Website Disclosures Under Companies Act, 2013

The Companies Act 2013 mandates disclosing certain information on the company’s website. Information such as the name of the company, address of the registered office, the corporate identity number, telephone number, fax number, email ID, and name of the company’s representative in case of any grievances/queries. The company’s website address must be disclosed on the letterhead, business letters, billheads, letter papers, and official publications and notices. It is not mandatory for the companies to have a website as per the Companies Act 2013, in the case of a listed company, the Securities and Exchange Board of India (SEBI) has made it mandatory for companies to have an updated website since April 2011. Therefore, the mandatory disclosures on the website are governed by the following Acts:

• Companies Act 2013
• SEBI Listing (Obligations and Disclosure Requirements) Regulations 2015
• SEBI (Prohibition of Insider Training) Regulations 2015

The Disclosure requirements are specific to the type of company and the nature of business.

Website Disclosures For Companies That Conduct Online Business

For companies that conduct online business, the following must be disclosed on the website:

• Name of the Company
• Registered Office Address
• Company Identification Number (CIN)
• Telephone Number
• Fax Number, if any
• Email Address
• Contact person in case of any grievances or queries on the landing page of the website

Website Disclosures For Private Companies

For private companies, the following must be disclosed on the website along with the mandatory disclosures:

• The Notice of the General Meeting must be placed on the website.
• Details of unpaid dividends, including names and last known addresses of the shareholders, must be disclosed.
• Details of the Corporate Social Responsibility (CSR) must be published on the website.
• Separated Audited accounts with respect to each subsidiary must be published on the website.
• If a director resigns, the same information must be published within 30 days of the director’s resignation.

Website Disclosures For Public Companies

In addition to the mandatory disclosures for the private company, a public company must also publish the following:

• The notice of “Change of objects for which money is raised through prospectus” under Rule 32 of Chapter II – Companies (Incorporation) Rules 2014 must be published on the website.
• A copy of the circular inviting deposits from the public must be on the website of the company.
• Information about the closure of the register of members or debenture holders or other security holders.
• Notice of the postal ballot.
• Results of the postal ballot along with the scrutiniser’s report must be published.
• Details of the establishment of the Vigil Mechanism must also be disclosed on the website.
• Terms of Appointment of Independent Directors must also be published on the website.

Website Disclosures For Listed Companies

A listed company is compulsorily required to have a functional website. The following details must also be mentioned on the website:

• Particulars of the business activities.
• Terms of Appointment of Independent Directors must also be published on the website.
• Particulars of the structure of the various committees of the Board of Directors.
• Code of Conduct of Senior Management and Board of Directors.
• A policy with regards to related party transactions.
• Details of the establishment of the Vigil Mechanism and Whistle Blower Policy.
• Email of Grievance Redressal Mechanism and other relevant information.
• Shareholding Pattern.
• Designated Officials who can handle investor grievances.
• All other information about notices, taxes, agreements, and financial information.

Mandatory Disclosures Under The Companies Act 2013

• Website address on all its official publications like business letters, billheads, and notices, etc.
• The notice of “Change of objects for which money is raised through prospectus” under Rule 32 of Chapter II – Companies (Incorporation) Rules, 2014 must be published on the website.
• Details of Annual Return.
• Details of Vigil Mechanism.
• CSR and Company’s policy on director’s appointment and remuneration.
• Terms and Conditions of the Independent Director.
• Closure of register of members or debenture holders.
• Notice of General Meeting.
• Notice of Voting through electronic means.
• Notice of Postal Ballot.
• Special Notice, if any.
• Striking Off of the name of the company details.
• Unpaid Dividend Details.
• Invitation of Deposits.
• Resignation of Director details, if any.

Consequences Of Non-compliance Of Website Disclosure

As such, there are no penalties for non-compliance with the website disclosure requirements. But as per Section 450 of the Companies Act of 2013, the penalty for non-compliance by the company or any officer of the company who defaults to any of the Act’s provisions will be Rs 10,000. For continuing contravention, it will be a further fine of Rs 1,000 for every day of default. This will apply to the default of non-disclosure, a company must take care of publishing all relevant information on the website.

Disclaimer: The materials provided herein are solely for information purposes. No attorney-client relationship is created when you access or use the site or the materials. The information presented on this site does not constitute legal or professional advice. It should not be relied upon for such purposes or used as a substitute for legal advice from an attorney licensed in your state.

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