up
Incidental, consequential, and supplemental matters
No Tribunal Approval Required:
This section bypasses the requirement for NCLT (Tribunal) approval, as the order is made directly by the Central Government in the public interest.
Effect of the Order:
The order has the same legal effect as if it were made under a scheme approved by the Tribunal.
Copies to be Laid Before Parliament:
A copy of every order made under this section must be laid before each House of Parliament as soon as possible after it is made.
🔍 Objective:
To empower the Central Government to take expeditious and direct action for the amalgamation of companies where it serves the larger public interest, especially in critical sectors or emergencies.
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