Statute Details
- Title: Companies (Prescribed Percentage under Section 76B(3) and (3B)) Notification 2013
- Act/Instrument Type: Subsidiary Legislation (SL)
- Act Code: CoA1967-S629-2013
- Legislative Instrument Number: No. S 629
- Authorising Act: Companies Act (Chapter 50)
- Key Enabling Provisions: Section 76B(3) and (3B) of the Companies Act
- Citation: Companies (Prescribed Percentage under Section 76B(3) and (3B)) Notification 2013
- Commencement: 1 October 2013
- Prescribed Percentage: 20%
- Status (as provided): Current version as at 27 March 2026
What Is This Legislation About?
The Companies (Prescribed Percentage under Section 76B(3) and (3B)) Notification 2013 is a short but practically significant subsidiary legislation made under the Companies Act. Its sole substantive function is to set a “prescribed percentage” for the purposes of section 76B(3) and (3B) of the Companies Act.
In plain terms, section 76B of the Companies Act deals with a threshold concept tied to corporate control or influence—typically used to determine when certain statutory consequences apply. However, the Companies Act does not itself specify the exact percentage to be used in those particular subsections. Instead, it delegates to the Minister the power to prescribe the relevant percentage by notification.
This Notification therefore fills that delegated gap. It establishes that, for the purposes of section 76B(3) and (3B), the relevant threshold percentage is 20%. Once prescribed, the 20% figure becomes the legal benchmark that practitioners must apply when assessing whether the statutory conditions in section 76B(3) and (3B) are met.
What Are the Key Provisions?
Section 1 (Citation and commencement) provides the formal identity and timing of the Notification. It states that the instrument may be cited as the “Companies (Prescribed Percentage under Section 76B(3) and (3B)) Notification 2013” and that it comes into operation on 1 October 2013. For lawyers, this commencement date matters because it determines the period during which the 20% threshold applies for transactions, assessments, or compliance actions that may have occurred before or after that date.
Section 2 (Prescribed percentage under section 76B(3) and (3B) of Act) is the core operative provision. It expressly states that, for the purposes of section 76B(3) and (3B) of the Companies Act, the prescribed percentage shall be 20%. This is a direct legislative instruction: where section 76B(3) or 76B(3B) requires the application of a “prescribed percentage,” the decision-maker must use 20% as the threshold.
Although the Notification is brief, its legal effect can be substantial. In practice, the “prescribed percentage” often determines whether a person or entity is treated as having a relevant level of interest, influence, or control for statutory purposes. Therefore, the 20% figure may affect outcomes such as whether certain reporting, governance, or compliance requirements are triggered, or whether a particular classification under the Companies Act applies.
Finally, the Notification includes the making clause and signature by the Permanent Secretary (Finance) (Performance), Ministry of Finance, dated 30 September 2013. This confirms that the instrument was properly made under the enabling powers in section 76B(3) and (3B). For practitioners, the existence of the enabling formula and the formal making date can be relevant when assessing validity, commencement, and the legislative chain of authority.
How Is This Legislation Structured?
This Notification is structured in a conventional two-section format typical of many threshold-setting subsidiary instruments:
(1) Section 1: Citation and commencement—identifies the instrument and states when it takes effect.
(2) Section 2: Prescribed percentage—sets the numerical threshold (20%) for the purposes of the specified subsections of the Companies Act.
There are no schedules, definitions, or additional procedural provisions in the extract provided. The entire regulatory content is therefore concentrated in the single numerical prescription in section 2.
Who Does This Legislation Apply To?
The Notification applies indirectly to parties affected by the Companies Act’s section 76B(3) and (3B). While the Notification itself does not name specific categories of persons (such as directors, shareholders, or companies), its effect is felt wherever the Companies Act requires the application of the “prescribed percentage” to determine legal consequences under section 76B.
Accordingly, the practical audience includes companies and their officers, as well as shareholders and persons with interests whose holdings or interests may be assessed against the 20% threshold. Lawyers advising on corporate structuring, shareholding arrangements, and compliance with the Companies Act will need to incorporate the 20% benchmark when analysing whether the conditions in section 76B(3) and (3B) are satisfied.
Why Is This Legislation Important?
Even though the Notification is short, it is important because it provides the numeric threshold that governs legal classification and statutory triggers under the Companies Act. In corporate law practice, thresholds are often the difference between “yes” and “no” outcomes—such as whether a statutory regime applies, whether a particular relationship is characterised in a certain way, or whether reporting and governance obligations are engaged.
By prescribing 20%, the Notification reduces ambiguity and ensures consistency in how section 76B(3) and (3B) are applied. Without such a notification, the statutory scheme would be incomplete: the Companies Act would point to a “prescribed percentage” but would not itself supply the figure. This Notification therefore completes the legislative design and enables enforceable application.
From an enforcement and compliance perspective, the prescribed percentage can affect how companies document and justify their assessments. For example, when preparing corporate filings, internal compliance memos, board papers, or responses to regulatory queries, practitioners typically need to show that the correct statutory threshold was used. The existence of a specific, dated notification helps establish that the 20% threshold is the legally correct benchmark from 1 October 2013 (subject to any later amendments, if any, not shown in the extract).
Finally, because the Notification is a subsidiary instrument made under the Companies Act, it should be read together with the relevant provisions of the Companies Act—particularly section 76B(3) and (3B). The Notification does not operate in isolation; it functions as a parameter-setting mechanism within a broader statutory framework.
Related Legislation
- Companies Act (Chapter 50) — in particular, section 76B(3) and section 76B(3B)
Source Documents
This article provides an overview of the Companies (Prescribed Percentage under Section 76B(3) and (3B)) Notification 2013 for legal research and educational purposes. It does not constitute legal advice. Readers should consult the official text for authoritative provisions.