REGISTERED No. DL-33004/92 The Gazette of India EXTRAORDINARY
PART Il—Section 1 PUBLISHED BY AUTHORITY No. 7] NEW DELHI, SATURDAY, JANUARY 2,1993/PAUSA 12,1914 Separate paging is given to this Part in order that it may be filed as a separate compilation.
MINISTRY OF LAW, JUSTICE AND COMPANY AFFAIRS (Legislative Department) New Delhi, the 2nd January, 1993/Pausa 12, 1914 (Saka) THE INDUSTRIAL FINANCE CORPORATION (TRANSFER OF UNDERTAKING AND REPEAL) ORDINANCE, 1993 No. 5 OF 1993 Promulgated by the President in the Forty third Year of the Republic of India.
An Ordinance to provide for the transfer and vesting of the undertaking of the Industrial Finance Corporation of India to and in the Company to be formed and registered as a Company under the Companies Act, 1956, and for matters connected therewith or incidental thereto and also to repeal the Industrial Finance Corporation Act, 1948.
WHEREAS the Industrial Finance Corporation (Transfer of Undertaking and Repeal) Ordinance, 1992, to provide for the aforesaid matters was promulgated by the President on the 1st day of October, 1992;
AND WHEREAS the Industrial Finance Corporation (Transfer of Undertaking and Repeal) Bill, 1992 was introduced in the House of the People to replace the said Ordinance, but has not been passed;
AND WHEREAS Parliament is not in session and the President is satisfied that circumstances exist which render it necessary for him to take immediate action;
(1) 2 THE CxAWTTB OT MD1A EXTRAORDINARY [PWT H— Sbart title an<l commencement.
Definitions.
Undertaking «f the -Corporation to vert in the Company.
General effect of vesting of undertaking in the com-, pany.
Now, THEREFORE, in c«arcfse o^p& fwwers conferred by clause (1) of article 123 of tile Constitution, the #fw3ident is pleased to promulgate the following Ordinance:— •ft
1. (!}**&»* Act uw»y be called the Industrial Finance Corporation (Transfer fl£ Undertaking «n4 Repeal) .Ordinance, 1993.
(2) It shall be deemed to have come into force on the 1st day of October, 19&2.
2. Ih this Ordinance, unless the pont^xt otherwise requires,— («) "appointed day" means such d a # m the Central Gdverhment may, by notification in the Official Gazette, appoint under section 3;
(b) ''Company" means the Industrial Finance Corporation of India Limited to be formed and registered under the Companies Act, 1956;
(c) "Corporation" means tint?;Industrial Finance Corg^r«j^tjSE India established under sub-section (1) of section 3 of the industrM Finance Corporation Actr 194?;.
3. On such date as the Ce*fr$ {fovernment may, by notification in the Official Gazette, appoint, there shall' be transferred to, and vest in, the Company the undertaking of the Corporation.
> ~i. <I) Ewferyjslwreholder of thir Corporation immediately besffere the ap^iited ^ eJMl h* Wnaed to be registered on and from-tUe a^poinfed day as a shareholder of the Company .to the extent of the face value of the shai*e8 held by such shareholder.
, !{2) The undertaking of the Coloration which is transferred to and which vests in the Company under̂ iiWfekaj 3 shall be deemed to include all business, assets, rights, powers, authorities and privileges and all properties, movable and immovable, real and personal, corporeal and incorporeal^ in possession ox reservation,, present or contingent of whjttever nature and wheresoever situate including lands, buildings, veh«d^,;-ca«& balances, deposits, foreign currencies, disclosed and un<3i®cV*d seBerves, reserve fund; special reserve fund^ .^e»eyiaent rewsrve fuind, any other fund, stocks, investments, shares, bonds, debentures, security, manage* isaent of any.industrial concern, loans,-adVfiftc^antl guarantees given to indsBtpiaJ'-xoncerns, tenancies, lfeases aiid Ixiolc debts and aH other rights and interests arising, out of such propWty as were immedfater^ b^6re"tnie appointed day in the ownership^ possession or power Qf tha ^or^qration in rek'tion to ifs undertakirtg, v0ii& or without India, aCibooks of «^cotMits>'registers, records and documents relating thereto-,*tRd.shajj.,ala0 be deemed to include all borrowings^liabiMes'and obligations of'.what- . ever- kind wi*bin or wittwut India th«sr sabsiatrng: of t&& Cor|>or*feion in relsctiaa.to its undeiftakhig. • - •- • • ~ •*•/-' •-'-"•., - • : "• : ".
(3) All contracts, deeds, bonds, guarantees, powers of attorney, other instruments and working arrangements subsisting immediately before Iafl956.
15 of 1948.
SBC J l THE GAZETTE OF INDIA EXTRAORDINARY 3 43 of 1961.
43 of 1961.
43 of 1961.
the appointed day and affecting the Corporation shall cease to have effect Or •tp be enforceable against the Corporation and shall be of as full force and effect against or in favour of the Company in which the undertaking of the Corporation has vested by virtue of this Ordinance and enforceable as fully and effectually as if instead of the Corporation, the Company had been named therein o(r had been a party thereto.
(4) Any proceeding or cause of action pending or existing immediately beforê the appointed day by or against the Corporation in relation, to its undertaking may, as from the appointed day, be continued and enforced by or against the Company in which the undertaking of the Corporation has vested by virtue of thi» Ordinance as it might have been enforced by or against the Corporation if this Ordinance had not been promulgated and shall cease to be enforceable by or against th© Corporation.
5. With effect from the appointed day, all fiscal and other concessions, licences, benefits, privileges and exemptions granted to the Corporation in connection with the affairs and business of the Corporation under an> law for the time being in force shall be deemed to have been granted to £ne Company.
6. (1) Where any exemption from, or any assessment with respect to, any tax has been granted or made or any benefit by way of set off! or carry forward ef any unabsorbed depreciation or investment allowance or other allowance or loss has been extended or is available to the Corporation under the Income-tax Act, 1961, such exemption, assessment or benefit shall continue to have effect in relation to the Company.
(2) Where any payment made by the Corporation is exempt from deduction 6i tax at source under any provision of the Income-tax Act, 1961, such exemption will continue to be available as if the provisions of the said Act mad© applicable to the Corporation were Operative in relation to the Company.
(3) The transfer and vesting of the undertaking or any part thereof in terms of section 3 shall not be construed as a transfer within the meianing of the Income-tax Act, 1961 for the purposes of capital gains.
7. Arty guarantee given for or in favour of the Corporation with respect to any loan, lease finance or other assistance shall continue to be operative in relation to the Company.
8. (1) Every officer or other employee of the Corporation (except Director of the Board, Chairman or Managing Director) serving in the empleyment immediately before the appointed day shall, in so far as such officer or other employee is employed in connection with the undertaking which has vested in the Company by virtue of this Ordinance, become, as from the appointed day, an officer or, as the case may be, other employee of the Company and shall held his office or service therein by the same tenure, at the same remuneration, upon the same terms and conditions, with the same obligations and with the same rights and privileges as to leave, leave fare concession, welfare scheme, medical benefit scheme, insurance, provident fund, other funds, retirement, voluntary retirement, gratuity and other benefits as he would have held under the Concession, etc., to be deemed to have been granted to the Company.
Tax exemption or benefit to continue to have effect.
Guarantee to be operative.
Provisions in respect of officers and other employees of Corporation.
4 THE OAfiCerreop warn>'$$m$mtmiARY mxm— Act 18 of 1891 to apply to the books of the Cornpony-.
Shares - bonds and debentures to be deemed to be approved «scurittw.
Repeal and mi»s of Act 13 of 1948.
Co t̂brateiGn if its-tr«§!Ttakin| had no* yepl^d jn the Company and sJ^Sl con^nfie to do so as an officer or, asfiS ^Se'lteRy be; otbifer employfee of the CSteptmy b^unti! t h e ^ i r y of a ^fo*f«f six months fi?6m the appointed day if such officer or other' employee opts not to contimfc t« be tfce olftcer or other-employee of the C$M«*P̂ y wiWi such period. : v : ' •'. -~iLr\y.< '•• - -ir.i'.'- .• A,£.C;j-.-t: •: .. i _v
(3), M?her$ en ôfficer or olfeer employ** ot the Q^oiration opts un&er sab^c^Bt :^J) not-i&t&'&i t%ipl6yiSw«^^p*service;i^%e:"Company/sueti offlce^V'-oteet en^%«e-sh|tU be efeeBjia i» havef'r«agned. r ' (3$ Notwithstanding anting;^o»li?lB|i§ ^|fc.#^Snchistrial -D^*«» A^,^m or. Si apy other law for 'tfc& tttoe b«tfjtg la iwce. the transfer o« the swvices of afty officer or other employee of ifcic Gotporatiow to th# Company j^tall ft©t «R*itle swesh officer orj«(iher employee to any eompensation under this Ordinance or under «î y otiier law for the time being in force and [:ho :s«cK claim shall W ej^feSiiined by any court, tMbtmal or otfeer authority/ ;' ' '-:'M^'- -. ' '••• ' ;- ^ : T h . e <(flBce^anct other employees s^o have i^ired before t % appointed day from the service of the Corp^tati^ and are ^t^tl<|^::& any benefits, rigftts w pri«fteges shall fe %fe«l|JM to receive the sanlT benefits, rights or privileges from the Company.
'•*- ' , '-•<•/'
(5) The trust of Qie provident fu»d, iprth* gratuity fund of the; Corp^rattbn a»d any-o^ier bodies created j|̂ *?M*e welfare of officers, or employees would continue to discharge 13site;Jftiftctibijs in the Company $&• was bejiig «f6ne Kifeerto in the Corpora^fe and any tax exemption ^rap ted^to ti»e provident fund or the gra^fty- fittti would coKjinue to be («) ^otwithstattdtag anything * o w i ^ ^ . ^ this'QJsdinance or in the Companies A*rtr59$Rt«' ia sny btfcer i«iiiiJwr;fee time ĵbeing in ftisetse '«r |ft the regiAatkais o|«iierCtM!!»ratien, np I^rector <rf # e Board} :QiB&mm, Mwaging Director or any other person «s4itted to manage tine whole or ai^tantial part o* ihe business anct affairs of the Gorporation-shaU be entitled to any compensation agamst t|»e Corporation or the Company for %& loss of office or for the premature termi^tion of any eontraet of maBageihent enteswi into lay him withcth* Corporation.
9 The Company shall be deemed Jo be a bank for the) purposes of the Bankers' Books Evidence Act, 1891.
10. Notwithstanding anything contained in «ny other law ftf ^he timfe being in force, tl>e shares, bonds and ^bentures of the Company shal| be deemed to be approved securities for the purposes of the Indian T r # p Act/1882, the Insurance Act. 1938 and the Banking'Regulation Act, 19^9.
.41, ms>n$ie apw|nt»d day, the. Jnjus^rlai- Ftaanog Cofpoftatip|i Ac*, I9$jfai§n$an$ repealed.
14«11M7.
1 of 1*5*.
2ofiaS2.
4oflftSS.
lft«f 1*4̂ ;
SfcC. 1] THE GAZETTE OF IM1IA FXTRAORDTNAHY 5 15 of 1948.
17 of 1992.
(2) Notwithstanding the repeal of the Industrial Finance Corporation Act, 1948, the Company shall, so far as may be, comply with the provisions of sections 33, 34, 34A, 35 and 43 of the Act an repealed for any of the purposes related to the annual accounts of the Corporation.
VI. (1) The Industrial Finance Corpuiation (Transfer of Undertaking and Repeal) Ordinance, 1992 is hereby repealed.
(2) Notwithstanding the repeal of tUj Industrial Finance Corporation (Transfer of Undertaking and Repeal) Ordinance, 1992, anything done or any action taken under the said Ordinance shall be deemed to have been done or taken un:,rr the corresponding provisions of this Ordinance.
Repeal and savins of Ord."
17 of 1992.
SHANKER DAYAL SHARMA, President.
K. L. MOHANPURIA, Secy, to the Govt. of India, HUNTED BV TOE MANAGER, GOVERNMENT Ol! INDIA FRESt., MINTO ROAD. H1IW DELUI A>"D PUBLISHED BY THE OONTKOIU-R OP PL.BLICA.1K>> S, DELHI, 1993