Compliance requirements for the Month of February, 2023

This article contains various Compliance requirements for the Month of February, 2023 under various Statutory Laws. Compliance means “adhering to rules and regulations.” Compliance is a continuous process of following laws, policies, and regulations, rules to meet all the necessary governance requirements without any failure.

If you think compliance is expensive, try non‐ compliance”

Compliance Requirement Under:

1. Income Tax Act, 1961

2. Goods & Services Tax Act, 2017 (GST) and Important Updates / Circulars

3. Foreign Exchange Management Act, 1999 (FEMA) and Important Notifications

4. Other Statutory Laws and Updates

5. SEBI (Listing Obligations & Disclosure Requirements) (LODR) Regulations, 2015

6. SEBI Takeover Regulations 2011

7. SEBI (Prohibition of Insider Trading) Regulations, 2015

8. SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018

9. SEBI (Buyback of Securities) Regulations, 2018

10. SEBI (Depositories and Participants) Regulations 2018) and Circulars / Notifications

11. Companies Act, 2013 (MCA/ROC Compliance) and Notifications

12. Insolvency and Bankruptcy Board of India (IBBI) Updates

13. Cabinet Decisions / New Acts

1. Compliance requirement under Income Tax act, 1961

Sl.	Compliance Particulars	Due Dates
1	​Due date for deposit of Tax deducted/collected for the month of January, 2023. However, all the sum deducted/collected by an office of the government shall be paid to the credit of the Central Government on the same day where tax is paid without production of an Income-tax Challan	07.02.2023
2.	​​Due date for issue of TDS Certificate for tax deducted under section 194-IA in the month of December, 2022	14.02.2023
3	​​Due date for issue of TDS Certificate for tax deducted under section 194-IB in the month of December, 2022	14.02.2023
4	​​​Due date for issue of TDS Certificate for tax deducted under section 194M in the month of December, 2022	14.02.2023
5	​Due date for furnishing of Form 24G by an office of the Government where TDS/TCS for the month of January, 2023 has been paid without the production of a challan	15.02.2023
	​Quarterly TDS certificate (in respect of tax deducted for payments other than salary) for the quarter ending December 31, 2022	15.02.2023

• Important Notifications – For the month of January – 2023:

Sl.	Particulars of the Notification(s)	File No. / Circular No.	Link(s)
1.	Clarification for the purposes of clause (c) of Section 269ST of the Income-tax Act, 1961 in respect of dealership/distributorship contract in case of Co-operative Societies – reg.	Circular No. 25/2022	Click Here
2.	: Extension of time limit for compliance to be made for claiming any exemption under Section 54 to 54GB of the Income-tax Act,1961 (‘ Act’) in view of the then-Covid-19 pandemic -reg.	Circular No. 1 of  2023	Click Here
3.	The Central Government hereby approves ‘Indian Institute of Science Education and Research, Tirupati (PAN: AAAAI9820P)’ …………….	[F. No. 203/02/2022/ITA-II]	Click Here
4.	The Central Government hereby approves ‘Indian Institute of Science Education and Research, Tirupati (PAN: AAAAI9820P)’ under the category of ‘University, College or Other Institution’	F. No. 203/02/2022/ITA-II	Click Here
5	The Central Government hereby specifies the pension fund, namely, the California Public Employees Retirement System (PAN: AAATC6038J), (hereinafter referred to as ―the assessee)	Notification No. 02/2023	Click Here

2. Compliance Requirement under GST, 2017

A. Filing of GSTR –3B / GSTR 3B QRMP

a) Taxpayers having aggregate turnover > Rs. 5 Cr. in preceding FY

Tax period	Due Date	Particulars
January, 2023	20th February, 2023	Due Date for filling GSTR – 3B return for the month of December, 2022 for the taxpayer with Aggregate turnover exceeding INR 5 crores during previous year.   Due Date for filling GSTR – 3B return for the quarter of January to March 2022 for the taxpayer with Aggregate turnover up to INR 5 crores during the previous year and who has opted for Quarterly filing of return under QRMP.

b). Taxpayers having aggregate turnover upto Rs. 5 crores in preceding FY (Group A)

Tax period	Due Date		Particulars
January, 2023	22nd February, 2023		Due Date for filling GSTR – 3B return for the month of December, 2022 for the taxpayer with Aggregate turnover upto INR 5 crores during previous year and who has opted for Quarterly filing of GSTR-3B

c). Taxpayers having aggregate turnover upto Rs. 5 crores in preceding FY (Group B)

Tax period	Due Date		Particulars
January, 2023	24th February, 2023		Annual Turnover Up to INR 5 Cr in Previous FY But Opted Quarterly Filing

B. Filing Form GSTR-1:

Tax period	Due Date	Remarks
Monthly return (January, 2023)	11.02.2023	1. GST Filing of returns by registered person with aggregate turnover exceeding INR 5 Crores during preceding year.   2. Registered person, with aggregate turnover of less then INR 5 Crores during preceeding year, opted for monthly filing of return under QRMP.

C. Non Resident Tax Payers, ISD, TDS & TCS Taxpayers

Form No.	Compliance Particulars	Timeline	Due Date
GSTR-5 & 5A	Non-resident ODIAR services provider file Monthly GST Return	20th of succeeding month	20.02.2023
GSTR -6	Every Input Service Distributor (ISD)	13th of succeeding month	13.02.2023
GSTR -7	Return for Tax Deducted at source to be filed by Tax Deductor	10th of succeeding month	10.02.2023
GSTR -8	E-Commerce operator registered under GST liable to TCS	10th of succeeding month	10.02.2023

D. GSTR – 1 QRMP monthly / Quarterly return

Form No.	Compliance Particulars	Timeline	Due Date
Details of outward supply-IFF &   Summary of outward supplies by taxpayers who have opted for the QRMP scheme.	GST QRMP monthly return due date for the month of April, 2022 (IFF). Applicable for taxpayers with Annual aggregate turnover up to Rs. 1.50 Crore.   Summary of outward supplies by taxpayers who have opted for the QRMP scheme.	13th of succeeding month  – Monthly   Quarterly Return	13.02.2023

E. GST Refund:

Form No.	Compliance Particulars	Due Date
RFD -10	Refund of Tax to Certain Persons	18 Months after the end of quarter for which refund is to be claimed

F. Monthly Payment of GST – PMT-06:

Compliance Particular	Due Date
Due Date of payment of GST for a taxpayer with Aggregate turnover up to INR 5 crores during the previous year and who has opted for Quarterly filing of return under QRMP.	25.02.2023

• GST UPDATES – January, 2023:

Sl.	Notification Particulars	Notification No.	Link (s)
1.	Seeks to make fifth amendment (2022) to CGST Rules	26/2022-Central Tax	Click Here
2.	Notification under sub-rule (4B) of rule 8 of CGST Rules, 2017	27/2022-Central Tax	Click Here
3.	Seeks to amend notification No. 12/2017- Central Tax (Rate)	15/2022-Central Tax (Rate)	Click Here
4	Seeks to amend notification No. 4/2017- Central Tax (Rate)	14/2022-Central Tax (Rate)	Click Here
5	To assign powers of Superintendent of central tax to Additional Assistant Directors in DGGI, DGGST and DG Audit.	01/2023-Central Tax	Click Here
6	Advisory on facility of ‘Initiating Drop Proceedings’ of Suspended GSTINs due to Non-filing of Returns	GSTN Update 568	Click Here
7	To assign powers of Superintendent of central tax to Additional Assistant Directors in DGGI, DGGST and DG Audit.	01/2023-Central Tax	Click Here
8	Advisory on taxpayers facing issue in filing GSTR-3B	GSTN Update 567	Click Here
9	Advisory on facility of ‘Initiating Drop Proceedings’ of Suspended GSTINs due to Non-filing of Returns	GSTN Update 566	Click Here
10	Advisory on “Initiating Drop Proceeding” by taxpayers	GSTN Update 565	Click Here
11	Module wise new functionalities deployed on the GST Portal for taxpayers	GSTN Update 564	Click Here
12	Clarification regarding GST rates and classification of certain services.	190/02/2023-GST	Click Here

• Key Compliances under FEMA / RBI

Applicable Laws/Acts	Due Dates	Compliance Particulars	Forms / (Filing mode)
FEMA ACT 1999	15th of July of Every Year	Annual return on Foreign Liabilities and Assets is required to be submitted by all the India resident companies which have received FDI and/ or made overseas investment in any of the previous year(s), including current year by July 15th every year.	FLAIR System Click Here
FEMA ACT 1999	Not later than 30 days from the date of issue of Capital instrument	FC-GPR is a form filed when the Indian company receives the Foreign Direct Investment and the company allots shares to a person resident outside India.	Form FC-GPR
FEMA ACT 1999	With in 60 days of receipt/ remittance of funds or transfer of capital instruments whichever is earlier.	Reporting of transfer of shares and other eligible securities between residents and non-residents and vice- versa is to be made in Form FC-TRS. The onus of reporting shall be on the resident transferor/ transferee.	Form FC-TRS.
FEMA ACT 1999	Within 30 days from the date of receipt of the amount of consideration.	A Limited Liability Partnership receiving amount of consideration and acquisition of profit shares is required to submit a report in the Form FDI LLP-1	Form FDI LLP-I
FEMA ACT 1999	within 60 days from the date of receipt of funds in	A Limited liability Partnership shall report disinvestment/ transfer of capital contribution or profit share between a resident and a non resident (or vice versa)	Form FDI LLP-II
FEMA ACT 1999	within 30 days from the date of allotment of capital instruments	The domestic custodian shall report the issue/ transfer/ of sponsored/ unsponsored depository receipts	Downstream statement -Form DI & reporting at FIFP too
Types of Accounts	Capital Account and Current Account – The purpose of the capital account is to adjust the assets and liabilities of individuals outside India to persons residing in India. Thus any transaction that results in a change of the overseas assets and liabilities in India of an Indian residing outside India or transactions overseas of a person residing in India will be considered under the capital account. All other transactions fall under the category of the current account.
NRI Bank Accounts	There is option for the Non-Resident Indians to set up various bank accounts in India, like FCNR, NRE and NRO Accounts.

• RBI Circulars / Notifications: January, 2023

Sl.	Particulars of the Circulars	Link
1	Individual Housing loans – Revised limits under four-tiered regulatory framework	Click here
2	Foreign Investment in India – Rationalisation of reporting in Single Master Form (SMF) on FIRMS Portal	Click here
3	Formation of new districts in the State of Chhattisgarh – Assignment of Lead Bank Responsibility	Click here
4	Central Payments Fraud Information Registry – Migration of Reporting to DAKSH	Click here
5	RBI releases Annual Report of Ombudsman Schemes, 2021-22	Click here
6	RBI releases Name of Applicant under the Guidelines for ‘on tap’ Licensing of Universal Banks in the Private Sector	Click here
7	Regulatory Sandbox (RS) – Fourth Cohort on Prevention and Mitigation of Financial Frauds – Test Phase	Click here
8	RBI launches Quarterly Order Books, Inventories and Capacity Utilisation Survey: October – December 2022 (Round 60)	Click here
9	Periodic Updation of KYC details of Customers	Click here
10.	Reserve Bank of India – Bulletin Weekly Statistical Supplement – Extract	Click here
11.	Operational Risk Management: Price / Yield range setting in e-Kuber	Click here
12	Formation of new district in the State of Arunachal Pradesh – Assignment of Lead Bank Responsibility	Click here
13	Master Direction – Reserve Bank of India (Acquisition and Holding of Shares or Voting Rights in Banking Companies) Directions, 2023	Click here
14	Guidelines on Acquisition and Holding of Shares or Voting Rights in Banking Companies	Click here
15	Designation of two individuals and one organisation under Section 35(1) (a) and 2(1) (m) of the Unlawful Activities (Prevention) Act,1967 and their listing in the First and Fourth Schedule of the Act	Click here
16	Reserve Bank of India – Bulletin Weekly Statistical Supplement – Extract	Click here
17	State Finances: A Study of Budgets of 2022-23	Click here
18	RBI releases Discussion Paper on Expected Loss (EL)-based Approach for loan loss provisioning by banks	Click here
19	RBI releases Primary (Urban) Co-operative Banks’ Outlook 2021-22	Click here
20	RBI Bulletin – January 2023	Click here
21	Safe Deposit Locker/Safe Custody Article Facility provided by banks	Click here
22	‘Fully Accessible Route’ for Investment by Non-residents in Government Securities – Inclusion of Sovereign Green Bonds	Click here
23	Designation of 3 individuals as ‘Terrorists’ under Section 35 (1) (a) of the Unlawful Activities (Prevention) Act (UAPA), 1967 and their listing in the Schedule IV of the Act-Reg.	Click here
24	RBI extends time for renewal of agreements for existing Safe Deposit Locker/Safe Custody Article Facility Provided by Banks	Click here
25	Extension of validity of Directions under Section 35A of the Banking Regulation Act, 1949 (AACS)- Indian Mercantile Co-operative Bank Ltd., Lucknow (U.P)	Click here
26	Sovereign Green Bonds- Full Auction Results	Click here
27	RBI releases Discussion Paper on Securitisation of Stressed Assets Framework (SSAF)	Click here
28	Reserve Bank of India – Bulletin Weekly Statistical Supplement – Extract	Click here

4. Compliance under Other Statutory LAws

Applicable Laws/Acts	Timeline / Due Dates	Compliance Particulars	Forms / (Filing mode)
EPF (The Employees’ Provident Funds And Miscellaneous Provisions Act, 1952)	15.02.2023	PF Payment	ECR
ESIC (Employees’ State Insurance Act, 1948)	15.02.2023	ESIC Payment	ESI Challan
Contract Labour (Regulation & Abolition) Act, 1970	Within 15 Days of commencement/ completion of contract work	Return/Notice within 15 days of commencement/ completion of each contract by the Principal employer	Form VI-B
Contract Labour (Regulation & Abolition) Act, 1970	Within 15 Days of commencement/ completion of contract work	Notice of commencement/ completion of contract work by the Contractor within 15 days	Form VI-A
Payment of Gratuity Rule	Within 30 Days of applicability of the Act & any change	Notice of applicability of the Act & any change	Form A or B

• Updates TRACKER under Labour LAws – Jan., 2023:

Sl.	Particulars	Link
1	Labour Ministry considering shift to living wage from minimum wage, here is what it means	Click here
2	EPFO Latest Update: Interest to Be Credited to Subscribers’ Accounts Soon! Know How to Check Balance	Click here
3	Good news for EPFO ​​people! Find out online if 81-81 thousand is coming to your EPF account with EPFO passbook	Click here
4	EPF Pensioners: What is ‘Nirbadh Seva’ that will help members get instant PPO number after retirement – check details!	Click here
5	Retirement planning: How NPS scores over EPF and PPF	Click here
6	3 Workers Die Every Day In Indian Factories, Govt Data Show	Click here
7	Employee Provident Fund (EPF): What are the new tax rules you need to know?	Click here
8	EPF Online Passbook Access Is Back After A Week-Long Hiatus. Here’s How To Check Your PF Balance	Click here
9	EPFO portal offers link to opt for higher pension	Click here
10	EPFO: How to update profile photo in EPF account	Click here
11	How India can keep growing amid a global economic slowdown	Click here
12	EPFO moves to block higher pension for pre-2014 retirees, sparks a row	Click here
13	EPFO Central Board of Trustees member, pensioners question circulars on higher pension, seek clarity	Click here

5. SEBI – Securities Exchange Board of INDIA

1. Compliance Requirement under SEBI (Listing Obligations and Disclosure Requirements) (LODR) Regulations, 2015

A. Quarterly Compliances:

Sl. No.	Regulation reference (Reg.)	Compliance Particulars	Timeline / Due Date (For the Quarter Ended December, 2022)	Due Dates
1	32 & 33	Financial Results & Statement of deviation	45 days/60 days from end of quarter	14.02.2023

B. Half Yearly Compliances:

Sl. No.	Regulation No.	Compliance Period (Due Date)	Due Date
1.	Regulation 23(9) Related party transactions.	The listed entity shall make such disclosures every 6 months within 15 days from the date of publication of its standalone and consolidated financial results: Provided further that the listed entity shall make such disclosures every 6 months on the date of publication of its standalone and consolidated financial results with effect from April 1, 2023.	Within 15 days of FR

C. Regular / Annual Compliances:

REG NO	REGULATION NO	PARTICULARS	TIMELINE
47 Advertisements in Newspapers.	47 (3) Advertisements in Newspapers	Financial results at 47 clause (b) of sub-regulation (1), shall be published within 48 hours of conclusion of the meeting of board of directors at which the financial results were approved.	48 HOURS
24A Secretarial Audit.	Red 24A	Every listed entity and its material unlisted subsidiaries incorporated in India shall undertake secretarial audit and shall annex with its annual report, a secretarial audit report, given by a company secretary in practice, in such form as may be specified with effect from the year ended March 31, 2019. (within 60 days from the Closure of FY)	60 days from the Closure of FY
46 Website	46(2)(s)	The listed entity shall disseminate the following information under a separate section on its website separate audited financial statements of each subsidiary of the listed entity in respect of a relevant financial year, uploaded at least 21 days prior to the date of the annual general meeting which has been called to inter alia consider accounts of that financial year.]	21 days prior 1 days prior to the date of AGM

D. Other Quarterly compliance which included half year compliance except FR (Financial Results)

Reg No	Regulation No	Particulars	Timeline
Intimation	Reg 29 read with Reg 33	intimation regarding item specified in clause 29(1) (a) to be discussed at the meeting of board of directors shall be given at least five days in advance (excluding the date of the intimation and date of the meeting), and such intimation shall include the date of such meeting of board of directors	at least 5 working days in advance, excluding the date of the intimation and date of the meeting
Intimations and Disclosure of events or information to Stock Exchanges.	87B: Intimations and Disclosure of events or information to Stock Exchanges. READ WITH PART E OF Schedule III	The listed entity shall first disclose to stock exchange(s) of all events or information, as specified in Part E of Schedule III, as soon as reasonably possible but not later than twenty four hours from occurrence of the event or information:	24 HOURS
Valuation, Rating and NAV disclosure.	87C(1) (iii)	An issuer whose security receipts are listed on a stock exchange shall ensure that: the net asset value is calculated on the basis of such independent valuation and the same is declared by the asset reconstruction company within 15 days of the end of quarter.	15 Days
Other corporate governance requirements.	Reg 27(2)	The listed entity shall submit a quarterly compliance report on corporate governance in the format as specified by the Board from time to time to the recognised stock exchange(s) within fifteen days from close of the quarter.	15 days
Indian Depository Receipt holding pattern & Shareholding details.	69(1)	The listed entity shall file with the stock exchange the Indian Depository Receipt holding pattern on a quarterly basis within fifteen days of end of the quarter in the format specified by the Board.	15 days from end of each quarter

E. Event based Compliances

Reg No	Regulation No	Particulars	Timeline
30 Disclosure of events or information.	30(6) AND Part A of Schedule III	The listed entity shall first disclose to stock exchange(s) of all events, as specified in Part A of Schedule III, or information as soon as reasonably possible and not later than twenty four hours from the occurrence of event or information	24 HOURS
30 Disclosure of events or information.	30(6) AND sub-para 4 of Para A of Part A of Schedule III	The listed entity shall disclose to the Exchange(s), within 30 minutes of the closure of the meeting held to consider the following: a) dividends and/or cash bonuses recommended or declared or the decision to pass any dividend and the date on which dividend shall be paid/dispatched; b) any cancellation of dividend with reasons thereof; c) the decision on buyback of securities; d) the decision with respect to fund raising proposed to be undertaken e) increase in capital by issue of bonus shares through capitalization including the date on which such bonus shares shall be credited/dispatched; f) reissue of forfeited shares or securities, or the issue of shares or securities held in reserve for future issue or the creation in any form or manner of new shares or securities or any other rights, privileges or benefits to subscribe to; g) short particulars of any other alterations of capital, including calls; h) financial results; i) decision on voluntary delisting by the listed entity from stock exchange(s).	30 MINUTES
31A: Conditions for re-classification of any person as promoter / public	31A(8)	The following events shall deemed to be material events and shall be disclosed by the listed entity to the stock exchanges as soon as reasonably possible and not later than twenty four hours from the occurrence of the event: (a) receipt of request for re-classification by the listed entity from the promoter(s) seeking re-classification; (b) minutes of the board meeting considering such request which would include the views of the board on the request; (c) submission of application for re-classification of status as promoter/public by the listed entity to the stock exchanges; (d) decision of the stock exchanges on such application as communicated to the listed entity;	24 HOURS
34 Annual Report.	34(1)(b)	In the event of any changes to the annual report, the revised copy along with the details of and explanation for the changes shall be sent not later than 48 hours after the annual general meeting.]	48 HOURS
44 Meetings of shareholders and voting	44(3)	The listed entity shall submit to the stock exchange, within forty eight hours of conclusion of its General Meeting, details regarding the voting results in the format specified by the Board.	48 HOURS
47 Advertisements in Newspapers.	47 (3) Advertisements in Newspapers	The listed entity shall publish the information specified in 47(1) in the newspaper simultaneously with the submission of the same to the stock exchange(s). The same is reproduced below 47(1) (a) notice of meeting of the board of directors where financial results shall be discussed (c )statements of deviation(s) or variation(s) as specified in sub-regulation (1) of regulation 32 on quarterly basis, after review by audit committee and its explanation in directors report in annual report; (d) notices given to shareholders by advertisement	Simultaneously
–	SCHEDULE III PART PART A 7(A)	resignation of the auditor of the listed entity, detailed reasons for resignation of auditor, as given by the said auditor, shall be disclosed by the listed entities to the stock exchanges as soon as possible but not later than twenty four hours of receipt of such reasons from the auditor	24 HOURS
–	SCHEDULE III PART PART A 7(B)	In case of resignation of an independent director of the listed entity, within seven days from the date of resignation, the following disclosures shall be made to the stock exchanges by the listed entities: i. Detailed reasons for the resignation of independent directors as given by the said director shall be disclosed by the listed entities to the stock exchanges. ii. The independent director shall, along with the detailed reasons, also provide a confirmation that there is no other material reasons other than those provided. iii. The confirmation as provided by the independent director above shall also be disclosed by the listed entities to the stock exchanges along with the detailed reasons as specified in sub-clause (i) above.]	7 days from the date of resignation
7 Share Transfer Agent.	Reg 7(4) & (5) Share Transfer Agent.	The listed entity shall intimate any change or appointment of a new share transfer agent, to the stock exchange(s) within seven days of entering into the agreement.	7 DAYS
29	Reg 29(1)	The intimation required under 29 (1), shall be given at least two working days in advance, excluding the date of the intimation and date of the meeting Reg 29(1) is reproduced below: (b) proposal for buyback of securities ; (c) proposal for voluntary delisting by the listed entity from the stock exchange(s); (d) fund raising by way of further public offer, rights issue, American Depository Receipts/Global Depository Receipts/Foreign Currency Convertible Bonds, qualified institutions placement, debt issue, preferential issue or any other method and for determination of issue price: Provided that intimation shall also be given in case of any annual general meeting or extraordinary general meeting or postal ballot that is proposed to be held for obtaining shareholder approval for further fund raising indicating type of issuance. (e) declaration/ recommendation of dividend, issue of convertible securities including convertible debentures or of debentures carrying a right to subscribe to equity shares or the passing over of dividend. (f) the proposal for declaration of bonus securities where such proposal is communicated to the board of directors of the listed entity as part of the agenda papers:	at least 2 working days in advance, excluding the date of the intimation and date of the meeting
31 Holding of specified securities and shareholding pattern.	Reg 31 (1)(a)	The listed entity shall submit to the stock exchange(s) a statement showing holding of securities and shareholding pattern separately for each class of securities, in the format specified by the Board from time to time – one day prior to listing of its securities on the stock exchange(s);	1 day prior to listing of its securities on the stock exchange(s
31	Reg 31 (1 (c)	within ten days of any capital restructuring of the listed entity resulting in a change exceeding two per cent of the total paid-up share capital:	within 10 days of any capital restructuring
31A Conditions for re-classification of any person as promoter / public	Reg 31A	an application for re-classification of a promoter/ person belonging to promoter group to public to the stock exchanges has to be made by the listed entity consequent to the following procedures and not later than thirty days from the date of approval by shareholders in general meeting	30 days from the date of approval by shareholders in general meeting
37 Draft Scheme of Arrangement & Scheme of Arrangement.	37(1)	Draft Scheme of Arrangement & Scheme of Arrangement before for obtaining Observation Letter or No-objection letter, before filing such scheme with any Court or Tribunal, in terms of requirements specified by the Board or stock exchange(s) from time to time.	Before filling the same with any court or tribunal
39 Issuance of Certificates or Receipts/Letters/Advices for securities and dealing with unclaimed securities.	39(2)	The listed entity shall issue certificates or receipts or advices, as applicable, of subdivision, split, consolidation, renewal, exchanges, endorsements, issuance of duplicates thereof or issuance of new certificates or receipts or advices, as applicable, in cases of loss or old decrepit or worn out certificates or receipts or advices, as applicable within a period of thirty days from the date of such lodgement.	30 Days
39 Issuance of Certificates or Receipts/Letters/Advices for securities and dealing with unclaimed securities	39(3)	The listed entity shall submit information regarding loss of share certificates and issue of the duplicate certificates, to the stock exchange within two days of its getting information.	2 days of its getting information.
40 Transfer or transmission or transposition of securities.	40 (3)	On receipt of proper documentation, the listed entity shall register transfers of its securities in the name of the transferee(s) and issue certificates or receipts or advices, as applicable, of transfers; or issue any valid objection or intimation to the transferee or transferor, as the case may be, within a period of fifteen days from the date of such receipt of request for transfer	15 days
40 Transfer or transmission or transposition of securities.	40 (3)	the listed entity shall ensure that transmission requests are processed for securities held in dematerialized mode within seven days after receipt of the specified documents:	7 Days
40 Transfer or transmission or transposition of securities.	40 (3)	the listed entity shall ensure that transmission requests are processed for securities held in physical mode within twenty one days after receipt of the specified documents:	21 Days
–	SCHEDULE VII: TRANSFER OF SECURITIES (PART B (1))	In case of minor differences in the signature of the transferor(s), the listed entity shall follow the following procedure for registering transfer of securities: (a) the listed entity shall promptly send to the first transferor(s), via speed post an intimation of the aforesaid defect in the documents and inform the transferor(s) that objection, supported by valid proof, is not lodged by the transferor(s) with the listed entity within fifteen days of receipt of the listed entity’s letter, then the securities shall be transferred	15 Days
42 Record Date or Date of closure of transfer books.	42(2)	The listed entity shall give notice in advance of atleast seven working days (excluding the date of intimation and the record date) to stock exchange(s) of record date specifying the purpose of the record date:	7 working days advance intimation excluding the date of the intimation and date of the meeting
42 Record Date or Date of closure of transfer books.	42(2)	in the case of rights issues, the listed entity shall give notice in advance of atleast three working days (excluding the date of intimation and the record date).]	3 working days advance intimation excluding the date of the intimation and date of the meeting
42 Record Date or Date of closure of transfer books.	42(3)	The listed entity shall recommend or declare all dividend and/or cash bonuses at least five working days (excluding the date of intimation and the record date) before the record date fixed for the purpose.	5 working days advance intimation excluding the date of the intimation and date of the meeting
46 Website	46 (3)(b)	The listed entity shall update any change in the content of its website within two working days from the date of such change in content.	2 working days
50 Intimation to stock exchange(s).	50(1)	The listed entity shall give prior intimation to the stock exchange(s) at least eleven working days before the date on and from which the interest on debentures and bonds, and redemption amount of redeemable shares or of debentures and bonds shall be payable.	11 working days
50 Intimation to stock exchange(s).	50(3)	The listed entity shall intimate to the stock exchange(s), at least two working days in advance, excluding the date of the intimation and date of the meeting, regarding the meeting of its board of directors, at which the recommendation or declaration of issue of non-convertible debt securities or any other matter affecting the rights or interests of holders of non- convertible debt securities or non – convertible redeemable preference shares is proposed to be considered.	2 working days advance intimation excluding the date of the intimation and date of the meeting
52 Financial Results.	52 (4) & (5)	The listed entity shall, within seven working days from the date of submission of the information required under sub- regulation (4), submit to stock exchange(s), a certificate signed by debenture trustee that it has taken note of the contents	7 working days
52 Financial Results.	52 (4) & (8)	The listed entity shall, within two calendar days of the conclusion of the meeting of the board of directors, publish the financial results and statement referred to in reg 52 (4), in at least one English national daily newspaper circulating in the whole or substantially the whole of India.	two calendar days of the conclusion of the meeting
57 Other submissions to stock exchange(s).	57(1)	The listed entity shall submit a certificate to the stock exchange within two days of the interest or principal or both becoming due that it has made timely payment of interests or principal obligations or both in respect of the non convertible debt securities	within 2 days
60 Record Date	60(2)	The listed entity shall give notice in advance of at least seven working days (excluding the date of intimation and the record date) to the recognised stock exchange(s) of the record date or of as many days as the stock exchange(s) may agree to or require specifying the purpose of the record date.	7 working days advance intimation excluding the date of the intimation and date of the meeting
78 Record Date.	78(2)	The listed entity shall give notice in advance of at least four working days to the recognised stock exchange(s) of record date specifying the purpose of the record date	notice in advance of at least 4 working days
82 Intimation and filings with stock exchange(s).	82(2)	The listed entity shall intimate to the stock exchange(s), at least two working days in advance, excluding the date of the intimation and date of the meeting, regarding the meeting of its board of trustees, at which the recommendation or declaration of issue of securitized debt instruments or any other matter affecting the rights or interests of holders of securitized debt instruments is proposed to be considered.	2 working days in advance, excluding the date of the intimation and date of the meeting,
82 Intimation and filings with stock exchange(s).	82(3)	The listed entity shall submit such statements, reports or information including financial information pertaining to Schemes to stock exchange within seven days from the end of the month/ actual payment date, either by itself or through the servicer, on a monthly basis in the format as specified by the Board from time to time: Provided that where periodicity of the receivables is not monthly, reporting shall be made for the relevant periods.	within 7 days
87 Record Date.	87(2)	The listed entity shall give notice in advance of atleast seven working days (excluding the date of intimation and the record date) to the recognised stock exchange(s) of the record date or of as many days as the Stock Exchange may agree to or require specifying the purpose of the record date	7 working days advance intimation excluding the date of the intimation and date of the meeting
87E Record Date.	87E(2)	The listed entity shall give notice in advance of at least seven working days (excluding the date of intimation and the record date) to the stock exchange(s) of the record date or of as many days as the stock exchange may agree to or require specifying the purpose of the record date.	7 working days advance intimation excluding the date of the intimation and date of the meeting

6. SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011

Securities and Exchange Board of India (SEBI) vide notification / Circular No. SEBI/HO/CFD/DCR1/CIR/P/2020/49 issued and publish dated 27th March 2020, has published Relaxation from compliance with certain provisions of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 due to the COVID-19 pandemic”.

Sl. No.	Regulation No.	Compliance Particular	Compliance Period (Due Date)
1	Regulation 30(1)	Every person, who together with persons acting in concert with him, holds shares or voting rights entitling him to exercise 25% or more of the voting rights in a target company, shall disclose their aggregate shareholding and voting rights as of the 31st day of March, in such target company in such form as may be specified.	Omitted through introduction of SEBI (Substantial Acquisition of Shares and Takeovers) (Second Amendment) Regulations, 2021   Applicable w.e.f. 01.04.2022
2	Regulation 30(2)	The promoter of every target company shall together with persons acting in concert with him, disclose their aggregate shareholding and voting rights as of the thirty-first day of March, in such target company in such form as may
3.	Regulation 31(1) read with Regulation 28(3) of Takeover Regulations AUGUST 7, 2019 CIRCULAR https://www.sebi.gov.in/legal/circulars/aug-2019/disclosure-of-reasons-for-encumbrance-by-promoter-of-listed-companies_43837.html	The promoter of every listed company shall specifically disclose detailed reasons for encumbrance if the combined encumbrance by the promoter along with PACs with him equals or exceeds: a) 50% of their shareholding in the company; or b) 20% of the total share capital of the company,	within 2 (two) working days   (Provision Insertion: “Provided that the aforesaid disclosure requirement shall not be applicable where such encumbrance is undertaken in a depository”)
4.	Regulation 31(4)	Disclosure of encumbered shares	Promoter of every target company shall together with persons acting in concert with him, disclose their aggregate shareholding and voting rights as of the 31st March, in such target company in such form as may be specified

7. SEBI (Prohibition of Insider Trading) Regulations, 2015

Sl. No.	Regulation No.	Compliance Particular	Compliance Period (Due Date)
1	Regulation 7(2) “Continual Disclosures”	Every promoter, employee and director of every company shall disclose to the company the number of such securities acquired or disposed of within two trading days of such transaction if the value of the securities traded, whether in one transaction or a series of transactions over any calendar quarter, aggregates to a traded value in excess of ten lakh rupees (10,00,000/-) or such other value as may be specified;	Every company shall notify; within two trading days of receipt of the disclosure or from becoming aware of such information

8. SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018

Sl. No.	Regulation No.	Compliance Particular	Compliance Period (Due Date)
1	Schedule XIX – Para (2) of ICDR Read with Reg 108 of SEBI LODR	“The issuer shall make an application for listing from the date of allotment, within such period as may be specified by the Board from time to time, to one or more recognized stock exchange(s)”.   In regard to above, it is specified that Issuer shall make an application to the exchange/s for listing in case of further issue of equity shares from the date of allotment within 20 days (unless otherwise specified).	Within 20 days from the date of allotment
2	Regulation 162	The tenure of the convertible securities of the issuer shall not exceed eighteen months from the date of their allotment.	Within 18 months from date of allotment
3	SEBI CIRCULAR Aug 19, 2019 https://www.sebi.gov.in/legal/circulars/aug-2019/non-compliance-with-certain-provisions-of-sebi-issue-of-capital-and-disclosure-requirements-regulations-2018-icdr-regulations-_43941.html	Application for trading approval to the stock exchange Listed entities shall make an application for trading approval to the stock exchange/s within 7 working days from the date of grant of listing approval by the stock exchange/s.	Within 7 working days from grant of date of listing approval
4	Regulation 76 Application for rights issue	The issuer along with lead managers and other parties related to the issue shall constitute an optional mechanism (non-cash mode only) to accept the applications of the shareholders to apply to rights issue subject to ensuring that no third-party payments shall be allowed in respect of any application.
5.	Regulation 77 Service of Documents	In case if the company fails to adhere to modes of dispatch through registered post or speed post or courier services due to Covid-19 conditions it will not be treated as non-compliance during the said period. The issuers shall publish required & necessary documents on the websites of the company, registrar, stock exchanges and the lead managers to the rights issue.
6	Regulation 84   Advertisement	Issuer has the flexibility to publish the advertisement in additional newspapers above those required in Regulation 84. The advertisement should also be made available on:    A. Website of the Issuer, Registrar, Lead Managers, and Stock Exchanges.   B. Television channels, radio, the internet, etc. to spread information related to the process.

9. SEBI (Buyback of Securities) Regulations, 2018 (Buyback Regulations)

Sl.	Regulation No.	Compliance Particular	Compliance Period (Due Date)
1	Regulation 11 and 24(iv)	Extinguishment of equity shares in connection with Buyback The particulars of the security certificates extinguished and destroyed shall be furnished by the company to the stock exchanges where the shares or other specified securities of the company are listed within seven days of extinguishment and destruction of the certificates	7 days of extinguishment and destruction of the certificates
2	Regulation 24(i) (f)	Minimum time between buy back and raising of funds	Temporary relaxation in the period of restriction provided in Regulation 24(i)(f) from “one year” to “six months” Applicable up to December 31, 2020 only

10. SEBI (Depositories and Participants) Regulations 2018)

Sl. No.	Particulars	Due Date
1.	Regulation 76 -Reconciliation of Shares and Capital Audit	Within 30 days from end of quarter.
2.	Regulation 74 (5): Processing of demat requests form by Issuer/RTAs – Certificate Received from Registrar	Within 15 days from the end of each quarter.

• SEBI Circulars Tracker: January, 2023

Sl.	Particulars	Link
1.	Consultation paper on Regulatory Framework for Index Provider	Click Here
2.	IIFL FMP XXXXD Series 1	Click Here
3.	Informal Guidance Letter to Karun Carpets Pvt. Ltd. in relation to Scheme of Amalgamation of promoter company of Greaves Cotton Ltd under SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011	Click Here
4.	Introduction of Investor Risk Reduction Access (IRRA) platform in case of disruption of trading services provided by the Trading Member (TM)	Click Here
5.	Securities and Exchange Board of India (Employees’ Service) (Third Amendment) Regulations, 2022	Click Here
6.	Limited relaxation – dispatch of physical copies of financial statements etc. – Regulation 58 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015	Click Here
7.	Relaxation from compliance with certain provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015	Click Here
8.	Monitoring and Periodical reporting of the compliance with the requirements pertaining to ‘Security and Covenant Monitoring’ system hosted by Depositories	Click Here
9.	Extension of timelines for entering and verification of the details of the existing outstanding non-convertible securities in the ‘Security and Covenant Monitoring’ system hosted by Depositories	Click Here
10.	Management and advisory services by AMCs to Foreign Portfolio Investors	Click Here
11.	Monthly Dashboard – November 2022	Click Here
12.	Consultation Paper on standardised approach to valuation of investment portfolio of Alternative Investment Funds	Click Here
13.	Operational Circular for Credit Rating Agencies	Click Here
14.	SEBI introduces Information database and Repository on Municipal Bonds	Click Here
15.	Securities and Exchange Board of India (Change in Control in Intermediaries) (Amendment) Regulations, 2023	Click Here
16	Consultation Paper on “Blocking of Funds for Trading in Secondary Market”	Click Here
17	Consultation Paper on Review of Regulatory Framework for Sponsors of a Mutual Fund	Click Here
18	Facility of conducting meetings of unit holders of REITs through Video Conferencing or Other Audio-Visual means	Click Here
19	Facility of conducting meetings of unit holders of InvITs through Video Conferencing or Other Audio Visual means	Click Here
20	Participation of AIFs in Credit Default Swaps	Click Here
21	Allowing stock exchanges to launch multiple contracts on the same commodity in commodity derivatives segment	Click Here
22	Introduction of future contracts on Corporate Bond Indices	Click Here
23	Change in control of Portfolio Managers providing Co-investment services	Click Here
24	Comprehensive Framework on Offer for Sale (OFS) of Shares through Stock Exchange Mechanism	Click Here
25	Securities and Exchange Board of India (Alternative Investment Funds) Regulations, 2012 [Last amended on January 9, 2023]	Click Here
26	Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993 – [Last amended on January 09, 2023]	Click Here
27	Informal Guidance Letter to Kids Clinic India Ltd. in relation to the provisions of the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021.	Click Here
28	SEBI underlines the need for analysis and disclosure of risks of trading in F&O	Click Here
29	Study – Analysis of Profit and Loss of Individual Traders dealing in Equity F&O Segment	Click Here
30	Right Issues: Heritage Foods Limited – Letter of offer	Click Here
31	Mutual Funds: Invesco India Manufacturing Fund	Click Here
32	SEBI introduces Information database and Repository on Municipal Bonds	Click Here

11. Compliance Requirement UNDER Companies Act, 2013 and Rules made thereunder;

Applicable Laws/Acts	Due Dates	Compliance Particulars	Forms / Filing mode
Companies Act, 2013	Within 180 Days From The Date Of Incorporation Of The Company (one time compliance only)	As per Section 10 A (Commencement of Business) of the Companies Act, 2013, inserted vide the Companies (Amendment) Ordinance, 2018 w.e.f. 2nd November, 2018, a Company Incorporated after the ordinance and having share capital shall not commence its business or exercise any borrowing powers unless a declaration is filed by the Director within 180 days from the date of Incorporation of the Company with the ROC.	MCA E- Form INC 20A (one time compliance)
Companies Act, 2013	First declaration within 90 days from the date of notification Dt. 08.02.2019	A person having Significant beneficial owner shall file a declaration to the reporting company http://www.mca.gov.in/Ministry/pdf/CompaniesOwnersAmendmentRules_08020219.pdf i.e. within 90 days of the commencement of the Companies (Significant Beneficial Owners) Amendment Rules, 2019 i.e. 08.02.2019   In case Subsequent Acquisition of the title of Significant Beneficial Owner / Any Change therein a declaration in Form No. BEN-1 required to be filed to the reporting company, within 30 days of acquiring such significant beneficial ownership or any change therein.	Form BEN-1 Draft Format available at LINK
Companies Act, 2013	Within 15 days of appointment of an auditor.	The Ministry in its General Circular No. 12/2018 dated 13th December, 2018 clarified that filing of Form NFRA-1 is applicable only for Bodies Corporate and ruled out filing by Companies as defined under sub-section (20) of Section 2 the Act.	E – Form NFRA -1
Companies Act, 2013	Within 30 days of the board meeting	Filing of resolutions with the ROC regarding Board Report and Annual Accounts. The details of the resolutions passed should be filed.	MGT-14  (Filing of resolution with MCA)
Companies Act, 2013	within a period of 60 days after the holding of AGM	IEPF Authority (Accounting, Audit, Transfer and Refund) Second Amendment Rules, 2019 Statement of unclaimed and unpaid amounts. This e-form shall be filed within a period of 60 days after the holding of AGM or the date on which it should have been held as per the provisions of section 96 of the Act, whichever is earlier	IEPF -2
Companies Act, 2013	One Time compliances	Registration of Entities for undertaking CSR activities        – Trust/ Society/ Section 8 Company need to file before Acceptance of Donation as CSR w.e.f. 01st April 2021	E-Form CSR-1

• Important Updates –  January, 2023

Sl.	Particulars of the Circulars	Link
1	Ministry of Corporate Affairs directs Shipping Corp to file responses on objections raised against the demerger scheme	Click Here
2	Indian corporate bond issuance may be halted for few weeks in Jan. Here’s why	Click Here
3	Indian Institute of Corporate Affairs launches programme to create Impact Leaders in areas of ESG	Click Here
4	Indian Government Launching Crypto Awareness Campaign	Click Here
5	IEPF Authority invites comments from stakeholders for simplifying claims refund process	Click Here
6	Companies (Appointment and Remuneration of Managerial Personnel) Amendment Rules, 2023	Click Here
7	Companies (Registration of offices and Fee Companies) Amendment Rules, 2023	Click Here
8	Companies (Incorporation)Amendment rules 2023	Click Here
9	Companies (Share Capital and Debentures) Amendment Rules, 2023	Click Here

12. IBBI Updates {Insolvency and Bankruptcy Board of India}

• Important Notifications and Circulars Tracker (January, 2023)

Sl.	Particulars	Link
1	Liquidation Processes Ending with Order of Dissolution/Closure: As on 31st October, 2022	Click here
2	The Insolvency and Bankruptcy Board of India Research Initiative, 2019 (Updated as on 30th November, 2022)	Click here
3	Insolvency Professional to act as Interim Resolution Professionals, Liquidators, Resolution Professionals and Bankruptcy Trustees (Recommendation) (Second) Guidelines, 2022	Click here
4	Circular – Proforma for reporting liquidator’s decision(s) different from the advice of Stakeholders’ Consultation Committee (SCC) under proviso to sub-regulation (10) of regulation 31A of IBBI (Liquidation Process) Regulations, 2016	Click here
5	Final Panel of IPs prepared in accordance with ‘Insolvency Professionals to act as Interim Resolution Professionals, Liquidators, Resolution Professionals and Bankruptcy Trustees (Recommendation) (Second) Guidelines, 2022’ for the period from January 1, 2023 to June 30, 2023	Click here
6	In the matter of Mr. Ranjeet Kumar Verma, IP	Click here
7	Report Of CBIRC-II On Group Insolvency	Click here
8	Invitation of comments from the public on changes being considered to the Insolvency and Bankruptcy Code, 2016	Click here
9	In the matter of Association of Certified Valuators and Analysts, RVO	Click here
10	Panel suggests limiting group insolvency to bankrupt entities	Click here

13. Cabinet Decisions / New Acts

Sl.	Particulars	Link
1	The key to eliminating the MSME finance gap in emerging markets	Click here
2	96% MSMEs anticipate robust profits in 2023: Report	Click here
3	ET MSME Talks | Building resilient MSMEs: Why healthcare is critical for MSME growth	Click here
4	Goa CM encourages MSMEs to reduce tourism dependency for economic development	Click here
5	Budget 2023 | Most MSMEs doing well but financing still an issue, says FISME secretary general	Click here
6	Cabinet approves setting up of a national level multi-state cooperative organic society under Multi State Cooperative Societies (MSCS) Act, 2002	Click here
7	Cabinet approves the incentive scheme for promotion of RuPay Debit Cards and low-value BHIM-UPI transactions (P2M)	Click here
8	National Level Steering Committee reviews overall progress of Atal Bhujal Yojana	Click here
9	Centre releases endorsement guidelines for Celebs and Social Media Influencers	Click here
10	UIDAI deliberates on five focus areas including resident centricity and facilitating ‘Ease of Living’	Click here
11	Cabinet decisions | Govt vows to strengthen Doordarshan, approves Himachal hydroelectric project. Check details	Click here
12	Push To Home-Grown Digital Payment Platforms, Setting Up Of Cooperative Societies: Key Cabinet Decisions Today	Click here
13	Uttar Pradesh cabinet approves new excise policy, consumers may have to pay more for drinking alcohol	Click here
14	Nod to new policy for food processing	Click here

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This Calendar / Compliance Tracker is updated till 31^st January, 2023 with all Laws / Regulations and their respective amendments.

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Disclaimer: Every effort has been made to avoid errors or omissions in this material. In spite of this, errors may creep in. Any mistake, error or discrepancy noted may be brought to our notice which shall be taken care of in the next edition. In no event the author shall be liable for any direct, indirect, special or incidental damage resulting from or arising out of or in connection with the use of this information. Many sources have been considered including newspapers (ET, BS & HT etc.).