6A. Requirements as to capital structure and voting rights and maintenance of registers of beneficial owners of shares.- (1) No public company limited by shares having its registered office in India, shall carry no life insurance business, unless it satisfies all the following conditions, namely: (i) that the capital of the company consists only of ordinary shares each of which have a single face value; (ii) that, except during any period not exceeding one year allowed by the company for payment of calls on shares, the paid up amount is the same for all shares, whether existing or new: Provided that the conditions specified in this sub section shall not apply to a public company which has, before the commencement of the Insurance (Amendment) Act, 1950 (47 of 1950), issued any shares other than ordinary shares each of which has a single face value or any shares paid up amount whereof is not the same for all of them for a period of three years from such commencement. (2) Notwithstanding anything to the contrary contained in any law for the time being in force or in the memorandum or articles of association but subject to the other provisions contained in this section the voting right of every shareholder of any public company as aforesaid shall in all cases be strictly proportionate to the paid up amount of the shares held by him. (3) No public company as aforesaid which carries on life insurance business shall, after the commencement of the Insurance (Amendment) Act, 1950 (47 of 1950), issue any shares other than ordinary shares of the nature specified in sub-section (l). (4) A public company as aforesaid which carries on life insurance business- (a) shall maintain, in addition to the register of members to be maintained under the Indian Companies Act, 1913 (7 of 1913~3 a register of shares in which shall be entered the name, occupation and address of the beneficial owner of each share, and shall incorporate therein any change of beneficial owner declared to it within fourteen days from the receipt of such declaration; (b) shall not register any transfer of its shares (i) unless, in addition to compliance being made with the provisions of section 34 of the Indian Companies Act, 1913 (7 of 1913), the transferee furnishes a declaration in the prescribed form as to whether he proposes to hold the shares for his own benefit or as a nominee, whether jointly or severally, on behalf of others and in the latter case giving the name, occupation and address of the beneficial owner or owners, and the extent of the beneficial interest of each; (ii) where, after the transfer, the total paid up holding of the transferee in the shares of the company is likely to exceed five per cent. of its paid up capital or where the transferee is a banking or an investment company, is likely to exceed two and a half per cent of such paid up capital, unless the previous approval of the Authority has been obtained to the transfer; (iii) where, the nominal value of the shares intended to be transferred by any individual, firm, group, constituents of a group, or body corporate under the same management, jointly or severally exceeds one per cent of the paid-up equity capital of the insurer, unless the previous approval of the Authority has been obtained for the transfer. Explanation.- For the purposes of this sub-clause, the expressions “group” and “same management” shall have the same meanings respectively assigned to them in the Monopolies and Restrictive Trade Practices Act, 1969 (54 of 1969); (5) Every person who has any interest in any share of a company referred to in sub-section (4) which stands in the name of another person in the register of members of the company, shall, within thirty days from the commencement of the Insurance (Amendment) Act, 1950 (47 of l950), or from the date on which he acquires such interest, whichever is later, make a declaration in the prescribed form (which shall be countersigned by the person in whose name the share is registered) to the company declaring his interest in such share, and notwithstanding anything contained in any other law or in any contract to the contrary, a person who fails to make a declaration as aforesaid in respect of any share shall be deemed to have no right or title whatsoever in that share: Provided that nothing in this sub-section shall affect the right of a person who has an interest in any such share to establish in a court his right thereto, if the person, in whose name the share is registered, refuses to countersign the declaration as required by this sub section: Provided further that where any share, belonging to an individual who has made any such declaration as is referred to in this sub section, is held by a company in its name in pursuance of any trust or for the purpose of safe custody or collection or realization of dividend, such individual shall, notwithstanding anything contained in the Indian Companies Act, 1913 (7 of 1913), or in the memorandum or articles of association of the company which has issued the share, be deemed to be the holder of the said share for the purpose of exercising any voting rights under this section to the exclusion of any other person. (6) If the total paid up holding of any person in the shares of a company referred to in sub section (1) on the commencement of the Insurance (Amendment) Act 1950 (47 of 1950), exceeds two and a half per cent of its paid-up capital where that person is a banking company or an investment company, or five per cent of its paid up capital in any other case, he shall not be entitled to any vote as a shareholder of the company in respect of such excess holding of shares. (7) Where the total paid up holding of any person in the shares of a company referred to sub section (1) on the date of the commencement of the Insurance (Amendment) Act, 1950 (47 of 1950), exceeds five per cent of its paid up capital where that person is a banking company or an investment company, or ten per cent of its paid up capital in any other case, he shall dispose of the excess holding of shares within three years from such commencement or such further period not exceeding two years as may be allowed to him by the Central Government. (8) If, after the expiry of three years or of such further period as may be allowed to any person under sub section (7), the total paid up holding of any such person has not been reduced to the limits specified in that sub-section, any shares in excess of the limits specified in that sub section shall vest in the Administrator General of the State in which the registered office of the company concerned is situate and the Administrator General shall take such steps as may be necessary for taking charge of any property which has so vested in him and shall dispose of the said shares and the proceeds thereof in such manner as may be prescribed. (9) Subject to the other provisions contained in this section, but notwithstanding anything contained in the Indian Companies Act, 1913 (7 of 1913), or in the memorandum or articles of association of any such company as is referred to in sub section (1), no such company shall refuse to register the transfer of any shares where the transfer is for the purpose of securing compliance with the provisions of sub sections (7) and (8). (10) The Central Government may, subject to such restrictions as it may think fit to impose, exempt from the operation of sub sections (6), (7) and (8) any insurance company, in any case where the total paid up holding of such insurance company in the shares of any other insurance company exceeds the limits specified in the said sub sections, if the other insurance company is or is to be made a subsidiary company of the insurance company. (11) The provisions of this section, except those of sub sections (7), (8) and (9), shall, on and from the commencement of the Insurance (Amendment) Act, 1968, also apply to insurers carrying on general insurance business subject to the following notifications, namely:- (i) that references in sub sections (1), (3), (5) and (6) to the Insurance (Amendment) Act, 1950, (47 of 1950), shall be construed as reference to the Insurance (Amendment) Act, 1968; and (ii) references in sub section (10) to sub sections (7) and (8) shall be omitted. Explanation -For the purposes of this section, the holding of a person in the shares of a company shall be deemed to include (i) the total paid up holding in such shares held by such person in the name of others; and (ii) if any shares of the company are held - (a) by a public limited company, of which such person is a member holding more than ten per cent. of the paid up capital, or (b) by a private limited company, of which such person is a member, or (c) by a company, of which such person is a managing director, manager, managing agent or in which he has a controlling interest, or (d) by a firm in which such person is a partner, or (e) by such person jointly with others, such part of the total paid up holding of the company or firm or of the total joint holding in those shares, as is proportionate to the contribution made by such person to the paid up capital of the company, the paid up capital of the firm or the joint holding, as the case may be. | 
