Investigation into company‘s affairs in other cases
Section 213 of the Companies Act, 2013 deals with investigation into company‘s affairs in other cases. The Tribunal may,-- (a) on an application made by-- (i) not less than one hundred members or members holding not less than one-tenth of the total voting power, in the case of a company having a share capital; The Act came into force on 01 Apr 2014.
The Tribunal may,--
(a) on an application made by--
(i) not less than one hundred members or members holding not less than one-tenth of the total voting power, in the case of a company having a share capital; or
(ii) not less than one-fifth of the persons on the companys register of members, in the case of a company having no share capital,
and supported by such evidence as may be necessary for the purpose of showing that the applicants have good reasons for seeking an order for conducting an investigation into the affairs of the company; or
(b) on an application made to it by any other person or otherwise, if it is satisfied that there are circumstances suggesting that--
(i) the business of the company is being conducted with intent to defraud its creditors, members or any other person or otherwise for a fraudulent or unlawful purpose, or in a manner oppressive to any of its members or that the company was formed for any fraudulent or unlawful purpose;
(ii) persons concerned in the formation of the company or the management of its affairs have in connection therewith been guilty of fraud, misfeasance or other misconduct towards the company or towards any of its members; or
(iii) the members of the company have not been given all the information with respect to its affairs which they might reasonably expect, including information relating to the calculation of the commission payable to a managing or other director, or the manager, of the company,
order, after giving a reasonable opportunity of being heard to the parties concerned, that the affairs of the company ought to be investigated by an inspector or inspectors appointed by the Central Government and where such an order is passed, the Central Government shall appoint one or more competent persons as inspectors to investigate into the affairs of the company in respect of such matters and to report thereupon to it in such manner as the Central Government may direct:
Provided that if after investigation it is proved that--
(i) the business of the company is being conducted with intent to defraud its creditors, members or any other persons or otherwise for a fraudulent or unlawful purpose, or that the company was formed for any fraudulent or unlawful purpose; or
(ii) any person concerned in the formation of the company or the management of its affairs have in connection therewith been guilty of fraud,
then, every officer of the company who is in default and the person or persons concerned in the formation of the company or the management of its affairs shall be punishable for fraud in the manner as provided in section 447.
Section 213, The Companies Act, 2013 (Act 18 of 2013).
Cross-references
Extracted from the operative text of the enactments themselves. Every destination below exists in our corpus.
This section refers to
Referred to by 6
- s. 214 Security for payment of costs and expenses of investigation
- s. 218 Protection of employees during investigation
- s. 219 Power of inspector to conduct investigation into affairs of related companies, etc
- s. 224 Actions to be taken in pursuance of inspector‘s report
- s. 225 Expenses of investigation
- s. 327 Preferential payments
Related judgements & precedents
These are some judgments that construed this section, and hold precedence value. They hold authority on how to read, interpret and use this section.
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Serious Fraud Investigation Office vs Vivek Harivyasi
Court's Decision & Legal Precedent
The time period stipulated in Section 212(3) of the Companies Act, 2013 for submission of investigation report by SFIO to the Central Government is purely directory and not mandatory. Therefore, expiry of such stipulated period does not terminate SFIO's mandate or its power to arrest. The mandate continues until completion of investigation and submission of final investigation report under Section 212(12). SFIO's arrest authority under Section 212(8) is not circumscribed by any time limit. In habeas corpus proceedings, the legality of detention is to be examined on the date of return/hearing, and if valid orders directing detention exist on that date, habeas corpus cannot be granted. Remand orders passed by competent judicial authorities are judicial functions and cannot be challenged through habeas corpus petitions.
On this section: Exclusivity of SFIO investigation and non-transfer back to other agencies - supporting interpretation that transfer is irrevocable
The holding above is the ratio decidendi as extracted from the judgment by eCourts India, reproduced unaltered — it is a rendering of the court's reasoning, not a substitute for its words. Read the order itself before relying on it.
Judgments citing this section
These may be obiter dicta or a precedent, for you to study. These are the judgments where this section is quoted.
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… Unfortunately what has been recorded is an inspection. It is also contended that in the context of an investigation having been agreed to between the parties, the Central Government has to necessarily order an investigation under sub-section (2) of Section 213 of the Companies Act, 2013. 3. The learned Central Government Standing Counsel however, points out that no investigation has been ordered and only an inspection is now agreed to by the parties which has been carried out by the Inspector appointed under the Companies Act, 2013. The petitioner cannot have any claim …
Made under this section, and citing it
1 instrument names this provision in its title or its text without being made under it.
Questions about Section 213
What have the courts held on Section 213 of the Companies Act?
Serious Fraud Investigation Office vs Vivek Harivyasi (27 Mar 2019) is the leading judgment on this section among those set out below: Exclusivity of SFIO investigation and non-transfer back to other agencies - supporting interpretation that transfer is irrevocable.
How do I find court cases under Section 213 of the Companies Act?
In judgments and charge sheets this section is written several ways, and each form finds a different set of orders. These search the full text of every order eCourtsIndia holds, best matches first: Companies Act 213, section 213 Companies Act, section 213 of the Companies Act. Each opens the full list of orders on eCourtsIndia, where it can be narrowed by court, year and outcome. 1 reported judgment on this section is set out on this page, beginning with Serious Fraud Investigation Office vs Vivek Harivyasi (27 Mar 2019).
What should I read with Section 213 of the Companies Act, and has it changed?
Its own text turns on section 447 (Punishment for fraud), so none of them can safely be read on its own. 6 other provisions in this corpus refer back to it. One instrument names it without being made under it, most recently Commencement Notification under Section 1(3) of the Companies Act, 2013 and Notification constituting the Benches of National Company Law Tribunal (2016).
When did Section 213 of the Companies Act come into force?
Section 213 of the Companies Act, cited as Companies Act 213, came into force on 01 Apr 2014, having been enacted on 29 Aug 2013. It is in force as at the date shown on this page.
Other sections of this Act
- 2. Definitions5089 words
- 143. Powers and duties of auditors and auditing standards1867 words
- 230. Power to compromise or make arrangements with creditors and members1432 words
- 232. Merger and amalgamation of companies1416 words
- 149. Company to have Board of Directors1403 words
- 217. Procedure, powers, etc., of inspectors1390 words
Source and method. Compiled from the enactments of Parliament and of the State legislatures as published on India Code, and republished together with commentary and other original matter under section 52(1)(q)(ii) of the Copyright Act, 1957. Structured, cross-referenced and maintained by eCourtsIndia. Text as in force on 15 Oct 2026. This page is not a substitute for legal advice.