Corporate Compliance Calendar – Nov. 2020 (Track due dates)

Corporate Compliance Calendar – Nov. 2020  (Track due dates)

About Article :

This article contains various Compliance requirements for the Month of November, 2020 under 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. Companies Act, 2013 (MCA/ROC and LLP Compliance) and Notifications

4. Other Statutory Laws and Updates

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

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

7. SEBI Takeover Regulations 2011

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

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

10. SEBI (Buyback of Securities) Regulations, 2018

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

12. NCLT & NCLAT Updates

13. MSME Key Updates

14. Competition Commission of India

Stay Connected & Stay Updated !!

  1. Compliance requirement under Income Tax act, 1961
Sr. No.ParticularsPeriodActual Due DateRevised Due Date
1Income Tax Return u/s 139 (Revised or Belated Return)AY 2019- 2031st March 202030th November, 2020
2Revised Return of Income forA/Y 2019-20           30th November, 2020
3Income Tax Return u/s 139 (In cases of assessee to whom TP Audit, Company Audit and Tax Audit is applicable)AY 2020-2131st October 2020/ 30th November 202031st January, 2021
4Income Tax Return u/s 139 (Other than Sr. no. 2 above)AY 2020-2131st July, 202031st December, 2020
5Self – Assessment (SA) Tax Liability. No interest chargeable under Section 234A, if the SA Tax liability is up-to INR 1 LakhAY 2020-21On or Before 31st July 2020/ 31st October 202031st January, 2021
(In case of
assessees not
requiring any Audit, it is 31st December,
2020)
6Filing of Tax Audit Report under section 44AB and TP Report under section 92E of the IT ActAY 2020-2130th September, 202031st December, 2020
7Filing of Master file in Form 3CEAA-Part A and /or Part BAY 2020-2130th November 2020No clarification
presumed to be 31st January, 2021*
8Intimation for Master File – Form 3CEABAY 2020-2131st October 202031st December, 2020*
9Safe Harbour Rule – Form 3CEFAAY 2020-2130th November 202031st January, 2021*
10Filing of Intimation in Form 3CEAC Country by Country ReportingAY 2020-2131st January 2021No Change
31st January, 2021
11Filing of Form 3CEAD Country by Country ReportingAY 2020-2131st March 2021No Change 31st March, 2021
12Deduction available under Chapter VI A, in heading B (e g., 80C, 80D, 80G etc.)AY 2020-2131st March 2020No Change
31st July, 2020
13Capital Gain Exemption u/s 54 to 54GBAY 2020-21Due dates as per Income Tax ActNo Change
30th September, 2020
14Furnishing of TDS/ TCS Statement (Returns)Q4 of AY 2020-2131st May 2020No Change
31st July, 2020
15Issuance of TDS/ TCS certificateAY 2020-2115th June 2020No Change
15th August, 2020
16Linking of Aadhar with PAN–30th June 2020No Change
31st March, 2021
17Payment under Vivad se Vishwas Act, 2020–31st March 2020As per Notification
dated 27 October
2020 31st March 2021**
18Declaration to be filed before the designated authority under Vivad se Vishwas Act, 202031st March 202031st December 2020**
19Commencement of Operation for Special Economic Zone units under section 10AA of the IT Act–31st March 2020No Change 30th September, 2020
20Matters other than specifically provided: a. Completion of any proceeding or passing of any order or issuance of any notice, intimation, notification, sanction or approval or such other action, by whatever name called, by any authority, commission or tribunal, by whatever name called, under the provisions of the specified Act; or Filing of any appeal, reply or application or furnishing of any report, document, return, statement or such other record, by whatever name called, under the provisions of the specified ActDeadline falling between
20th March 2020 and 31st December 2020
No Change
31st March, 2021
21Form 24Q, 26Q, 27Q, and 27EQ of Q1 and Q2F/Y 2020-21           31st March, 2021
22Form 26QB, 26QC, and 26QDApril to November 2020   31st March, 2021
23In case where any due date for making payments towards any tax or levy under the specified Act falls between 20.3.2020 and 29.6.2020 and where such tax or levy has been paid on or before 30.6.2020, Interest would be levied at a reduced rate of 0.75% p.m. Further no penalties or prosecution shall be initiated in respect of such amount for the period of delay. No clarification on extension of date for the same is issued.

Note: ** The Ministry of Finance has issued a Notification No 85/2020 dated 27 October, 2020, under the Vivad se Vishwas Act, 2020, that in order to mitigate undue hardship and remove difficulty that may be caused by the requirement of payment within 15 days from date the date of receipt of certificate from designated authority, allows the declarant to make the payment without any additional amount till on or before 31st March, 2021. Further, the declaration can be filed by 31 December, 2020.

  • Importatnt updates:

​​

1. You must check these 5 things in your Form 26AS

  1. Information regarding Tax Deducted at Source for all income and Tax Collected at Source wherever applicable.
  2. Information related to specified financial transactions from ‘specified persons’, mutual funds, banks, bond issuers etc.
  3. Information related to income-tax payments such as advance tax and self-assessment tax paid by the taxpayer.
  4. Information regarding tax demands and tax refunds by the IT department.
  5. Information related to pending and completed income tax proceedings.

2. Income Tax refunds issued: Taxpayers get more than Rs 1 lakh crore in first half of this fiscal

The Income Tax Department today said that it has issued refunds of over Rs 1.18 lakh crore to more than 33.54 lakh taxpayers between 1 April 2020 and 29 September 2020. Income tax refunds of Rs 32,230 crore have been issued in 31.75 lakh cases and corporate tax refunds of Rs 86,094 crore have been issued in 1.78 lakh cases.

3. New Tax Collected at Source (TCS) regime

The Income Tax Department issued guidelines for applicability of TCS provision which requires an e-commerce operator to deduct 1 per cent tax on sale of goods and services. The new Tax Collected at Source (TCS) regime will come into effect from October 1 . The Finance Act, 2020 inserted a new section 194-O in the Income-tax Act 1961 which mandates that with effect from October 1, 2020, an e-commerce operator shall deduct income tax at the rate of 1 per cent of the gross amount of sale of goods or provision of service or both, facilitated through its digital or electronic facility or platform

4. Scrip-wise reporting in ITR must only for LTCG exemption, not for day-trading, short-term gains: CBDT

The Central Board of Direct Taxes has clarified that there is no requirement for scrip wise reporting for day trading and short-term sale or purchase of listed shares in the filing of income tax return (ITR) in assessment year (AY) 2020-21.

The scrip wise details are needed while filing ITR for AY 2020-21 for reporting long-term capital gains (LTCG) for listed shares or specified units eligible for the benefit of grandfathering. The Finance Act, 2018 exempted gains made on the listed shares/specified units up to January 31, 2018, by introducing grandfathering mechanism for computation of LTCG for these shares.

5. No need to fill Schedule 112A in ITR for stock trading, clarifies CBDT; but no respite for investors

If an investor redeems his/her investment in equity MF done through monthly SIP after 10 years, he/she will have to fill 7 columns in 240 rows for a single investment.

The CBDT, however, said that without scrip wise entries, taxpayers may not claim the grandfathering benefit properly.

Moreover, without separate entries, the income tax authorities can’t check the correctness of the claim, argues the CBDT. As a result many returns will require to be audited, which may lead to unnecessary grievances/rectifications at a later stage.

6. Income tax: Faceless Appeals Scheme challenged in Delhi High Court

A petition has been filed in Delhi HC seeking a direction to government to grant an opportunity of hearing to all taxpayers/assessees under the Faceless Appeals Scheme 2020. The petitioner has challenged the discretionary power of the Chief Commissioner or the Director General of Income Tax in granting chance of hearing to assessee. In the matter Delhi HC has issued notice to the Income-Tax department and reply has been sought in four weeks. Matter to be heard on 15th December, 2020.

7. Various Due date Extended

In view of constraints being faced by taxpayers due to COVID-19,CBDT further extends due dates for various compliances for FY 2019-20:

  1. The due dt of furnishing Income Tax Returns (ITRs) for taxpayers whose accounts require to be audited has been extended to 31st, January,2021.
  2. The due date for furnishing of ITRs for the taxpayers who are required to furnish report in respect of international/specified domestic transactions has been extended to 31st January, 2021.
  3. The due date for furnishing of ITRs for the other taxpayers has been extended to 31st December, 2020
  4. The date for furnishing of various audit reports under the Act, including tax audit report and report in respect of international/specified domestic transaction, has been extended to 31st December, 2020  
  5. Providing further relief to small & middle-class taxpayers in the matter of payment of self-assessment tax, the due dates for payment of self-assessment tax have again been extended. Details in Press Release above.

Source: Click here

8. Income Tax Department issues guidelines for filing income tax returns

The Income Tax Department has issued a detailed step by step reckoner for filing tax returns to be submitted under different heads. These instructions are guidelines to help the taxpayers for filling the particulars in Income-tax Return Form-1 for the Assessment Year 2020-21 relating to the Financial Year 2019-2020.

  • Important Notifications:
Sl. No.Particulars of the Notification(s)File No. / Circular No.Notification Link(s)
1.CBDT issues Notification on Extension of time limit for filing of AY 2019-20 under the Income Tax Act, 1961.F. No. 225/150/2020 – ITA-II  LINK
  2.CBDT Notifies Faceless Appeal SchemeCG-DL-E-25092020-221959  LINK
  3.​Order of the CBDT regarding uploading Information relating to GST return in Form 26AS as per Rule 114-IF. No.225/15512020/ ITA.IILINK
  4.the Income-tax (22nd Amendment) Rules, 2020Notification No. 82/2020/F. No. 370142/30/2020-TPLLINK
    5.Income Tax Department conducts search in AhmedabadRelease ID: 1663253  LINK
  6.the Central Government hereby notifies that where the variation between the arm‟s length price determined under section 92CNotification No. 83/2020/F. No. 500/1/2014-APA-II  LINK
7.CBDT issues Press Release for extension of due dates for filing Income-tax Returns and Tax Audit Reports under the Income-tax Act,Press Release  LINK
8.the Income-tax (23rd Amendment) Rules, 2020.Notification No. 84/2020/F. No. 370149/76/2019-TPL]LINK
9.Extension Notification w.r.t. Direct Tax Vivad se Vishwas Act, 2020Notification No. 85/2020, F. No. IT(A)/1/2020-TPLLINK
10.the Central Government, in consultation with the Chief Justice of the Gauhati High Court, hereby designates the Court of Munsiff No. 3-cum-Judicial Magistrate, 1st Class, Kamrup (M), Guwahati as the Special Court for the States of Assam, Nagaland, Mizoram and Arunachal Pradesh.Notification No. 86/2020 dated 28-10-2020/F. No. 285/09/2018-IT(Inv.V) CBDTLINK
11.the Equalisation levy (Amendment) Rules,2020Notification No. 87/2020 / F. No. 370142/21/2020-TPLLINK
12.the Taxation and Other Laws (Relaxation and Amendment of Certain Provisions) Act, 2020 (Notification No. 88/2020/ F. No. 370142/35/2020-TPLLINK
13Clarifications in respect of the Direct Tax Vivad se Vishwas Act, 2020 – reg.F. No. IT(A)/ 1I2020- TPLLINK

2. Compliance Requirement under GST, 2017

Keeping in view the preventive measures taken to contain the spread of Novel Coronavirus (COVID-19) and the difficulties being faced by the GST taxpayer, Ministry of Finance, Department of Revenue, Central Board of Indirect Taxes & Customs, has extended the various due date for Filing GST Returns without additional fee / penalty.

G

Filing of GSTR –3B

STR 3B Due Dates for May 2020

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

Tax periodDue DateNo interest payable tillInterest payable @ 9% from & tillInterest payable @ 18% from
October, 202020th November, 2020–––

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

Tax periodDue DateNo interest payable tillInterest payable @ 9% from & tillInterest payable @ 18% from
Feb, 202022nd March, 202030th June, 20201st July to 30th Sept., 20201st Oct., 2020
March, 202022nd April, 20203rd July, 20204th July to 30th Sept., 20201st Oct., 2020
April, 202022nd May, 20206th July, 20207th July to 30th Sept., 20201st Oct., 2020
May, 202012th July, 2020 (extended date for filing)12th Sept., 202013th Sept to 30th Sept., 20201st Oct., 2020
June, 202022nd July, 202023rd Sept., 202024th Sept to 30th Sept., 20201st Oct., 2020
July, 202022nd August, 202027th September, 202028 Sep-30 Sep 202001.10.2020 to till actual date of deposit of Tax
October, 202022nd November, 2020   
Group A States: Chhattisgarh, Madhya Pradesh, Gujarat, Maharashtra, Karnataka, Goa, Kerala, Tamil Nadu, Telangana, Andhra Pradesh, Daman & Diu and Dadra & Nagar Haveli, Puducherry, Andaman and Nicobar Islands, Lakshadweep

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

Tax periodDue DateNo interest payable tillInterest payable @ 9% from & tillInterest payable @ 18% from
Feb, 202024th March, 202030th June, 20201st July to 30th Sept., 20201st Oct., 2020
March, 202024th April, 20205th July, 20206th July to 30th Sept., 20201st Oct., 2020
April, 202024th May, 20209th July, 202010th July to 30th Sept., 20201st Oct., 2020
May, 202014th July, 2020 (extended date for filing)15th Sept, 202016th Sept to 30th Sept., 20201st Oct., 2020
June, 202024th July, 202025th Sept, 202026th Sept to 30th Sept., 20201st Oct., 2020
July, 202024th August, 202029th Sept, 202030th Sept., 20201st Oct., 2020
October, 202024th November, 2020   
Group B States:  Himachal Pradesh, Punjab, Uttarakhand, Haryana, Rajasthan, Uttar Pradesh, Bihar, Sikkim, Arunachal Pradesh, Nagaland, Manipur, Mizoram, Tripura, Meghalaya, Assam, West Bengal, Jharkhand, Odisha, Jammu and Kashmir, Ladakh, Chandigarh, Delhi

D. Filing Form GSTR-1:

Tax periodDue DateRemarks 
October to December, 2020 Quarterly return13.01.2021Taxpayers having an aggregate turnover of Up to Rs. 1.50 Crores (< Rs 1.50 Cr) or opted to file Quarterly Return
Monthly return (October, 2020)11.11.2020Taxpayers having an aggregate turnover of More than Rs. 1.50 Crores (> Rs 1.50 Cr) or opted to file Monthly Return

E. Compliances for Composition taxpayers

Form No.Compliance ParticularsDue Date (New)  
GST CMP-083rd Quarter – October to December,  2020    18.01.2021
GSTR-4The yearly return for 2019-20 shall be required to be filed in Form GSTR 4  31.10.2020 (no further extension)
GSTR-4Annual Return by Composition Dealer for the F/Y 2019-202031.10.2020 (no further extension)

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

Form No.Compliance ParticularsTimeline Due Date
GSTR-5 & 5ANon-resident ODIAR services provider file Monthly GST Return20th of succeeding month           20.11.2020
  GSTR -6Every Input Service Distributor (ISD)  13th of succeeding month  13.11.2020
  GSTR -7Return for Tax Deducted at source to be filed by Tax Deductor  10th of succeeding month  10.11.2020
  GSTR -8E-Commerce operator registered under GST liable to TCS10th of succeeding month10.11.2020

G. GST Annual Returns:

Form No.Compliance ParticularsDue Date (New)  
GSTR-9A (2018-19)Annual return31.12.2020
GSTR-9  (2018-19)Taxpayers having an aggregate turnover of more than Rs. 2 Crores or opted to file Annual Return.31.12.2020
GSTR-9C (2018-19)Reconciliation Statement/ Audit Report for Taxpayers having a Turnover of more than Rs. 5 crores.31.12.2020
  • Key UPDATE(s):

1. E – Invoice mandatory for taxpayers

E – Invoice mandatory for taxpayers whose Aggregate Turnover in any of the previous financial year from 2017-18 onwards is more than Rs 500 crore. (Notification No. 60, 61 & 70/2020 CT; Dated 30th July 2020) from 1 Oct 2020.

CBIC notifies registered person, other than a Special Economic Zone unit and those referred to in sub-rules (2), (3), (4) and (4A) of rule 54 of the said rules, whose aggregate turnover in  any preceding financial year from 2017-18 onwards exceeds Five hundred crore rupees, as a class of registered person who shall prepare invoice and other prescribed documents, in terms of sub-rule (4) of rule 48 of the said rules in respect of supply of goods or services or both to a registered person or for exports.

2. Implementation of the Dynamic QR Code for B2C invoices extended till 01.12.2020.

Where registered person having turnover in excess of INR 500 crore, makes supply to an unregistered person (i.e. B2C supply) then invoices shall contain QR Code. [Notification No. 72/2019 – CT dated 13th December, 2019] (subject to certain exceptions).

The said provisions were to be applicable w.e.f. 1st October, 2020. Amidst COVID – 19, the CBIC has decided to further defer the same and make it effective from 1st December, 2020

3. New functionalities made available for TCS and Composition taxpayers

  1. Provision to make amendment, multiple times, in Table 4 of Form GSTR-8
  2. TCS facility extended to composition taxpayers

Read full circular at : Click here

4. Composition taxpayers with ‘NIL’ returns can file via SMS: GSTN

GST Network on Monday said it has launched the facility of filing quarterly returns by SMS for composition taxpayers with ‘NIL’ liability. Out of the total of 17.11 lakh taxpayers registered under the Composition Scheme, about 20 per cent or 3.5 lakh taxpayers are NIL return filers.

With this, composition taxpayers can now file NIL statement in Form GST CMP-08 through SMS and without logging in to the GST portal. CMP-08 is a quarterly statement of self-assessed tax to be submitted by composition taxpayers.

5. Withdrawal of EVC facility extended to companies for filing GSTR1 and GSTR3B.

The facility to file GSTR 3B and GSTR-1 with the EVC in lieu of DSC extended to the registered person, who are also registered under the Companies Act, 2013, shall be withdrawn w.e.f. 1st Nov. 2020. However, facility to file NIL returns through OTP verification, shall be continued for all types of registered persons in view of notification 58/2020- dated 1st July 2020

  • GST UPDATES from 01.10.2020 to 31.10.2020:
Sl. No.  Notification(s)Notification No.Link(s)
1.  Seeks to amend notification no. 41/2020-Central Tax dt. 05.05.2020 to extend due date of return under Section 44 till 31.10.202069/2020-Central Tax dated 30.09.2020  LINK
2.Seeks to amend notification no. 13/2020-Central Tax dt. 21.03.2020.70/2020-Central Tax dated 30.09.2020LINK
3.Seeks to amend notification 14/2020- Central Tax to extend the date of implementation of the Dynamic QR Code for B2C invoices till 01.12.2020.71/2020-Central Tax dated 30.09.2020  LINK
4.e-invoicing – Relaxation and latest changesNews and Updates 405  LINK
  5.Seeks to make the Eleventh amendment (2020) to the CGST Rules.72/2020-Central Tax dated 30.09.2020`LINK
6Seeks to notify a special procedure for taxpayers for issuance of e-Invoices in the period 01.10.2020 – 31.10.2020.73/2020-Central Tax dated 01.10.2020  LINK
7Extension of CGST exemption on services by way of transportation of goods by air or by sea from customs station of clearance in India to a place outside India, by one year i.e. upto 30.09.2021.04/2020-Central Tax (Rate) ,dt. 30-09-2020LINK
8DGGI Gurugram Zonal Unit arrest one person on charges of creating and operating fictitious firms on forged documents and passing fake input tax credit of Rs 190 croreRelease ID: 1663176  LINK
9DGGI busts exporter companies for defrauding exchequer through fraudulent claims of ITC and cash refund of around Rs. 61 croreRelease ID: 1662983LINK
10Annual Return (GSTR-9)and Reconciliation Statement (GSTR 9C) for FY 2018-19Release ID: 1663175LINK
11Recommendations of the 42nd GST Council MeetingRelease ID: 1661827  LINK
12Clarification of issues relating to application of sub-rule (4) of rule 36 of the CGST Rules, 2017, cumulatively for the months of February, 2020 to August, 2020CBIC-20/06/14-2020 -GST    `LINK
13Circular clarifying issues relating to application of sub-rule (4) of rule 36 of the CGST Rules, 2017, cumulatively for the months of Feb to Aug, 2020    Circular No. 142/12/ 2020- GSTLINK
14Seeks to prescribe the due date for furnishing FORM GSTR-1 for the quarters October, 2020 to December, 2020 and January, 2021 to March, 2021 for registered persons having aggregate turnover of up to 1.5 crore rupees in the preceding financial year or the current financial year.74/2020-Central Tax dated 15.10.2020  LINK
15Seeks to prescribe the due date for furnishing FORM GSTR-1 by such class of registered persons having aggregate turnover of more than 1.5 crore rupees in the preceding financial year or the current financial year, for each of the months from October, 2020 to March, 2021.75/2020-Central Tax dated 15.10.2020LINK
16Seeks to prescribe return in FORM GSTR-3B of CGST Rules, 2017 along with due dates of furnishing the said form for October, 2020 to March, 2021.76/2020-Central Tax dated 15.10.2020LINK
17Seeks to make filing of annual return under section 44 (1) of CGST Act for F.Y. 2019-20 optional for small taxpayers whose aggregate turnover is less than Rs 2 crores and who have not filed the said return before the due date.77/2020-Central Tax dated 15.10.2020  LINK
18Seeks to notify the number of HSN digits required on tax invoice.78/2020-Central Tax dated 15.10.2020`LINK
19Seeks to make the Twelfth amendment (2020) to the CGST Rules.2017.79/2020-Central Tax dated 15.10.2020`LINK
20To amend notification No. 12/ 2017- Central Tax (Rate) so as to exempt satellite launch services provided by ISRO, Antrix Co. Ltd and NSIL as recommended by GST Council in its 42nd meeting held on 05.10.2020.05/2020-Central Tax (Rate) ,dt. 16-10-2020LINK
21The Delhi Goods and Services Tax (Third Amendment) Rules, 2020.No 16/2020- State Tax  LINK
22further amendments in the notification of the Government of the National Capital Territory of Delhi, in the Department of Finance (Revenue-1), No.13/2017- State Tax (Rate), dated the 30th June, 2017No 29/2019- State Tax (Rate)LINK
23further amendment in the notification of the Government of National Capital Territory of Delhi in the Department of Trade and Taxes(Policy Branch) No.44/2019 – State Tax, dated the 20th November, 2019,No. 07/2020– State TaxLINK

3. 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 + An additional time of 6 more months shall be allowed by MCA (6+6 months)  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. CLICK HEREMCA E- Form INC 20A (one time compliance)   (also covered under CFSS, 2020)
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  31.12.2020   (Due Date Extended as covered under CFSS 2020 Scheme  Filing of form BEN-2 under the Companies (Significant Beneficial Owners) Rules, 2018. (Within 30 days from deployment of the E –form (earlier the date of receipt of declaration in BEN-1 ) CLICK HERE BEN -2 due date extended till 31.03.2020 Circulars Link: CLICK HEREForm BEN – 2 (e-form deployed by Ministry (ROC)) on 01.07.2019
Companies Act, 2013  File between 01.04.2020 to 31.12.2020  without any Additional filing fee (Rs. 10,000/-)  Filing of the particulars of the Company & its registered office. (by every company incorporated on or before the 31.12.2017.) Due date extended- Link : CLICK HERE  Active Form INC -22A
Companies Act, 2013  File between 01.04.2020 to 31.12.2020   without any Additional filing fee (Rs. 5,000/-)*DIN KYC through DIR 3 KYC Form is an Annual Exercise. Last date for filing DIR-3 KYC for Financial year 2018-19 has been extended till 14th November 2019 CLICK HERE CLICK HERE Annual Exercise: CLICK HERE Penalty after due date is Rs. 5000/-(one time)  E-Form DIR – 3 KYC (Web Based and E-form)  
Companies Act, 2013  within 60 days from the date of deployment of this form on the website of the Ministry.  Reconciliation of Share Capital Audit Report (Half-yearly) Pursuant to sub-rule Rule 9A (8) of Companies (Prospectus and Allotment of Securities) Rules, 2014 To be filed all unlisted companies, deemed public companies Till further clarification to be filled in GNL-2 Applicable w.e.f. 30.09.2019 Extension Notification:  E-Form PAS – 6 Available w.e.f. 15.07.2020 (ICSI Representation sent to the ministry  to include PAS-6 into CFSS)
Companies Act, 2013Within 270 days from the date of deployment of this FormAnnual Return To Be Filed By Auditor With The National Financial Reporting Authority CLICK HERE CLICK HERE Click Here Note on NFRA -2 Click HereNFRA-2 (NFRA-2 e-Form live since 9th December 2019.)
Companies Act, 2013Due date was 30.06.2020 and can be filed till 31.12.2020 under Moratorium period / CFSSDPT 3 is a return of deposits that companies must file to furnish information about deposits and/or outstanding receipt of loan or money other than deposits.   Company can file Form DPT-3 upto 31.12.2020 without any additional feeDPT-3
Companies Act, 2013Due date is 30.11.2020 and can be filed till 31.12.2020 under Moratorium period / CFSSIEPF Authority (Accounting, Audit, Transfer and Refund) Second Amendment Rules, 2019 Statement of unclaimed and unpaid amounts  IEPF -2
Companies Act, 2013On or before 31.12.2019Statement of Amounts credited to Investor Education and Protection Fund Pursuant to Rule 5(4A)IEPF Form – 1A
  • Due dates of LLP Return Filing:

• LLP Form 8 (Statement of Account & Solvency) on or before 31.12.2020 (due date is 31.10.2020 and extended as per Modified LLP Settlement scheme, 2020)

• The charge details i.e. creation, modification or satisfaction of charge, can be filed through Appendix to e-Form 8 (Interim)

• Form LLP -8 can be filed after due date with a penalty of Rs. 100/- per day till the filing is completed.

  • Due dates of ROC Annual Return Filings:
Sl. No.ParticularsDue DateE- Form
  1  Appointment of Auditor  Within 15 days from the conclusion of AGM (ratification at every annual general meeting is not mandatory)    ADT-1
      2  Filing of financial statement and other documents with the ROCWith in 30 days from the conclusion of the AGM, other than OPC (In case of OPC within 180 days from the close of the financial year)        AOC-4
  3  Filing of annual return by a company.  With in 60 days from the conclusion of AGM    MGT-7
  4Filing of Cost Audit Report with the Central Government  With in 30 days from the receipt of Cost Audit Report    CRA-4
  5Filing of Resolutions and agreements to the Registrar  Within 30 days from the date of Board Meeting.  MGT-14
  • KEY UPDATES:

1. MCA Relaxation u/s 149 for FY 2020-21 related Minimum Residency Period

In continuation to General Circular No. 11/2020 dated 24th March, 2020, keeping in view the requests received from various stakeholders seeking relaxation from the residency requirement of 182 days in a year and after due examination, it is hereby clarified that Non Compliance of Minimum residency in India for a period of at least 182 days in a year, by at least one director in every Company, under section 149 of the Companies Act, 2013 shall not be treated as non – compliance  for the Financial Year 2020-21 also.

Read Circular at: Click here

2. The Companies Amendment Act, 2020

The Companies Amendment Act, 2020 is being introduced with an aim to promote greater ease of doing business by decriminalizing various non compoundable offences in case of defaults made under the Companies Act, 2013 and rules made there under. 

The Companies (Amendment) Bill, 2020 was passed on 19th September , 2020 in the Lok Sabha with 72 changes made in  65 sections and decriminalization of certain offences under Companies Act,  2013. The Companies (Amendment) Bill, 2020 was passed in the Rajya Sabha on 22nd September, 2020. On 28th September, 2020- Received the assent of the President & published in the Gazette of India by Ministry Of Law And Justice (Legislative Department) and become an Act called “The Companies (Amendment) Act, 2020”.

Copy of the Companies (Amendment) Act, 2020 is available at: Click here

  • Important Updates
  • MCA Monthly UPdate Calendar: October, 2020
  Sl. No.    Particulars of the Circulars  Link
1Please take note that Companies Fresh Start Scheme, LLP Settlement Scheme and Charge related fillings under the Companies Act, 2013 has been extended till 31st December 2020  Click here
  2Clarification with regard to creation of deposit repayment reserve of 20% u/s. 73 (2) (C) of the Companies Act 2013 and to invest or deposit 15% of amount of debentures u/r.18 of Companies (Share capital and Debentures) Rules 2014 – COVID-19 – Extension of time-regarding.    Click here
  3Vacancy Circular for engagement of Consultants in NFRA.(Please apply by Email or Post)Click here
  4Companies (Amendment) Act, 2020Click here
5.Extension of Companies Fresh Start Scheme, 2020 till 31.12.2020Click here
6Extension of time- LLP Settlement Scheme, 2020 till 31.12.2020Click here
7Extension of time – Scheme for relaxation of time for filing forms related to creation or modification of charges under the Companies Act, 2013-.  Click Here
8Extension of time for EGM through Video Conference (V)C or Other Audio Visual Means (OAVM) or passing of certain items only through postal ballot without convening general meeting –  Click here
9Independent Directors Registration date Extended till 31.12.2020: The Ministry of Corporate Affairs has also extended the time within which Independent Directors of companies have to register themselves on the databank maintained by the IICA from 30.09.2020 to 31.12.2020.Click here
10The Companies (Meetings of Board and its Powers) Third Amendment Rules, 2020.Click here
11Stakeholders may please note that as part of Government of India’s Ease of Doing Business(EODB) initiatives, the Ministry of Corporate Affairs has integrated with Profession Tax[PT] – Karnataka. SPICe+ applications approved for the State of Karnataka w.e.f 08th October 2020 shall mandatorily provide Profession Tax Registration also. Stakeholders may kindly take note and refer instruction kit and FAQs for more details.Click here
12Please take note that Companies Fresh Start Scheme, LLP Settlement Scheme and Charge related fillings under the Companies Act, 2013 has been extended till 31st December 2020  Click here  
13MCA Relaxation u/s 149 for FY 2020-21 related Minimum Residency Period  Click here  
14The Companies (Prospectus and Allotment of Securities) Amendment Rules, 2020.  Click here
16Companies Fresh Start Scheme, LLP Settlement Scheme and Charge related fillings under the Companies Act, 2013 has been extended till 31st December 2020.  Click here  

4. Compliance under Other Statutory LAws

  Applicable Laws/Acts    Due Dates  Compliance Particulars  Forms / (Filing mode)
EPF (The Employees’ Provident Funds And Miscellaneous Provisions Act, 1952)  15.11.2020  PF Payment  ECR
  ESIC (Employees’ State Insurance Act, 1948)  15.11.2020ESIC Payment  ESI Challan
    Contract Labour (Regulation &Abolition) Act, 1970  Within 15 Days of commencement/ completion of contract workReturn/Notice within 15 days of commencement/ completion of each contract by the Principal employerForm VI-B
    Payment of Gratuity RuleWithin 30 Days of applicability of the Act & any changeNotice of applicability of the Act & any changeForm A or B
Maharashtra Professional Tax30.11.2020Monthly Return for October 2020PT Payment
  • Key Update:

1. From 15th Feb.,2020, new Companies registered through MCA Portal, www.mca.gov.in need not comply with provisions of ESI Act till they reach threshold limit of ESI coverage or initial 6 months whichever is earlier. For further details  login to ‘ www.esic.in . Submission of Mobile Number and Bank Account details(Bank Name, Branch Name & IFSC) shall be mandatory for registration of New employee.

For more updates:  Click here

2. Govt to hire experts for framing rules of three labour codes

The labour ministry has sought application from legal experts that it aims to hire as consultants on contractual basis to help government frame rules of the three labour codes which have been recently passed by the Parliament.

The Parliament had recently passed the Industrial Relations Code, the Code in Social Security and the Code on Occupational Safety, Health and Working Condition following which they have been notified. The Code on Wages was passed and notified last year but has not been implemented so far.

Once the four Codes get implemented, the establishments will have to file a single return to the authorities, thereby significantly easing the compliance burden. Besides, there will be a floor level minimum wage with a statutory backing while the number of minimum wages across the country will reduce substantially to 12 from 540 under central laws and to 180-200 under the state laws compared to over 9,000 now.

3. Plans afoot to implement all four labour codes from April 1

The Union labour ministry has intended to implement all the new labour codes together from April 1.

4. Labour codes to help workers become self-reliant in coming days: Santosh Gangwar

Santosh Gangwar sought support from the industry to help government achieve the goal of making India a $5 trillion economy. According to the statement, minister Gangwar underlined that growth and expansion of enterprises contribute to rise in employment as also improved working conditions.

  • Updates TRACKER under Labour LAws:
Sl. No.ParticularsLink
1The Directorate General, Factory Advice Service and Labour Institutes (Group ‘A’ and Group ‘B’–Safety Discipline Posts) Recruitment Rules, 2020.  Click here
2The Industrial Relations Code, 2020Click here
3The Occupational Safety, Health and Working Conditions Code, 2020.  Click here
4The Code on Social Security, 2020Click here
5The Appropriation (No. 4) Act, 2020.Click here
  6Setting up of NPS oversight mechanism for quarter ending March 2021  Click here
7About 30 crore mandays employment provided and more than Rs 27,000 crore spent so far in the pursuit of objectives of the Garib Kalyan Rojgar Abhiyaan  Click here
8ESIC Issues Guidelines for COVID-19 Safety Measures at WorkplaceClick here
9Three Farm Reform Laws Will Change the Fortune of Agriculture In the Country-Union Minister Prakash JavadekarClick here
10ESIC refutes report on certain TV Channels reporting of alleged improper services & facilities at ESIC Medical College & Hospital, Rajajinagar, Bangalore  Click here
11EPFO’s recently WhatsApp helpline to resolve Grievances under Nirbadh initiative gains popularity  Click here
12Industry engaged in the services in any oilfield, which is covered under item 17 of the First Schedule to the Industrial Disputes Act, 1947 (14 of 1947), to be a public utility service  Click here
13Constitution the Board of Mining Examinations (Metal)Click here
14ESIC decides for Prompt payment of Permanent Disablement Benefit (PDB) and Dependent Benefit (PB) to beneficiaries by ESI Corporation during Covid -19 pandemic within a month Medical Boards Arranged at Jaipur for 48 IPs  Click here
15Union Labour Secretary Shri Apurva launches facility for bulk transfer for exempted establishments of EPFOClick here
16Draft Rules: The Industrial Relation (Central) Rules, 2020  Click here
17The Employees’ State Insurance (Central) Amendment Rules, 2020Click here
18The Employees’ State Insurance (Central) Amendment rules, 2020  Click here
19To know more or have any queries related to Atal Bimit Vyakti Kalyan Yojana (ABVKY), then have a look on its ‘Introduction’ and answers to your ‘Frequently Asked Questions’. (visit http://esic.in )  Click here

5. Compliances under FEMA / RBI

  Applicable Laws/Acts  Due Dates  Compliance Particulars  Forms / (Filing mode)
    FEMA ACT 1999    15 July every yearAnnual Return on Foreign liabilities and assets.  The FLA return is required to be submitted by the companies who have received Foreign direct investment (FDI) and/or made Foreign direct investment abroad in the previous year(s) including the current year    FLA Return through Flair Portal: Click here
  FEMA ACT 1999  Monthly BasisExternal Commercial Borrowings Borrowers are required to report all ECB transactions to the RBI on a monthly basis through an AD Category – I Bank in the form of ‘ECB 2 Return’.  ECB 2 Return
    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
  • Important Updates:

A. RBI releases “State Finances: A Study of Budgets of 2020-21”

RBI on 27.10.2020 has released the report titled “State Finances: A Study of Budgets of 2020-21”, an annual publication that provides information, analysis and an assessment of the finances of state governments for 2020-21 against the backdrop of actual and revised (or provisional accounts) outcomes for 2018-19 and 2019-20, respectively. The theme of this year’s Report is “COVID-19 and its Spatial Dimensions in India”.

To read in details: Click here

B. Scheme for grant of ex-gratia payment of difference between compound interest and simple interest for six months to borrowers in specified loan accounts (1.3.2020 to 31.8.2020)

The Government of India has announced the Scheme for grant of ex-gratia payment of difference between compound interest and simple interest for six months to borrowers in specified loan accounts (1.3.2020 to 31.8.2020) (the ‘Scheme’) on October 23, 2020, which mandates ex-gratia payment to certain categories of borrowers by way of crediting the difference between simple interest and compound interest for the period between March 1, 2020 to August 31, 2020 by respective lending institutions.

The details of the Scheme are available at: Click here

C. Submission of returns under Section 31 (read with section 56) of the Banking Regulation Act, 1949 – Extension of time

In view of the difficulties faced by Primary (Urban) Co-operative Banks (UCBs) in finalizing the financial statements amidst the COVID-19 pandemic, Government of India, on the recommendation of the Reserve Bank, has issued a Gazette Notification No. S.O. 3377(E) dated September 29, 2020 (copy enclosed) declaring that the provisions of Section 31 read with clause (t) of Section 56 of the Act shall not apply to Primary Co-operative Banks till December 31, 2020. Accordingly, all UCBs shall ensure submission of the aforesaid returns to the Reserve Bank on or before December 31, 2020.

The Reserve Bank hereby extends the period for furnishing of the returns under Section 31 of the Act for the financial year ended on March 31, 2020 by a further period of three months in terms of the first proviso to the above section. Accordingly, all State Co-operative Banks and Central Co-operative Banks shall ensure submission of the aforesaid returns to the Reserve Bank and NABARD on or before December 31, 2020.

To read in details: Click here

  • RBI Circulars / Notifications:
  S. N.    Particulars of the Circulars  Link
1Marginal Standing Facility (MSF) – Extension of RelaxationClick here
2Extension of Interim Relaxation in WMA limits and OD regulationsClick here
3All-India House Price Index (HPI) for Q1:2020-21Click Here
4Applicable Average Base Rate to be charged by NBFC-MFIs for the Quarter Beginning October 1, 2020Click Here
5Sources of Variation in Foreign Exchange Reserves in India during April-June 2020Click Here
6Auction of State Government SecuritiesClick Here
7Reserve Bank of India – Bulletin Weekly Statistical Supplement – ExtractClick Here
8RBI releases data on ECB/FCCB/RDB for August 2020Click Here
9Basel III Framework on Liquidity Standards – Net Stable Funding Ratio (NSFR)Click Here
10.Positive Pay System for Cheque Truncation SystemClick Here
11.The Banking Regulation (Amendment) Act, 2020Click Here
12Interest Subvention Scheme for MSMEs – Co-operative banksClick here
13Exim Bank’s Government of India supported Line of Credit (LoC) of USD 310 million to the Government of the Republic of ZimbabweClick here
14Export Data Processing and Monitoring System (EDPMS) Module for ‘Caution/De-caution Listing of Exporters’ – ReviewClick Here
15Sovereign Gold Bond Scheme (SGB) 2020-21- Series VII, VIII, IX, X, XI, XIIClick Here
16Regulatory Retail Portfolio – Revised Limit for Risk WeightClick Here
17Submission of returns under Section 31 (read with section 56) of the Banking Regulation Act, 1949 – Extension of timeClick Here
18RBI Releases “Handbook of Statistics on Indian States 2019-20”Click Here
19RBI Bulletin – October 2020Click Here
20Statement on Developmental and Regulatory PoliciesClick Here
21Meeting Schedule of the Monetary Policy Committee (MPC) for 2020-21Click Here
22Individual Housing Loans – Rationalisation of Risk WeightsClick here
23Inclusion in/exclusion from the Second Schedule to the Reserve Bank of India Act, 1934 – Regional Rural BanksClick here
24Framework for Recognition of a Self-Regulatory Organisation for Payment System OperatorsClick Here
25Digital Payment Transactions – Streamlining QR Code infrastructureClick Here
26Review of regulatory framework for Housing Finance Companies (HFCs)Click Here
27RBI Working Paper No. 12/2020: “Bank Capital and Monetary Policy Transmission in India”Click Here
28RBI imposes monetary penalty on IndusInd Bank LimitedClick Here
29Performance of the private corporate business sector during the first quarter of 2020-21Click Here
30Survey of Foreign Liabilities and Assets of Mutual Fund Companies – 2019-20Click Here
31585th Meeting of Central Board of the Reserve Bank of IndiaClick Here
32Sale of Electoral Bonds at Authorised Branches of State Bank of India (SBI)Click Here
33Finance Minister Smt. Nirmala Sitharaman participates in 102nd meeting of the World Bank Development Committee PlenaryClick Here
34Foreign Direct Investment InflowClick Here
35The Foreign Exchange Management (Margin for Derivative Contracts) Regulations, 2020Click here
36Scheme for grant of ex-gratia payment of difference between compound interest and simple interest for six months to borrowers in specified loan accounts (1.3.2020 to 31.8.2020)  Click here
37RBI releases “State Finances: A Study of Budgets of 2020-21”Click Here
38Option of repaying the funds availed under Targeted Long-Term Repo Operations (TLTRO and TLTRO 2.0) before maturity  Click Here
39Two NBFCs surrender their Certificate of Registration to RBIClick Here
40Vigilance Awareness Week 2020 – Panel Discussions on “Strengthening Preventive Vigilance – a Tool for Good Governance” and “Leveraging Technology for Vigilance Oversight”  Click Here
41Reserve Bank of India – Bulletin Weekly Statistical Supplement – ExtractClick Here

6. SEBI – Securities Exchange Board of INDIA

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

FILING MODE(s) :   For BSE                     : BSE LISTING CENTREFor NSE                     : NEAPS Portal
  • Half Yearly Compliances
  Sl. No.  Regulation No.  Compliance Particular  Compliance Period (Due Date)Due Date
1.Regulation 7(3)Share Transfer Agent.Listed entity to submit a COMPLIANCE CERTIFICATE within one month of end of half Financial Year to certify maintenance of physical and electronic transfer facility.31/10/2020   (No further extension)
2.Regulation 33*Quarterly / Annually Relating to Financial ResultsUn audited Financial Results within 45 days & Audited finance within 60 days  14/11/2020
2.1Regulation 23(9)Related party transactions.  The listed entity shall submit within 30 days from the date of publication of its standalone and consolidated financial results for the half year, disclosures of related party transactions on a consolidated basis, in the format specified in the relevant accounting standards for annual results to the stock exchanges and publish the same on its websiteWithin 30 days of FR
3.Regulation 40(9) & (10)   / Regulation 61(4)Transfer or transmission or transposition of securities.    The listed entity shall ensure that the share transfer agent and/or the in-house share transfer facility, as the case may be, produces a certificate from a practicing company secretary within one month of the end of each half of the financial year, certifying that all certificates have been issued within thirty days of the date of lodgement for transfer, sub-division, consolidation, renewal, exchange or endorsement of calls/allotment monies. & The listed entity shall ensure that certificate mentioned at sub-regulation (9), shall be filed with the stock exchange(s) simultaneously. Note: Reg 61(4) :The listed entity shall comply with requirements as specified in regulation 40 for transfer of securities including procedural requirements specified in Schedule VII.            31/10/2020   (Final due date, no extension)
4.Regulation 52(1)*Financial Results.The listed entity shall prepare and submit un-audited or audited financial results on a half yearly basis in the format as specified by the Board within forty five days from the end of the half year to the recognised stock exchange(s).14/11/2020
5.Regulation 52(2)*Financial Results.if the listed entity intimates in advance to the stock exchange(s) that it shall submit to the stock exchange(s) its annual audited results within sixty days from the end of the financial year, un-audited financial results for the last half year accompanied by limited review report by the auditors need not be submitted to stock exchange(s).30/11/2020

*as on 30/09/2020 there is no circular for extension of Financial Result for September Quarter

 Annual Compliances

  Sl. No.  Regulation No.  Compliance Particular  Compliance Period (Due Date)  
  1  Regulation 34(1) & 36(2) –    Annual ReportNot later than the day of commencement of dispatch to its shareholders and not less than 21 days before the annual general meeting          
  2Annual report in XBRL mode 16 may 2019 BSE CIRCULAR’ https://www.bseindia.com/corporates/Displaydata.aspx?Id=7a3c8414-03fa-4976-8579-db3f8fc8d2bc&Page=cir    Filings in respect of Annual Report has to be done by all listed entities in XBRL mode in addition to the currently used PDF mode mandatorily, for periods ending March 31, 2019.        Same time limit of Regulation 34
        3.        Regulation 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.      Within 48 hours after AGM
  • Regular / Annual Compliance
REG NOREGULATION NOPARTICULARSTIMELINE
47 Advertisements in Newspapers.47 (3) Advertisements in NewspapersFinancial 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
23 Related party transactions.Reg 23(9) Related party transactionsThe listed entity shall submit within 30 days from the date of publication of its standalone and consolidated financial results for the half year, disclosures of related party transactions on a consolidated basis, in the format specified in the relevant accounting standards for annual results to the stock exchanges and publish the same on its website30 days
24A Secretarial Audit.Red 24AEvery 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
36 Documents & Information to shareholders.36(1)The listed entity shall send annual report referred to in sub-regulation 36(1), to the holders of securities, not less than twenty-one days before the annual general meeting21 days before AGM
46 Website46(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
  • COMPLIANCE ON IMPACT OF COVID 19:Reg 4(2)(e),30,33,51

Advisory on disclosure of material impact of COVID-19 pandemic on listed entities under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015: Link

  • Quarterly compliance which included half year compliance except FR
REG NOREGULATION NOPARTICULARSTIMELINE
IntimationReg 29 read with Reg 33intimation 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 IIIThe 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 fifteen days of the end of the quarter.15 Days
  • Event based Compliances
30 Disclosure of events or information.30(6) AND Part A of Schedule IIIThe 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 information24 HOURS
30 Disclosure of events or information.30(6) AND sub-para 4 of Para A of Part A of Schedule IIIThe 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 / public31A(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 voting44(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 NewspapersThe 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 auditor24 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
29Reg 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
31Reg 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 / publicReg 31Aan 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 meeting30 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 securities39(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 transfer15 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 Website46 (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 securitieswithin 2 days
60 Record Date60(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 datenotice 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
  • Few More SEBI (LODR) Relaxations:
  Sl. No.    Compliance Particulars  Due Date  Extended Due Date
1.Regulation 36 (1)(b) & (c) ; Regulation 58 (1)(b) &(c) Hard copy of the statement containing salient features of all the documents, as prescribed in Section 136 of the Companies Act, 2013 to the shareholders who have not registered their email addresses and hard copies of full annual reports to those shareholders, who request for the same  SEBI has dispensed with the requirement of dispatch of hard copies for all listed entities who conduct their AGM till December 31, 2020
2.Regulation 44(4) Proxy for general meetingsSEBI has dispensed with this requirement temporarily for all listed entities who conduct their AGM through electronic mode only till 31st December, 2020
3.Regulation 12 Dividend warrants of chequesSEBI has clarified that this requirement shall apply only once postal services resume normal operations. Where email addresses of shareholders are available, listed entities shall endeavour to obtain their bank account details and use the electronic modes of payment specified in Schedule I of the SEBI (LODR), Regulations, 2015.  
5.Clarification regarding the use of digital signatures  Authentication /certification of any filing /submission made to stock exchanges under LODR may be done using digital signature certifications until December 31, 2020

SYSTEM DRIVEN DISCLOSURE

FOR SAST AND PIT REG: Listed entities shall follow System Driven Disclosure by designating 1 Depository as Designated Depository and uploading the Formation of promoter. Promoter Group ,Designated Person, Directors, Employees not below 2 level (till 30/09/2020)

The Key Summary of System Driven Disclosure of Sep 9, 2020 (Link) is reproduced below:

“→. Listed company shall provide the information including PAN number of Promoter(s) including member(s) of the promoter group, designated person(s) and director(s) (hereinafter collectively referred to as entities) as per PIT Regulations to the designated depository (selected in terms of SEBI circular ref. no. SEBI/HO/CFD/DCR1/CIR/P/2018/85 dated May 28, 2018) in the format and manner prescribed by the Depositories. For PAN exempt entities, the Investor’s Demat account number(s) shall be specified by the listed company. The information shall be provided within 10 days from the date of this circular.

→. The designated depository shall share the information received from the listed company with other depository.

→. In case of any subsequent update in the details of the entities, the listed company shall update the information with the designated depository on the same day. The designated depository shall share the incremental changes with the other depository on the day of receipt from the listed company.”

Below is summary of circulars issued in this regards.

DateTitle
Sep 23, 2020System-Driven Disclosures (SDD) under SEBI (SAST) Regulations, 2011
Sep 09, 2020Automation of Continual Disclosures under Regulation 7(2) of SEBI (Prohibition of Insider Trading) Regulations, 2015 – System driven disclosures
May 28, 2018System-driven Disclosures in Securities Market
Dec 21, 2016System-driven disclosures in Securities Market
Dec 01, 2015Introduction of system-driven disclosures in Securities Market

7. 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 ParticularCompliance 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.      Report as per the 2020 calendar are required to be filed by April 15, 2020     Due Date Extended   It has been decided by SEBI to extend the due date of filing disclosures, in terms of Regulations 30(1), 30(2) and 31(4) of the SAST Regulations for the financial year ending March 31, 2020 to June 01, 2020.
      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.htmlThe 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
4.Regulation 31(4)Disclosure of encumbered sharesPromoter 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

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

Sl. No.  Regulation No.  Compliance ParticularCompliance 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

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

  Sl. No.  Regulation No.  Compliance Particular  Compliance Period (Due Date)  
      1Schedule 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  
2Regulation 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
3SEBI 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.htmlApplication 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
4Regulation 76 Application for rights issueThe 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 DocumentsIn 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
6Regulation 84   AdvertisementIssuer 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.
7.All offer documents filed until July 31, 2020A. Authentication/ certification for offer documents can be done through DSC. B. The issuer shall provide a procedure to inspect documents electronically
CIRCULAR DATED :  APRIL 21,2020: the relaxation on change in fresh issue size shall be applicable for issues (IPO/ Rights Issues/ FPO) opening before December 31, 2020 (Link) Read with Circular Dated 29/09/2020 Relaxation with respect to Validity of SEBI Observations and Revision in issue size (Link) w.e.f 01/10/2020
In view of the impact of the COVID-19 pandemic, based on representations from various  industry  bodies, SEBI  has  decided  to  grant  the  following  onetime relaxations: (i)In  terms  of  Regulation  44(1),  85  and  140 of the Securities  and  Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018(ICDR Regulations), a public issue/rights issue may be opened within twelve months from the date of issuance of observations by SEBI. The  validity  of  the  SEBI Observations where the  same have expired/will expire between March1, 2020 and September 30, 2020 has been extended by  6  months,  from  the  date  of  expiry  of  such  observation, subject  to an undertaking  from  lead  manager  of  the  issue on firming compliance  with Schedule XVI of the ICDR Regulations while submitting the updated offer document to the Board.  (ii)In  terms  of  Schedule  XVI  (1)  (f)(i)  of  the  ICDR  Regulations,  2018  any increase  or  decrease  in  estimated fresh issue  size  by  more  than  twenty percent of the estimated fresh issue size shall require fresh filing of the draft offer document along with fees. An issuer shall be permitted to increase or decrease the fresh issue size by up to 50% of the estimated issue size without requiring to file fresh draft offer document with the Board subject to following conditions: (a)there has been no change in the objects of the issue(b)the  lead  manager  undertakes  that  the  draft  offer  document  is  in compliance with provisions of Regulation 7(1)(e)(c)the  lead  manager  shall  ensure  that  all  appropriate  changes  are made  to  the  relevant  section  of  DRHP  and  an  addendum,  in  this regard, shall be made public   This shall continue till 31/03/2021 (Added in circular 29/09/2020)the  validity  of  the  SEBI observations expiringbetween  October  1,  2020  and March 31,2021 shall beextended upto March 31, 2021, subject to an undertaking from lead manager tothe  issue  confirming  compliance  with  Schedule  XVI  of  the  ICDR Regulations, 2018while submitting the updated offer document to the Board (Added in circular 29/09/2020)

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

  Sl. No.  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 fundsTemporary 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
  • SEBI Circulars Tracker: 01.10.2020 to 31.10.2020
Sl. No.ParticularsLink
1Adjudication order in respect of Lyka Labs Ltd. in the matter of disclosures by Lyka Labs Ltd. in GDR issueClick here
  2Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) (Fourth Amendment) Regulations, 2020Click here
3Buy-back: Magna Electro Castings LimitedClick Here
  4Relaxation with respect to Validity of SEBI Observations and Revision in issue sizeClick Here
5Recovery Proceedings: Attachment order for Recovery Certificate No. 2946 of 2020 against Vibhuti Multi Trade Private Private Limited  Click Here
6.SEBI Board MeetingClick Here
7.InvIT Private Issues: Digital Fibre Infrastructure TrustClick Here
8.Takeovers: Resonance Specialties Ltd.Click Here
9.Exemption order under regulation 11 of SEBI (SAST) Regulations, 2011 in the matter of Alembic Ltd.Click Here
10.Rights Issues: EIH LimitedClick Here
  11.Framework for monitoring of foreign holding in Depository Receipts  Click Here
12.Relaxation in timelines for compliance with regulatory requirementsClick Here
13.Circular on Review of provisions regarding valuation of debt and money market instruments due to the COVID – 19 pandemicClick Here
14.Standard Operating Procedure in the cases of Trading Member / Clearing Member leading to default – Extension of timeline for submission of the Undertaking cum Indemnity bond by the Trading members (TMs) / Clearing Members (CMs) for all the bank accounts.    Click Here
15.Interim Order in the matter of Front Running by employee / dealer of India Infoline Group and other connected entities using Mule Accounts    Click Here
16.Standardization of timeline for listing of securities issued on a private placement basisClick Here
17Dalmia Bharat Limited – Post Buy-back Public AnnouncementClick Here
18Circular on Product Labeling in Mutual Fund schemes – Risk-o-meterClick Here
19Standardization of timeline for listing of securities issued on a private placement basisClick here
20Circular on Review of Dividend option(s) / Plan(s) in case of Mutual Fund SchemesClick here
21Circular on Product Labeling in Mutual Fund schemes – Risk-o-meterClick Here
22Public Issue: Mazagon Dock Shipbuilders LimitedClick Here
23Issuance, listing and trading of Perpetual Non-Cumulative Preference Shares (PNCPS) and Innovative Perpetual Debt Instruments (IPDIs)/ Perpetual Debt Instruments (PDIs) (commonly referred to as Additional Tier 1 (AT 1) instruments)  Click Here
24Buybacks: Gokul Refoils and Solvent Limited – Post Offer Public AnnouncementClick Here
25Final order in respect of Sumana Ghosh Roy in the matter of PDS Agro Industries Limited.Click Here
26Circular on Guidelines on Inter Scheme Transfers of SecuritiesClick Here
27Clarifications on Insider Trading: Revised FAQs on SEBI (Prohibition of Insider Trading) Regulations, 2015Click Here
28Extension of facility for conducting extraordinary meeting(s) of unit holders of InvITs and REITs through Video Conferencing or Other Audio-Visual Means (VC/OAVM)  Click Here
29Securities and Exchange Board of India (Issue and Listing of Debt Securities) (Amendment) Regulations, 2020  Click Here
30Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) (Third Amendment) Regulations, 2020  Click Here
31Securities Contracts (Regulation) (Stock Exchanges and Clearing Corporations) (Amendment) Regulations, 2020Click Here
32Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations 2015 [Last amended on October 08, 2020]  Click Here
33SEBI (Debenture Trustees) (Amendment) Regulations, 2020  Click Here
34Buybacks: FDC Limited – Post Offer Public AnnouncementClick Here
35Standardisation of procedure to be followed by Debenture Trustee(s) in case of ‘Default’ by Issuers of listed debt securitiesClick Here
36Utilization of Fund Created out of the Regulatory Fee Forgone by SEBI – Additional Guidelines  Click Here
37Securities and Exchange Board of India (Alternative Investment Funds) (Amendment) Regulations, 2020.Click Here
38Securities and Exchange Board of India (Prohibition of Fraudulent and Unfair Trade Practices relating to Securities Market) (Second Amendment) Regulations, 2020  Click Here
39Clarification on SEBI Circular SEBI/HO/OIAE/IGRD/CIR/P/2020/152 dated 13 August, 2020 on Investor grievances redressal mechanism – Handling of SCORES complaints by stock exchanges and Standard Operating Procedure for non-redressal of grievances by listed companies.      Click Here
40Regulatory measures to continue Regulatory measures taken by SEBI in view of ongoing market volatility (Click here)Click Here
41Public notice in respect of Extension of the SEBI Settlement Scheme 2020Click Here
42The Securities and Exchange Board of India (Prohibition of Insider Trading) (Second Amendment) Regulations, 2020  Click Here
43The Securities and Exchange Board of India (Mutual Funds) (Second Amendment) Regulations, 2020  Click Here
44Press Release: SEBI Chairman interacts with investors and other stakeholders from USA; Participants emphasize need for early finalization of direct listing scheme, development of Corporate Bond market and further reforms in IPO regulations    Click Here
45Equitas Small Finance Bank – Prospectus FilingClick here
46Informal Guidance sought by SREI Multiple Asset Investment TrustClick here

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

Due to the emerging financial distress faced by most companies it has been decided to raise the threshold of default under section 4 of the IBC 2016 to Rs 1 crore (from the existing threshold of Rs 1 lakh). This will by and large prevent triggering of insolvency proceedings against MSMEs.

  • Important Notifications and Circulars Tracker (October, 2020)
Sl. No.  Notification(s)Link(s)
1.Invitation of Expression of Interest for Research Study on Individual Indebtedness and InsolvencyClick Here
2.Limited Insolvency Examination – Syllabus w.e.f 1st January, 2021Click Here
3Annual Publication 2020: ‘Insolvency and Bankruptcy Regime in India: A Narrative’  Click Here
4In the matter of Mr. Arun Rajabhau Joshi, Insolvency ProfessionalClick Here
5Insolvency and Bankruptcy Board of India celebrates the Fourth Annual Day  Click Here
6Notice for appointment of Chief General Manager/General Manager on deputationClick Here
7Circular – Meetings of the Disciplinary Committee and Appellate Panel of the RVOsClick Here
8In the matter of Mr. Pranav Kumar, Insolvency ProfessionalClick Here
9Mr. Santosh Kumar Shukla takes charge as Executive Director, IBBIClick Here
10In the matter of Dewan Housing Finance Corporation Ltd and Anr. Vs. Securities and Exchange Board of India and Anr. Appeal No.206 of 2020, before Securities Appellate Tribunal, MumbaiClick Here
11Circular – Serving of copy of the application to the Board, as mandated under Rules 4, 6 and 7 of the Insolvency and Bankruptcy (Application to Adjudicating Authority) Rules, 2016  Click Here
12In the matter of IBBI Vs. Lalit Kumar Jain & Ors (Transfer Petition (Civil) No (s).1034 of 2020 with other petitions)  Click Here
13In the matter of Mr. Sundaresh Bhat, Insolvency ProfessionalClick Here
14In the matter of Mr. Dushyant C Dave, Insolvency ProfessionalClick Here
15In the matter of Mr. Anil Goel, Insolvency ProfessionalClick Here
16In the matter of registration of Insolvency ProfessionalClick Here

12. NCLT & NCLAT UPDATES

Sl. No.ParticularsLink
1Constitution of  Special Bench NCLT Chennai from 2.11.2020 to 13.11.2020Click here
2Constitution of  Special Bench NCLT  Mumbai from 26.10.2020 to 20.11.2020Click here
3Delegation of powers of Registrar at NCLT KolkataClick Here
4Delegation of powers of Registrar at NCLT MumbaiClick Here
5.Re-Constituted of Bench NCLT New Delhi dated 16.10.2020 001Click Here
6.Constitution of  Bench at NCLT GuwahatiClick Here
  1. NCLT directs liquidator of ABG Shipyard to approach Sebi to recover Rs 101 crore from promoters. In April 2019, the NCLT ordered the liquidation of the company in the absence of any viable resolution plan.
  • Jet’s 2nd coming will depend on reclaiming slots: The winning consortia, London-based Kalrock Capital and UAE businessman Murari Lal Jalan, are likely to initially put in Rs 400 crore and infuse about Rs 650 crore in all in the first year for Jet-2.0 to take to the skies again.
  • Former resolution professional moves NCLT on ‘fraud’ in Bheema Cements’ forensic audit: Ministry of Corporate Affairs had earlier this month served notices on 17 members, which include both the erstwhile and new promoters, following complaints by retail investors alleging a fraud that benefited the promoters.
  • NCLT allows extension of 90 days for the resolution process of DHFL: The Mumbai bench of the National Company Law Tribunal (NCLT) has allowed the extension for the resolution process of the company and has also allowed the administrator’s plea for the exclusion of the time of lockdown from the CIRP process.
  • NCLT excludes lockdown period in Cox & Kings resolution process: Lawyers said the order could set a precedent by establishing the duration of the lockdown, which is expected to help cases where the resolution process was hampered due to Covid-19-led restrictions.

13. MSME KEY UPDATES

Sl.ParticularsLink
1Unveiling of Charkha at KVIC central office in Mumbai on Gandhi JayantiClick Here
2Govt Forms Five Task Forces to Make Indian MSMEs ‘Future-ready’ and Formulate Plan on Exports  Click here
3Only Standard Loan Accounts as of March Can Be Recast Under Pandemic Scheme, Says RBI  Click Here
4Government guarantee ups MSME loans: CibilClick Here
5Industry hails PLI scheme, bats for an MSME targeted planClick Here
6Ministry of MSME alerts the public at large about unauthorized and ill-intentioned activities of MSME Export Promotion Council    Click here
7Riding on excellent outcome of its efforts, MSME Ministry substantially widens request to India Inc. for making payments to MSMEs; writes to over 2800 corporates to clear MSME dues  Click here
8Shri Nitin Gadkari Launched Unique Khadi Footwear; KVIC Targets Rs 5000 Crore Business  Click Here
9MSDE and NCVET unveil the new guidelines and operation manuals for Awarding Bodies and Assessment Agencies for further strengthening the skilling ecosystem    Click here
10KVIC Launches high quality Muslin fabric Masks for Diwali  Click Here

14. Competition Commission of India

Sl.ParticularsLink
1CCI approves demerger of the Textiles Business of GHCL Ltd. (“GHCL”)into its wholly owned subsidiary GHCL Textiles Limited (“GHCL Textiles”)  Click here
2CCI approves acquisition of certain real estate projects of RMZ Group and 100% equity shareholding in CoWrks by Brookfield Private Capital (DIFC) Limited  Click here
3CCI approves acquisition of shares in CG Power and Industrial Solutions Limited by Tube Investments of India Limited  Click here
4CCI approves acquisition of solar energy generation assets of Adani Green Energy Ten Limited by Adani Green Energy Twenty-Three Ltd  Click here
5Competition Commission dismisses ILMA’s complaint against 19 chemical importers  Click here
6Competition Commission reviewing both online, offline aspects of Reliance-Future deal  Click here
7NCLAT officiating Chairperson Justice BL Bhat gets another extensionClick here
8JK Tyre, others firms face antitrust scrutiny in bid-rigging caseClick here

—————————————————————————————————————-

This article is updated till 31st October, 2020 with all Laws / Regulations and their respective amendments.                  

———————————————-THE END—————————————————–

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

Prepared by

CS Lalit Rajput

Contact details: +918802581290

AGM EXTENSION 2020 – MCA Clarification for the FY 31.03.2020

AGM EXTENSION 2020 – MCA Clarification for the FY 31.03.2020

MCA vide General Circular no. 28/ 2020 dated 17th August 2020 has issued Clarification on Extension of Annual General Meeting (AGM) for the financial year ended as at 31.03.2020- Companies Act, 2013.

Key Highlights:

1.  MCA has received several representations to allow companies to hold their annual general meeting (AGM) for the financial year ended on 31st March, 2020 beyond the statutory period provided in section 96 of the Companies Act 2013.

  • Provisions of Section 96 of Companies Act, 2013 – AGM Related
In case of first AGM of the Company:  In case of Subsequent AGM of the Company:  
not necessary to hold AGM in the year of its incorporation   AGM shall be held within a period of 9 months from the date of closing of the first financial year of the companyAGM is an Annual Exercise   within a period of 6 months, from the date of closing of the financial year

2. Ministry key aspects:

  1. Ministry has already provided digital AGM platform to all the Companies. Ministry vide General Circular No. 20/2020 has clarified that Companies can hold AGM for the calendar year 2020 M through video conferencing (VC) or other audio visual means (OAVM).
  2. Company can voluntary apply for AGM extension.

3. Solution / suggestions given by MCA:

Companies can voluntary file application for Extension of AGM with the concerned Registrar of Companies (despite availing the relaxations provided in the General Circular 20/2020)

4. MCA E-Form and due date to apply for extension:

Form no. – GNL-1

Last date to apply for extension : 29.09.2020

Author views:

It is a good decision by MCA, as the companies are already having the option under the Company Law to apply for AGM extension under Section 96. Company can make an application with the concerned ROC for extension of AGM for a maximum period of 3 months.

  • Grace Period (Extension) under section 96:

Registrar may, for any special reason, extend the time by a period not exceeding 3 months (additional) – {other than First AGM of the Company.}

Link: http://www.mca.gov.in/Ministry/pdf/GeneralCircularNo.28_17082020.pdf

Author : CS LALIT RAJPUT

Disclaimer:

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.

THIS HAS BEEN SHARED FOR KNOWLEDGE PURPOSES ONLY.

SEBI SETTLEMENT SCHEME 2020

SEBI Settlement Scheme 2020- One – time Settlement Scheme

Securities Exchange Board of India (SEBI) vide Public notice dated 27thJuly, 2020 has issued Public notice in respect of SEBI-Settlement Scheme 2020 to provide one time settlement opportunity to the entities that have executed trade reversals in the stock options segment of BSE during the period from April 1, 2014 to September 30, 2015 against whom any proceedings are pending.

  • Reason behind this Settlement Scheme

SEBI has conducted an analysis of the stock options segment of Bombay Stock Exchange (BSE) for the period April 1, 2014 to September 30, 2015 when  SEBI came across several instances wherein a set of entities were consistently making losses by their trading in options on individual stocks which are listed on Bombay Stock Exchange (BSE).

Observations:

Sl. No.ParticularNo. of Entities
1.Total entities executed trades on BSE Stock Options Segment21,652
2.entities involved in generation of artificial volume by executing non-genuine/reversal trades on the14,720
3.SEBI has initiated adjudication proceedings against  567
  • Reference of Case Law

The Hon’ble SAT vide its Order dated October 14, 2019 in the matter of R S Ispat Ltd Vs SEBI, hasinter alia directed as follows:

“…We are adjourning this matter today, so that SEBI may consider holding a LokAdalat or adopting any other alternative dispute resolution process with regard to the Illiquid Stock Options.“

Therefore SEBI has decided to come out with Settlement Scheme (“the Scheme”)

About the SEBI Settlement Scheme – 2020

S. NParticularsRemarks
1Applicable LawsRegulation 26 of SEBI (Settlement Proceedings) Regulations 2018
2Purpose of the Schemeto provide a onetime settlement opportunityto the entities that have executed trade reversals inthe stock options segment of BSEagainst whom anyproceedings are pending.
3Period of defaultApril 1, 2014 to September 30, 2015
4Criteria for Indicative Settlement Amountartificial volume, number of non-genuine trades and number of contracts resulting in creation of artificial volume/ non-genuine trades
5Uniform consolidated Settlement factor0.55 in all cases wherein the entities had executedreversal trades, would be applicable while arrivingat the Indicative SettlementAmounts.
  • FAQ’s on SEBI Settlement Scheme 2020

1. What are the Eligibility Criteria?

the entities who have executed trade reversals on the stock options segment of BSE during the period from April 1, 2014 to September 30, 2015 against whom any proceedings are pending are eligible to avail the one time settlement opportunity.

2. Validity of the Scheme?

shall commence on August 01, 2020 and end on October 31, 2020 (both days inclusive).

3. Settlement Application details?

submit a Settlement application along with an application fee of Rs. 15,000 in case of individuals and Rs. 25,000 in case of body corporates in the specified format, available on the SEBI website and also on the BSE website.

4. Mode of Payment ?

Via online platform as available on the website of SEBI

  • Kindly note that:

after the expiry of the Scheme, entities who do not avail the one – timesettlement opportunity shall be liable for action as per section 15-I of the SEBI Act, 1992 which deals with Power to adjudicate.

Link: CLICK HERE TO DOWNLOAD PUBLIC NOTIFICATION

Thanks for reading my article “SEBI Settlement Scheme 2020- One – time Settlement Scheme”

Disclaimer:

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.

AUTHOR : CS LALIT RAJPUT (CLICK HERE TO VIEW PROFILE)

SEBI Settlement Scheme 2020- One – time Settlement Scheme read more

DECODING MCA E- FORM PAS-6 TERMS, REPORTING PERIOD, MORATORIUM PERIOD WITH DRAFT CERTIFICATE

Decoding MCA E- Form PAS -6 Terms , Reporting Period, Moratorium Period  with Draft Certificate

Reconciliation of Share Capital Audit Report on half yearly basis.

  • Introduction:

MCA vide General CircularG.S.R. 376(E). dated 22ndMay, 2019 has came up with Reconciliation of Share Capital Audit Report (Half-yearly)pursuant to sub-rule Rule 9A (8) of Companies (Prospectus and Allotment of Securities) Rules, 2014 and has issued Companies (Prospectus and Allotment of Securities) Third Amendment Rules, 2019 which shall with effect from 30th September, 2019.

Key Highlights:

1.  Every unlisted public company governed by this rule shall submit Form PAS-6 to the Registrar with such fee as provided in Companies (Registration Offices and Fees) Rules, 2014 within 60 days from the conclusion of each half year

2. Shall be dulycertified by a company secretary in practice or chartered accountant in practice only.

3. All information shall be furnished for the hall year ended 30th September and31st March in every financial year for each ISIN separately

4. In view of COVID-19 pandemic, Companies has faced difficulties to send notices through postal or courier services.

5. Non Applicability:

a) a Nidhi

b) a Government company or

c) a wholly owned subsidiary

  • An Analysis of MCA E-form PAS-6:

Details / Information required:

1. CIN 2. ISIN – All information shall be furnished for the half year ended 30th September and

31st March in every financial year for each ISIN separately.

3. Details of Capital of Company –

a) issued capital number of shares along with percentage of total issued capital.

b) Total number of shares which are held in dematerialised form or physical form.

4. Details of changes in share capital during the half-year under consideration

5. Details of Shares held by:promoters, directors and KMPs

6. total no. of demat requests, if any, confirmed after 21 days and the total no. of demat requests pending beyond 21 days with the reasons for delay

7. Details of Company Secretary of the Company, if any

8. Details of CA/CS certifying this form

Attachments to the E-form PAS -6

<script async src="https://pagead2.googlesyndication.com/pagead/js/adsbygoogle.js"></script>
<!-- display 2 tax concept -->
<ins class="adsbygoogle"
     style="display:block"
     data-ad-client="ca-pub-6004247106835102"
     data-ad-slot="1506838733"
     data-ad-format="auto"
     data-full-width-responsive="true"></ins>
<script>
     (adsbygoogle = window.adsbygoogle || []).push({});
</script>

No Mandatory Attachment.

  • Pre-requisite for Filing MCA E-form PAS-6

1. Enter the number and date of board resolution authorizing the signatory to sign

2. Ensure the eForm is digitally signed by the Director, Manager, CEO, CFO orCompany Secretary.

3. The person should have registered his/her DSC with MCA

4. Disqualified director is not allowed to sign the form.

5. In case the person digitally signing the e-Form is Company Secretary – Enter valid membership number in case of other than Section 8 company. In case of Section 8 company and if designation selected as ‘company secretary’, either membership number/ PAN shall be entered.

  • Processing Type

The form will be processed in STP mode.

  • Due date for filing the form:
  • Availability of Form:

Form PAS-6 shall be available for filing as e-Form w.e.f 15th July 2020.

  • Due date: 13th September 2020 as per Circular

As per MCA General Circular No. 16/2019 dated 28th November, 2019 the time limit for filing Form PAS-6 without additional fees for the half-year ended on 30.09.2019 will be 60 days from the date of deployment of this form on the website of the Ministry.

Link:http://www.mca.gov.in/Ministry/pdf/FormPAS6_28112019.pdf

  • Period of Reporting:
  • half year ended 31.03.2020

MCA has issued last General Circular No. 16/2019 on 28th November, 2019 related to period of Reporting, i.e. half year ended 30.09.2020.

Language of the Circular:

the time limit for filing Form PAS-6 without additional fees for the half-year ended on 30.09.2019 will be sixty days from the date of deployment of this form on the website of the Ministry.

It means after availability of the MCA – form PAS-6, the period of reporting will be:

a) half-year ended on 30.09.2019

b) half-year ended on 31.03.2020

bur practically the form is not taking period for the Half Year ended 30.09.2019. Hence Filing for the first time shall be done for half-year ended on 31.03.2020.

  • Can we file MCA E-form PAS -6 after the 60 days at present without additional fees / penalty?

MCA has issued General Circular No. 11 /2020, F No.2/1/2020-CL-V  dated 24.03.2020 regarding Special Measures under Companies Act, 2013 (CA-2013) and Limited Liability Partnership Act, 2008 in view of COVID-19 outbreak and point no. 1 clearly stated that:

No additional fees shall be charged for late filing during a moratorium period from 01sr April to 30th September 2020, in respect of any document, return, statement etc., required to be filed in the MCA-21 Registry.

Link: http://www.mca.gov.in/Ministry/pdf/Circular_25032020.pdf

In view of the above we can say that, MCA E – form PAS – 6 can be filed after 13th September 2020, that is after 60 days of deployment till 30th September, 2020 under moratorium period.

Draft Certificate by practicing professional

I declare that I ————— (PCS / PCA) have been duly engaged for the purpose of certification of this form. It is hereby certified that I have gone through the provisions of the Companies Act, 2013, the Depositories Act, 1996 and rules/regulations made thereunder for the subject matter of this form and matters incidental thereto and I have verified the above particulars (including attachment(s)) from the original records maintained by the Company (name of the company) which is subject matter of this form and found them to be true, correct and complete and no information material to this form has been suppressed. I further certify that:

  1. The said records have been properly prepared, signed by the required officers of the Company and maintained as per the relevant provisions of the Companies Act, 2013 and the Depositories Act, 1996 and were found to be in order;
  • All the required attachments have been completely and legibly attached*to this form;
  • It is understood that I shall be liable for action under Section 448 of the Companies Act, 2013 for wrong certification, if any found at any stage.

Signature

Chartered Accountant in Practice /Company Secretary in practice

(whether Associate or Fellow)

Membership No. & CP No.

UDIN:

Thanks for reading my article “Decoding MCA E- Form PAS -6 Terms , Reporting Period, Moratorium Period  with Draft Certificate“

Note: This e-form has been taken on file maintained by the Registrar of Companies through electronic mode arid on the basis of statement of correctness given by the filing company. Attention is also drawn to provisions of Section 448 which provide for punishment for false statement and certification.”

Prepared by

CS Lalit Rajput !! +91 8802581290 !! lalitrajput537@gmail.com

Blogger at: http://enlightengovernance.blogspot.com

LinkedIn: https://www.linkedin.com/in/cslalitrajput/

Disclaimer:

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.THIS HAS BEEN SHARED FOR KNOWLEDGE PURPOSES ONLY.

CORPORATE TAX IN DUBAI : AN OVERVIEW

Corporate Tax in Dubai : An Overview

Dubai, a major business center in the Middle East has been treated as a tax haven for the Investors / Businessmen. The Taxation system is very satisfactory for the Businessmen and Investors. The corporate tax is set at a maximum rate in the oil and bank sectors in the Emirates.

Taxation aspects for Companies in Dubai

CORPORATE TAX

  1. Corporate taxation in Dubai is limited only to banks and oil companies.
  2. Oil companies in Dubai are subject to a maximum amount of 55% corporate income tax on the UAE-sourced income.
  3. Branches of foreign banks in Dubai, subject to 20% tax rate on their Dubai source income.
  4. Calculation method for the taxable income :
For BanksFor Oil Companies
According to their audited financial statementsAccording to their concession agreements

5. Free trade zones (FTZs) have their own rules and regulations and there is no corporate tax.

VAT (VALUE ADDED TAX) IN DUBAI

In the year 2018, the VAT was introduced in the UAE to provide a new source of income. VAT is a tax on the consumption or use of goods and services levied at each point of sale.

Registration Criteria

Mandatory RegistrationOptional Registration

* If its taxable supplies and imports exceed AED 3,75,000 per annum or

* Expected turnover to be more than AED 3,75,000 in the next 30 days
* Turnover or expenses (which were subject to VAT) were more than AED 1,87,500 in the last 12 months or

* Expect that either your turnover or expenses (which were subject to VAT) to be more than AED 1,87,500 in the next 30 days

Kindly note that :

If you fail to register for VAT on time, a late registration administrative penalty of 20,000 AED will apply.

(adsbygoogle = window.adsbygoogle || []).push({});

VAT Rate :

  • UAE Authorities implemented the VAT rate of 5%  on jewellery, tobacco, luxury cars, and alcohol industry etc. (low rate as compared to other countries worldwide) for particular goods and services.
  • VAT charged at 0% also on few services:
    • Investments in precious materials;
    • The supply or residential properties;
    • Education services;
    • Healthcare services.

EXCISE TAX IN DUBAI

UAE have implemented an excise tax, generally ranging from 50% to 100%, non- essential goods which includes tobacco products and carbonated drinks / energy drinks, luxury cars etc.

DIVIDEND TAX IN DUBAI

Companies established in UAE can get benefit from the double taxation treaties signed by UAE and there is no tax on dividends / no withholding tax imposed for foreign or local investments. dividend payments are not tax-deductible from the paying company.

INDIRECT TAX REGIME IN DUBAI

Hotels and entertainment activities10% municipal tax
Import of alcoholic beverages50% tax
Purchase of alcohol30% tax

INDIVIDUAL TAXATION ASPECTS

UAE has been treated as a tax haven country for businessmen and investors. And No Income Tax Provisions / Compliance Obligations are applicable to individuals in UAE (DUBAI).

Thanks for Reading my Article on “Corporate Tax in Dubai : An Overview”

Disclaimer : 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.

AUTHOR : CS LALIT RAJPUT (CLICK HERE TO VIEW PROFILE)

You May Also Like : Introduction to International Taxation

Follow Us on LinkedIn for Job Updates : Click Here to Visit LinkedIn Profile

(adsbygoogle = window.adsbygoogle || []).push({});

HIGHLIGHTS OF “AATMA NIRBHAR ECONOMIC PACKAGE” : PART-5

Highlights of “Aatma Nirbhar Economic Package” : Part-5

KEY HIGHLIGHTS :

Today’s steps will focus on these seven areas :

> MGNREGA

> Health and Education

> Businesses and Covid

> Decriminalization of Company’s Act

> Ease of doing business

> Public Sector Enterprises and related matters

> State governments and resources related to state governments.

(1. ) Land, Labour, Liquidity and Laws have all been emphasized in Aatma Nirbhar Bharat Package. The crisis and the challenge is an opportunity to build a Self Reliant India.

(2.) Aatma Nirbhar Bharat Package used technology to do direct benefit transfer to people, we could do what we did because of the initiatives taken during the last few years.

(3.) One-time transfer of ₹ 2,000 has reached 8.19 crore farmers, total amount ₹ 16,394 crore.

(4.) NSAP beneficiaries got ₹ 1,405 crore in first installment and ₹ 1,402 crore in 2nd instalment, target of ₹ 3,000 crore nearly achieved.

(5.) Health-related steps :

> Rs 15,000 crore was released by the PM

> Insurance cover of Rs 50 lakhs per person for health professionals,

> Made sure telemedicine comes into play,

> Capacity building exercises have been taken up,

> For protection of health care workers, amendment of Epidemic Diseases Act was required which was undertaken,”

> Rs 15000 crore announced for states, essential items and testing labs and kits along with rolling out of tele-consultation services,

> Launch of Arogya Setu app and protection to health care workers with adequate PPEs.

(6.) Education related steps :

> 200 new Textbooks Being Added to E-pathshala

> Online education is being taken up in a big way.

> Another 12 channels will be added.

> It will be a great help to students in rural areas

(7.) Shramik special trains were started when it was possible for workers to move, states were requested to bring workers to stations, 85% cost was borne by the Central government.

(8.) Corporate Law Measures for Ease of Doing Business :

Timely action was taken during COVID19, to reduce compliance burden, under various provisions of Companies Act.

These amendments will be brought through an Ordinance.

> Board meetings were allowed to be online,

> Rights issues can be done digitally,

> Rationalization of RPT related provisions

> 44% recovery has been achieved since inception of Insolvency and Bankruptcy Code

> No fresh IBC Proceeding for 1 year – Fresh initiation of insolvency proceedings up to one year;

> Debts due to COVID19 will not be included in the category of ‘default’

> Section 240A of IBC will be notified for MSME – Special Insolvency Resolution Framework

> Decriminalize of Provisions of Companies Act – Decriminalization of companies act defaults involving minor technical and procedural violations

> Internal Adjudicating Mechanism for Compounding of Offences – Majority of the compoundable offences sections to be shifted to internal adjudication mechanism and powers of RD for compounding enhanced

> Seven compoundable offences altogether dropped and 5 to be dealt with under alternative framework

> Companies to directly list their securities in foreign jurisdiction

> Private companies which list non-convertible debentures (NCDs) on stock exchange not to be regarded as listed companies

> Power to create additional / Specialized benches for NCLAT

> Provisions related to Producer Company (Part IX of Companies Act, 1956) included in Company Act 2013

> Lower Penalties for default done by Small / OPC / Producer/ Start Up Companies.

(9.) FOR MGNREGA :

> Rs 40,000 crores increase in allocation for MGNREGA to provide employment boost.

> Will help generate nearly 300 crore person days in total

(10.) Tech-driven Education with Equity Post Covid-19 :

> PM eVidya : A program for multi-mode access to digital education to be launched immediately, consisting of:

> Top 100 universities will be permitted to automatically start online courses by 30th May

> DIKSHA for school education in states and union territories, e-content and QR coded textbooks for all grades

> Special digital content for Divyang children

(11. ) Public Sector Enterprise Policy :

The government will announce a new policy whereby:

> In strategic sectors, at least one enterprise will remain in the public sector but private sector will also be allowed.

> In other sectors, PSEs will be privatized

(12.) States have so far borrowed only 14% of the limit authorized, 86% of the authorized borrowing remains unutilized.

(13.) Revenue Deficit Grants to states of Rs 12,390 crores was given on time in April & May despite Centre’s stressed resources; devolution of taxes of Rs 46,038 in April given fully.

Source : News / Press Conference & Twitter

Thanks for reading my article on Highlights of “Aatma Nirbhar Economic Package” : Part-5

Disclaimer : 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.

AUTHOR : CS LALIT RAJPUT (CLICK HERE TO VIEW PROFILE)

Follow Us on LinkedIn for Job Updates : Click Here to Visit LinkedIn Profile

TAX DEFAULTERS BE ALERT : TAX DEPARTMENT IS NOT ON LEAVE

Tax Defaulters Be Alert : Tax Department is Not on Leave

Key highlights

> Tax department is not silent during COVID-19 ;

> CBDT asked officers to not issue notices for now ;

> Collect data that will help settle pending litigation ;

> Using the lockdown to build stronger cases against defaulters.

Overview

Due to this COVID-19 outbreak, whole country is lockdown except for few establishment working under essential services/ goods and other private organizations with strict instruction/ guidelines. During this COVID-19 and lockdown period, government instructed Tax Officers to collect, prepare and analyze the matters related to Tax Disputes.

Further, the Central Board of Direct Taxes (CBDT) has also directed to the tax officers to collect data related to pending litigation and stop issue any notices for now. That will help settle half the pending litigation.

Tax issues would be crucial

Due to this COVID – 19 pandemic disease and lockdown extension, identifying issues in all major tax issues would be crucial during next three months. The tax demands may become more in-depth and lead to more companies paying up.

(adsbygoogle = window.adsbygoogle || []).push({});

Comment by Mr. Rahul Garg, partner, Asire Consulting : “The focus is more on identification and strong preparation of cases which are worth picking up for reassessment.”

Why Strong preparation required against defaulters ?

> Many cases was challenged in the courts on various grounds.

> The revenue department has not had a very good run with the success rate in tax litigation.

> Currently, there are about 5 lakh direct tax cases pending in various appellate forums — Commissioner (Appeals), Income Tax Appellate Tribunal (ITAT), High Court and Supreme Court.

> The tax department loses about 65% of all the cases at various forums.

> Planning to focus on the large litigation that could impact their revenues.

(adsbygoogle = window.adsbygoogle || []).push({});

Kindly note that :

CBDT has also directed the senior tax officers to dispose off all the applications filed by trusts received by March end this year.

So, Tax Defaulters Be Alert.

Source : Various News Articles

Disclaimer : 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. THIS HAS BEN SHARED FOR KNOWLEDGE PURPOSES ONLY.

AUTHOR : CS LALIT RAJPUT (CLICK HERE TO VIEW PROFILE)

About Author : CS Lalit Rajput (PARTNER AT Xcede Consultech LLP) AND CAN BE REACHED AT consultech@xcede.in /8802581290

Follow us on LinkedIn for Job Updates : Click Here to Visit LinkedIn Profile

(adsbygoogle = window.adsbygoogle || []).push({});

SUGGESTIONS ON “HOW TO REVIVE POST COVID-19 INDIAN ECONOMY”

I am contributing my suggestions on “How to Revive Post COVID-19 Indian Economy” :

1.) The Government has to take strong measures to boost liquidity in the Market.

2.) To start stabilizing the economy, there should be gradually lifting of the lockdown.

3.) Invite Foreign Companies to invest and to start their units in India and we will give assurance for their facilities of their setting up units in India, like Infrastructure Facilities such as power, water resources, manpower etc. We will provide some concessions to them who want to start their business in our Country. By this way, definitely our Indian Economy will grow up and there are also many employment opportunities of our country.

4.) Post Lockdown, Companies need to implement a proper Credit Management System, Control the Operational expenses, Plan Logistic Management and Streamline the labour/manpower management. Customer relationship will be significantly altered due to limited or restricted resources.

5.) Reduction of Imports is a main concept to revive our Indian Economy.

6.) Focus on strengthening “Make in India” initiatives commercialization of Indigenous Technology, Developing Technology, and Efficient Rural Health Care Delivery.

7.) RBI has come up with some Measures.

8.) The Government will begin relaxing the strict lockdown restrictions for a gradual resumption of some commercial activities, mainly in the Rural sector and forming, which potentially allows for the resumption of 60% of the economy.

9.) The aviation, road and rail sectors shall be opened up. This will give confidence to the people that things are slowly returning to the normal.

10.) The Central Government should take care in releasing the amount of GST dues to the States.

11.) To provide some relaxations to small business units with regarding that relief of statutory payments like GST payments etc.

12.) To provide some relaxations with regard to short term loan, waiver of interest on loans.

13.) Recommend reduce in GST for at least 3 to 6 months.

14.) Cash Reserve Ratio should be reduced by RBI

15.) Liquidity Coverage Ratio should be lowered by RBI.

16.) The Government is to concentrate mainly on Agriculture for their development in our country.

17.) The Macro, Small and Medium Enterprises (MSMEs) sector, which contributes to 30% of India’s GDP, is one of the key drivers of the Indian Economy. Today almost all the MSMEs are out of action due to the lockdown, they are unable to pay their employees and several don’t have the financial resources to restart their business.
The Government is concentrating on their business by providing relief.

The author can be reached at mahessundar2016@gmail.com

MEASURES TO REVIVE INDIAN ECONOMY FROM CORONA VIRUS (COVID-19) IMPACT

Coronavirus outbreak was first reported in Wuhan, China on 31 December, 2019 and spread throughout world by the end of March 2020 with the number of COVID-19 cases leaning dangerously more than 29,00,000 and the worldwide death toll crossing more than 2,00,000 till the date of writing of this article. The World Health Organization (WHO) declared the virus outbreak a pandemic in the second week of March 2020, four months after the novel virus first made headlines in the city of Wuhan, (China).

Almost all the countries are steadily going into lockdown, and businesses across the globe are operating in fear of an impending collapse of global financial markets. This situation, clubbed with sluggish economic growth in the previous year, especially in a developing country like India, which cannot segregate its presence from world economy.

Due to complete lockdown in developing economy like India the three major contributors to Indian GDP-Consumption, External Trade and Investment will be affected by and large. With rising unemployment, financial distress, and fiscal deficit. The Indian economy is likely to witness a sharp contraction of 4.5 per cent (de-growth) during Q4 FY20 and is expected to recover gradually, to post a GDP growth of just 2 per cent in FY21. Even global research firms are expecting GDP growth between 0 to 1 per cent considering current lockdown in country and uncertainty across the globe. Increasing USD exchange rate crossing the highest level of Rs. 76 against $ is also very challenging for major importer economy like India.

Major sector Contributing Indian GDP which is facing numerous issues to due complete lockdown in our country. Sectors like Auto ancillary, Chemical, Petrochemicals, Aviation, Construction, Metals, Telecom, Mining, Textile and apparel and our mostly unorganized but our backbone of our Indian Economy Agriculture and MSME/Retail sector. Major contributor in foreign exchange kitty Sectors like Information Technology (IT), Pharmaceutical, Health care, Export Units (Handicraft/Textile/Steel) etc. are also facing the heat due to global economy recession.

Sector Wise Impact and suggestions :

(1.) Agriculture and MSME/Retail Sector :

In sector wise this is I have considered as last in my opening paragraph but here I am discussing firstly due to some basic reason. Majority of Indian people are dependent on this sector. This is very important sector which give huge amount of job opportunity to Indian people in both Direct and Indirect means. Since India is consumption based economy majority of consumption comes from Rural India which is highly depend on both these sectors.

Due to COVID-19 this sector is also facing huge challenges many people Jobs, their Factories/Shops/ Offices are facing stress due to complete lockdown in our country to overcome from this disease. Labour migration from their respective states to Home town is also very big issue across this sector and other sectors to.

If this sector will not be revived timely by government entire economy will face huge challenges.

(A) Agriculture Sector :

The 21-day lockdown comes at the peak of the harvesting season. Crop is ready for harvesting in most states by the end of March. With nearly 60 per cent of India’s population being economically dependent on agriculture due to COVID 19 impact logistics and less supply of labour this sector is also facing slow down and crises.

To overcome government has done many steps like Direct cash Transfer in farmer accounts/ Pension facilities/ Crop Insurance/ Free Pesticide etc. etc. But to overcome this situation further government must emphasis the importance of this sector.

Here are some suggestion which can help this industry and to save our Indian economy to fight economic crises :

(i.) Harvesting and procurement of crops at MSP.

(ii.) This is also the right time to suspend all recoveries from farmers for a period of six months.

(iii.) Consider indebtedness relief liberally.

(iv.) Proper storage facilities- Warehouse/Cold Storage/Godowns etc.,

(v.) Proper market place at state level for better prices.

(vi.) Supply of food grains through proper means of transport/logistics.

(vii.) Migration of Labour properly from one state to another with proper due care.

(B) MSME/Retail Sector :

The Indian MSME sector is the backbone of the national economic structure and has unremittingly acted as the bulwark for the Indian economy, providing it resilience to ward off global economic shocks and adversities.

All businesses, particularly micro, small and medium, have been facing unprecedented distress from before the onset of the pandemic. The pandemic has increased their distress multifold their Shops/Factories/Offices are closed for so many days.

India is consumption based economy saving of Indian people is far better than many other countries this saving capacity will be very helpful for these small scale MSME and retails shops. But this sector cannot be sustainable in the tough situation if things stretch beyond its limits.

Here are some suggestion which can help this industry and to save our Indian economy to fight economic crises :

(i.) Necessary tax breaks in GST and Income tax act.

(ii.) Interest subvention and deferment of liabilities considering this tough times faced by industry.

(iii.) Easy access to credit by Banks and NBFC.

(iv.) Phased manner opening of industries with complete due precautions.

(v.) Easing of Export norms with financing facilities.

(vi.) More Access for small players to big incentive like : MEIS/SEIS/ Market Development Assistance Scheme/ Market Access Initiative (MAI) Scheme etc. to MSME sector.

(2.) Auto Ancillary Industries including allied sector of auto component manufacture :

As we are auto ancillary industries are very capital intensive and labor intensive sector which require huge amount of capital and skilled labor. Before COVID 19 this sector is already under huge stress and global players Like TATA-JLR and many other Big names are booking their huge losses. Due to slow down in world economy due to this Chinese Virus there will be huge impact to this industry and our domestic players like Maruti, Hero Motor Corp, Bajaj and small auto component manufacturer also facing the global recession heat.

With proper support this sector will lead in providing Billions $ revenue and Job opportunities by attracting more FDI/FII/Global player to set up units in India and make India as there Manufacturing hubs like global player KIA Motors/ Hyundai etc. does in past.

Here are some suggestion which can help this industry and to save our Indian economy to fight economic crises :

(i.) Tax Booster in Form of Short term GST rate cut to increase demand.

(ii.) Reduction in Interest rates on delayed payment from Banks. Indeed, it was done by RBI but Financial institution are done with stinginess.

(iii.) Extend the BS-IV deadline to clear the dealer level stock.

(iv.) In a scenario of disruption in the supply of key components, the industry could look at sourcing them either locally or from other countries such as Germany, South Korea, Japan, and Thailand AND reduce the dependency from China Because China is least effected due to COVID-19 Virus so they utilize this as great opportunity for them with extra cost.

(3.) Chemical, Petrochemicals and other allied industries :

Indian chemical and petrochemicals industry is highly depended on Import Raw material like Crude, Chemicals and other various other components. Due to slow down in World economy and less industrial output in both sector prices of crude and other commodities are at very low level. This will help our industries to take advantages of this and take lead in world economy. We are net importer in this case and our forex reserve are mostly used in payment of raw material of this industry by almost 54%.

With downturn of China this sector will be great choice for other countries to invest in India. SAUDI ARMCO is one of major investment which is going to done in Reliance Petrochemical Unit. So with proper support and proper FDI norms. Indian foreign basket will receive major Inflows from FII/Global players to invest in country.

Here are some suggestion which can help this industry and to save our Indian economy to fight economic crises :

(i.) Review of FTP and antidumping duties to protect the Indian manufacturer from potential impact.

(ii.) A stimulus package based on production to be given to support MAKE IN INDIA effort as initiated by our Government. To became India as world Manufacturer and shift the dependency from China. It will help boost our Foreign Exchange reserve.

(iii.) Tax Booster in Form of Short term GST rate cut to increase demand.

(iv.) Proper Price Hedging mechanism to save guard the domestic industries from exceptional prices fluctuation in current scenario due China monopoly in world market along with Currency hedging as $ rate is very high due to unrest in world economy,

(v.) Capex based relaxation in Income Tax Act apart from existing to setup or to expand the capacity.

(vi.) Fast disposal of GST refunds/duty drawback for this capital deficiency sector.

(4.) Aviation, Tourism and Hospitality industries :

India Tourism and aviation sector has been the 1st industry to be hit due to this COVID-19 epidemic, majorly owing to the cancellation of inbound Visas and stringent restrictions on domestic or international travel due to this a very severe chance of potential JOB Loss which account for 38 Million as per studies.

Debt laden aviation sector is also a very great concern for our Indian economy along with NO investor for our National Carrier AIR INDIA and IBC Jet Airways. This COVID-19 is drastically impacting this industry cash flow since flights and Hotels are completely under lockdown. Possible Biggest sector to take Job cut if the condition is extended beyond time.
Business stays, leisure stays, family holidays, get-togethers, social occasions, etc. are being completely curtailed and in such a scenario the hospitality sector is taking a hard hit due to this. There has been a massive decline in the restaurant and food service business.

But with proper government support this sector tourism in India will be more in coming times since India is less impacted from corona virus till date and for foreign national India will be preferred location for their holidays/vacations.

Here are some suggestion which can help this industry and to save our Indian economy to fight economic crises :

(i.) Due to drop in Crude prices ATF (Air turbine Fuels) prices are also falling but tax burden impose by various states govt is impacting the same. Reduction in TAX rate will be very beneficial for this industry.

(ii.) Waiver of various Rental, royalties, landing, Parking and routine terminal charges for some period at least for ground flight period.

(iii.) Easing of financial stress by moratorium in Loans.

(iv.) GST holiday for tourism and hospitality industry also relaxation in property Tax, electricity duty etc.

(v.) Salary cut from Top Management, Executive to help the financial in bad times.

(vi.) Economic Package/ Subsidies from State Govt and Central Government to encourage the tourism.

(5.) Construction, Metals and Mining industries :

This sector is one of the largest employment generator in the country and it provide various opportunities of employment to other allied activities. Under construction sector Both Commercial and residential sector are witnessing power demand and lower absorption due to economic slowdown NBFC crises and developer default.

The concern for the sector is that most of it has already been facing financial stress, shrinking orders and tight working capital. Now with the disruption in work, movement of labour and breakdown of the supply chain, recovery would be a challenge.

Indian economy is now shifting from Rural based to Urban Based economy. With shifting there will be some huge opportunities for construction/metals and real estate sector which is under severe stress. But the same can be bailout from current situation and will lead in very grateful manner.

Here are some suggestion which can help this industry and to save our Indian economy to fight economic crises :

(i.) Easing of financial stress by moratorium in Loans.

(ii.) Relaxation in norms of Affordable housing scheme as approved by various Central and State Government.

(iii.) Easing of environmental clearance for Mining Industries.

(iv.) Provide relaxation in statutory and employee related payments.

(v.) Temporary relief in RERA regulation for project completion deadlines.

(6.) Textile and apparel sector :

India’s textiles sector is one of the oldest industries in Indian economy dating back several centuries. Even today, it is one of the largest contributors to India’s exports with approximately 13 per cent of total exports.

Due to COVID-19 virus demand for the textile products and also the domestic sales have come down this is impacting thousands of industries and labour which are directly and indirectly linked to this industry.

The slowdown in the Chinese economy has rendered the cost of textile production in China high. So, Chinese textiles manufacturers have the lost competitive advantages of lower cost of production in the last few months. This has offered an opportunity for Indian players to grab the market share of China in the developed world, especially the European Union and the United States, which cumulatively comprise around 60 per cent of the global export market. This is the right time to increase our market share in exports.

Here are some suggestion which can help this industry and to save our Indian economy to fight economic crises :

(i.) Tax Booster in Form of Short term GST rate cut to increase demand.

(ii.) Fast disposal of GST refunds/duty drawback.

(iii.) Easy mode of finance and moratorium in existing facilities.

(iv.) Interest Subvention Subsidy for Loan on various facilities.

(v.) Capital Based Subsidy for new Unit setup.

(vi.) Temporary Exemption of all raw materials, dyes and chemicals, intermediaries, spares, accessories, etc., from anti-dumping duty and basic customs duty.

(vii.) Enhance IES/MEIS benefit for all textiles and clothing exports.

OUR EFFORTS FOR SOCIETY AND FOR NATION :

Government is trying their best efforts to save the economy along with health of its people but Indian customs and values are also helping us to fight against this virus by staying home, eating health foods and spending time with family. Due to our government tremendous effort we are least impacting from COVID-19 virus in terms of lives of people as compared to developed countries like USA, China, Germany. Italy other European Countries.

Even though sectorial factors are highlighted in this article majorly for government but for overall recovery of Indian economy the following points need to be considered as citizen of India by us also to save our Indian economy :

(i.) Higher emphasis on Saving of Household Income. In this tough time OUR SAVING help us a lot.

(ii.) Social Distancing and Precaution to be taken as suggested by government to save our life and of other also. Meeting/Conference only through by digital mode.

(iii.) Helping the Poor and needy person specially the staff member who are with us in our great time we should also abide with them in this tough time.

(iv.) Transportation / Movement of Goods and Labour with complete safety and precaution.

(v.) Proper Sanitization of premises- Factory/Office/ Go down’s/ Shops etc to reduce chances of infection.

(vi.) Procure MADE IN INDIA products as much possible to help more to domestic industries.

(vii.) Adhere to government rules, regulation and always respect the warrior of COVID-19- DOCTORS, MEDICAL PROFESSIONAL, POLICE AND CLEANERS without them we are not for nothing.

These suggestions have been made by CA Vinay Pungaliya. You can reach out to him at pungaliya.vinay@gmail.com

COMPARISON BETWEEN CARO 2016 AND CARO 2020

I’m presenting my first article on the topic “Comparison between CARO 2016 and CARO 2020” I’ve briefly specified the subject matter of each clause and the corresponding clause, of that respective matter, in CARO 2016. I’m attaching the link at the end for detailed differences between the both. I hope this article would be of a little value addition to you all.

CARO 2020

(i)(a) and (i)(b) of CARO 2016 dealt with FA whereas the corresponding (i)(a)(A) and (i)(b) respectively of CARO 2020, deals with PPE only.

(i)(a)(B) Records to be maintained of intangible assets (Newly added)

(i)(a)(c) Title deeds of immovable properties now specifically excludes lease agreements in the favour of Company lessee, when read in comparison with the same clause of CARO 2016

(i)(a)(d) Revaluation of PPE by company on the basis of registered valuer and the procedure thereof (newly added)

(i)(a)(e) Proceedings against the Company under Benami law (newly added)

(ii)(a) Appropriateness of coverage and procedure of inventory verification along with the specific inclusion of 10% limit of discrepancies noticed, when read in comparison with clause (ii) of CARO 2016

(ii)(b) Company’s sanctioned WC threshold of 5 Cr and the quarterly returns filed by it. (Newly added)

(iii) The scope is widened to include investments made or guarantees/ securities provided or loans and advances granted to companies, firms, LLP or any other parties.

(iii)(a) Also mandated to detail about the nature of loan/ guarantee provided and outstanding balance at year end, along with the other TnC details

Clause (iii)(b) of CARO 2020 is to be read in comparison with clause (iii)(a) of CARO 2016

And similarly, the clauses (iii)(c) and (iii)(d), are to be read in comparison with the successive clauses.

(iii)(e) Renewal and extension of the loans or advances which has fallen due during the year along with the details of amount and its % thereof (newly added)

(iii)(f) Grant of any loans or advances in the nature of loans repayable on demand along with the details of amount and its % thereof (newly added)

(iv) of CARO 2020 has no change in its provisions, when read in comparison with the same clause of CARO 2016

(v) Now includes “deemed deposits”, whereas clause (v) of CARO 2016 only included “accepted deposits”

(vi) & (vii) of CARO 2020 has no change in its provisions, when read in comparison with the same clauses of CARO 2016

(viii) Undisclosed income now disclosed in Tax Assessments (newly added)

(ix)(a) removes the specific lenders list and is now read as “repayment of loans or other borrowings or in the payment of interest thereon to any lender” , when read in comparison with clause (ix) of CARO 2016

(ix)(b) Company being a “declared wilful defaulter” (newly added)

(ix)(c) Purpose of term loans and the diversion thereof, if any (newly added)

(ix)(d) ST purpose funds utilised for LT purpose (newly added)

(ix)(e) Funds taken by the Company for meeting the related party obligations and details thereof (newly added)

(ix)(f) Loans raised by the company by pledging securities held in its related companies (newly added)

(x)(a) of CARO 2020 has no change in its provisions, when read in comparison with Clause (ix) of CARO 2016

(x)(b) of CARO 2020 has no change in its provisions, when read in comparison with Clause (xiii) of CARO 2016

(xi)(a) of CARO 2020 has no change in its provisions, when read in comparison with Clause (x) of CARO 2016

(xi)(b) Report of Fraud [Sec 143(12)] filed by the Auditor in Form AOC-4 (newly added)

(xi)(c) Whistle blower complaints being considered by Auditor (newly added)

CARO 2020 removed the clause (xi) of CARO 2016, in relation to the Managerial Remuneration

Clauses (xii)(a) and (xii)(b) are just a breakup of what clause (xii) of CARO 2016 stated.

(xii)(c) Default in repayment by the company (newly added)

(xiii) of CARO 2020 has no change in provisions, when read in comparison with the same clause of CARO 2016

Clause (xiv) provisions being newly added, specifies the following:

(xiv)(a) Internal audit system of the Company

And

(xiv)(b) Internal Audit Report being considered by the Statutory Auditor

(xv) of CARO 2020 has no change in provisions, when read in comparison with the same clause of CARO 2016

Clause (xvi)(a) of CARO 2020 has no change in its provisions, when read in comparison with Clause(xvi) of CARO 2016

Here begins the additional clauses of CARO 2020 :

(xvi)(b) Company conducting any Non-Banking Financial or Housing Finance activities without a valid Certificate of Registration (CoR)

(xvi)(c) Company being a Core Investment Company (CIC)

(xvi)(d) Group having more than one CIC as part of the Group

(xvii) Cash losses incurred by the company

(xviii) Resignation of statutory auditors of the company

(xix) Auditor’s opinion regarding the existence of any material uncertainty in the company and it’s capability to repay liabilities.

(xx)(a) Company transferring unspent amount to a Fund specified in Schedule VII to the Companies Act, in respect of other than ongoing projects.

(xx)(b) Company transferring unspent amount to special account, in respect of the ongoing projects.

(xxi) Qualifications or adverse remarks by the respective auditors in the Companies (Auditor’s Report) Order (CARO) reports, if any.

Disclaimer : 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. THIS HAS BEEN SHARED FOR KNOWLEDGE PURPOSES ONLY.

AUTHOR : MUSKAN LALWANI (CLICK HERE TO VIEW PROFILE)

DECODING MCA RELAXATION ON HOLDING OF AGM BY COMPANIES

Overview :

> Holding of annual general meetings by companies whose financial year has ended on 31st December, 2019.

> Ministry of Corporate Affairs vide General Circular No. 18/2020, F. No.2/4/2020-CL-V dated 21st day of April, 2020 has issued Clarification on Holding of annual general meetings by companies whose financial year has ended on 31st December, 2019.

Key Highlights :

> Several representations have been received from stakeholders with regard to difficulty in holding annual general meetings (AGMs) for companies whose financial year ended on 31st December, 2019 due to COVID-1 9

> These are related social distancing norms and consequential restrictions linked thereto

> These representations have been examined and it is noted that the Companies Act, 2013 (Act) allows a company to hold its AGM within a period of six months (nine months in case of first AGM) from the closure of the financial year and not later than a period of 15 months from the date of last AGM.

Relaxation Given :

> If the companies whose financial year (other than first financial year) has ended on 31st December, 2019, hold their AGM for such financial year within a period of 9 months from the closure of the financial year (i.e. by 30th September, 2020), the same shall not be viewed as a violation. The references to due date of AGM or the date by which the AGM should have been held under the Act or the rules made thereunder shall construed accordingly.

Decoding this MCA Circular :

> As per 2 (41) of the Companies Act, 2013 :

“financial year”, in relation to any company or body corporate, means the period ending on the 31st day of March every year, and where it has been incorporated on or after the 1st day of January of a year, the period ending on the 31st day of March of the following year, in respect whereof financial statement of the company or body corporate is made up:

Provided that where a company or body corporate, which is a holding company or a subsidiary or associate company of a company incorporated outside India and is required to follow a different financial year for consolidation of its accounts outside India, the Central Government may, on an application made by that company or body corporate in such form and manner as may be prescribed, allow any period as its financial year, whether or not that period is a year:

That Means Companies which is a holding company or a subsidiary or associate company of a company incorporated outside India post approval of Central Government, can decide any period as its financial year.

> As per Section 96 of the Companies Act, 2013 :

Except in case of First AGM, in any other case, Company has to Convene AGM within a period of six months, from the date of closing of the financial year.

Conclusion :

As per interpretation of both the Sections 2 (41) and 96, it is hereby clarified that :

> Companies whose Financial year has been changed stated above are allowed and relaxation provided to them to convene AGM till 30.09.2020 instead of 30.06.2020.

> Company whose financial year is from January to December, has to has to Convene AGM within a period of six months, from the date of closing of the financial year i.e. on or before 30.06.2020.

> The revised due date is September 30, 2020, instead of June 30, 2020.

Kindly note that : not applicable for Companies for first financial year.

Read full notification/ gazette with formats at : http://www.mca.gov.in/Ministry/pdf/Circular18_21042020.pdf

Disclaimer : 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.

AUTHOR : CS LALIT RAJPUT (CLICK HERE TO VIEW PROFILE)

MCA ISSUES COVID-19 RELATED FAQs ON CSR CONTRIBUTION

The Ministry of Corporate Affairs vide General Circular No. 15/2020, F. No. CSR-01/4/2020-CSR-MCA dated 10th April, 2020 has issued and published COVID-19 related Frequently Asked Questions (FAQs) on Corporate Social Responsibility (CSR).

Major Update : “‘Chief Minister’s Relief Fund’ or ‘State Relief Fund for COVID-19’ is not included in Schedule VII of the Companies Act, 2013 and therefore any contribution to such funds shall not qualify as admissible CSR expenditure.”

Summary in Short :-

What Shall Qualify for CSR Expenditure:

(i.) Contribution to PM Cares Fund under item no (viii) of Schedule VII.

(ii.) Contribution to State Disaster Management Authority under item no (xii) of Schedule VII.

(iii.) Spending CSR funds for COVID-19 related activities under items nos. (i) and (xii) of Schedule VII relating to promotion of health care including preventive health care and sanitation, and disaster management.

(iv.) Ex-gratia payment is made to temporary/casual workers/ daily wage workers over and above the disbursement of wages.

What shall not Qualify as CSR Expenditure :

(i.) Contribution to Chief Minister’s Relief Funds’ or ‘State Relief Fund for COVID-19’.

(ii.) Payment of salary/wages to employees and workers, including contract labour.

(iii.) Payment of wages made to temporary/casual /daily wage workers.

COVID-19 related Frequently Asked Questions (FAQs) on Corporate Social Responsibility (CSR) :

Q : Whether contribution made to ‘PM CARES Fund’ shall qualify as CSR expenditure?

A : Contribution made to ‘PM CARES Fund’ shall qualify as CSR expenditure under item no (viii) of Schedule VII of the Companies Act, 2013 and it has been further clarified vide Office memorandum F. No. CSR-05/1/2020-CSR-MCA dated 28th March, 2020.

Q : Whether contribution made to ‘Chief Minister’s Relief Funds’ or ‘State Relief Fund for COVID-19’ shall qualify as CSR expenditure?

A : ‘Chief Minister’s Relief Fund’ or ‘State Relief Fund for COVID-19’ is not included in Schedule VII of the Companies Act, 2013 and therefore any contribution to such funds shall not qualify as admissible CSR expenditure.

Q : Whether contribution made to State Disaster Management Authority shall qualify as CSR expenditure?

A : Contribution made to State Disaster Management Authority to combat COVID-19 shall qualify as CSR expenditure under item no (xii) of Schedule VII of the 2013 and clarified vide general circular No. 10/2020 dated 23rd March, 2020.

Q : Whether spending of CSR funds for COVID-19 related activities shall qualify as CSR expenditure?

A : Ministry vide general circular No. 10/2020 dated 23rd March, 2020 has clarified that spending CSR funds for COVID-19 related activities shall qualify as CSR expenditure. It is further clarified that funds may be spent for various activities related to COVID-19 under items nos. (i) and (xii) of Schedule VII relating to promotion of health care including preventive health care and sanitation, and disaster management. Further, as per general circular No. 21/2014 dated 18.06.2014, items in Schedule VII are broad based and may be interpreted liberally for this purpose.

Q : Whether payment of salary/wages to employees and workers, including contract labour, during the lockdown period can be adjusted against the CSR expenditure of the companies?

A : Payment of salary/ wages in normal circumstances is a contractual and statutory obligation of the company. Similarly, payment of salary/ wages to employees and workers even during the lockdown period is a moral obligation of the employers, as they have no alternative source of employment or livelihood during this period. Thus, payment of salary/ wages to employees and workers during the lockdown period (including imposition of other social distancing requirements) shall not qualify as admissible CSR expenditure.

Q : Whether payment of wages made to casual /daily wage workers during the lockdown period can be adjusted against the CSR expenditure of the companies?

A : Payment of wages to temporary or casual or daily wage workers during the lockdown period is part of the moral/ humanitarian/ contractual obligations of the company and is applicable to all companies irrespective of whether they have any legal obligation for CSR contribution under section 135 of the Companies Act 2013. Hence, payment of wages to temporary or casual or daily wage workers during the lockdown period shall not count towards CSR expenditure.

Q : Whether payment of ex-gratia to temporary /casual /daily wage workers shall qualify as CSR expenditure?

A : If any ex-gratia payment is made to temporary / casual workers/ daily wage workers over and above the disbursement of wages, specifically for the purpose of fighting COVID 19, the same shall be admissible towards CSR expenditure as a onetime exception provided there is an explicit declaration to that effect by the Board of the company, which is duly certified by the statutory auditor.

Official Source : http://www.mca.gov.in/Ministry/pdf/Notification_10042020.pdf

Disclaimer : 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.

AUTHOR : CS LALIT RAJPUT (CLICK HERE TO VIEW PROFILE)

GOVT. TO ISSUE INCOME TAX AND GST REFUNDS IMMEDIATELY

Government of India

Ministry of Finance

Department of Revenue

New Delhi, the 08th April, 2020

(adsbygoogle = window.adsbygoogle || []).push({});

In the context of the COVID-19 situation and with a view to provide immediate relief to the business entities and individuals, it has been decided to issue all the pending income-tax refunds up to Rs. 5 lakh, immediately. This would benefit around 14 lakh taxpayers.

It has also been decided to issue all pending GST and Custom refunds which would provide benefit to around 1 lakh business entities, including MSME. Thus, the total refund granted will be approximately Rs. 18,000 crore.

COMPLIANCE RELIEFS IN THE WAKE OF COVID-19 PANDEMIC

To ease the compliance related to Taxation/MCA, our Hon’ble Finance Minister of India Smt. Nirmala Sitharaman has announced major relevant measures, on 24th March, 2020, to fight against the COVID-19 pandemic. Let’s begin with it.

COVID-19

The Invest India Business Immunity Platform is launched to help businesses and investors withstand COVID-19, by getting real-time updates on India’s active responses to Corona virus.

Finance Minister Nirmala Sitharaman allowed States and Union Territories to lift food grains from FCI on three-month credit basis, for distributing to poor and needy, amid the corona virus scare.

INCOME TAX

The last date for filing Income Tax Returns for the A.Y. 2019-20 extended to 30.06.2020

Penal Interest at a reduced rate of 9% p.a. will be levied on late payment of tax till 30.06.2020

Aadhar-PAN linking can now be done till 30.06.2020

Investments for Chapter-VIA deductions for AY 2020-21 can also be done till 30.06.2020

The “Vivad se Vishwas scheme” has been extended to 30.06.2020. (i.e No 10% additional charge from now till 30.06.2020, instead of the earlier 31.03.2020)

GST

The due date of GST returns of Feb, Mar, Apr 2020 is now extended to 30.06.2020

For Turnover < 5 Cr – No Late fee, penalty and interest to be levied

For Turnover > 5 Cr – No Late fee and penalty, whereas Interest at a reduced rate of 9% p.a.

Time limit for opting Composition Scheme for F.Y. 2020-21 now extended to 30.06.2020

CORPORATE AFFAIRS

CARO 2020 (recently notified) will be applicable from F.Y. 2020-21, instead of F.Y. 2019-20

No violation for independent directors, who did not held even one meeting in F.Y. 2019-20

Non-compliance of minimum residency in India for at least 182 days by at least one director, of every company under the Companies Act, 2013, shall not be treated as a violation.

BANKING INSTITUTIONS

Debit Card holders can now withdraw cash from any bank ATM for free, for the next three months.

Waiver of Minimum Account Balance (MAB) fees for next three months, till June, 2020.

Reduction of bank charges for digital trade transactions for all trade, finance and consumers.

OTHER INDIRECT TAXES

The legacy “Sabka Vishwas Scheme” deadline extended from 31.03.2020 to 30-06-2020 (i.e. No interest if dues are paid before 30.06.2020)

No interest will be charged on the disputed amount of Customs and Excise till 30.6.2020

All these measures and relaxations are to benefit the people and facilitate the smooth working of our economy, during the COVID-19 pandemic.

Disclaimer : 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.

AUTHOR : MUSKAN LALWANI (CLICK HERE TO VIEW PROFILE)

RE-ACTIVATION OF DEACTIVATED DIN AND ACTIVE NON-COMPLIANT COMPANIES WITHOUT PENALTY

MCA update for Non Active Director due to non filing of DIR-3 KYC

Dated : 31.03.2020

DIN holders of DINs marked as ‘Deactivated’ due to non-filing of DIR-3KYC/DIR-3 KYC-Web and those Companies whose compliance status has been marked as “ACTIVE non-compliant” due to non-filing of Active Company Tagging Identities and Verification (ACTIVE) eform are encouraged to become compliant once again in pursuance of the General Circular No. 11 dated 24th March, 2020 & General Circular No. 12 dated 30th March 2020 and file DIR-3KYC/DIR-3KYC-Web/ACTIVE as the case may be between 1st April, 2020 to 30th September, 2020 without any filing fee of INR 5000/INR 10000 respectively.

Disclaimer:
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.

AUTHOR : CS LALIT RAJPUT (CLICK HERE TO VIEW PROFILE)

RELAXATION IN TAXATION, MCA DUE TO COVID-19

INCOME TAX

(1.) Extend last date for income tax returns for (FY 18-19) from 31st March, 2020 to 30th June, 2020.

(2.) Aadhaar-PAN linking date to be extended from 31st March, 2020 to 30th June, 2020.

(3.) Vivad se Vishwas scheme – no additional 10% amount, if payment made by June 30, 2020

(4.) Due dates for issue of notice, intimation, notification, approval order, sanction order, filing of appeal, furnishing of return, statements, applications, reports, any other documents and time limit for completion of proceedings by the authority and any compliance by the taxpayer including investment in saving
instruments or investments for roll over benefit of capital gains under Income Tax Act, Wealth Tax Act, Prohibition of Benami Property Transaction Act, Black Money Act, STT law, CTT Law, Equalization Levy law, Vivad Se Vishwas law where the time limit is expiring between 20th March 2020 to 29th June 2020 shall be extended to 30th June 2020.

(5.) For delayed payments of advanced tax, self-assessment tax, regular tax, TDS, TCS, equalization levy, STT, CTT made between 20th March 2020 and 30th June 2020, reduced interest rate at 9% instead of 12%/18% per annum ( i.e. 0.75% per month instead of 1/1.5 percent per month) will be charged for this period. No late fee/penalty shall be charged for delay relating to this period.

(6.) Necessary legal circulars and legislative amendments for giving effect to the aforesaid relief shall be issued in due course.

GST/ INDIRECT TAX

(1.) Last date for filing GSTR-3B in March, April and May 2020 will be
extended till the last week of 30th June, 2020 for those having aggregate annual turnover less than Rs. 5 Crore. No interest, late fee, and penalty to be charged.

(2.) For any delayed payment made between 20th March 2020 and 30th June 2020 reduced rate of interest @9% per annum (current interest rate is 18% per annum) will be charged. No late fee and penalty to be charged, if complied before till 30th June 2020.

(3.) Date for opting for composition scheme is extended till the last week of June, 2020. Further, the last date for making payments for the quarter ending 31st March, 2020 and filing of return for 2019-20 by the composition dealers will be extended till the last
week of June, 2020.

(4.) Date for filing GST annual returns of FY 18-19, which is due on 31st March, 2020 is extended till the last week of June 2020.

(5.) Due date for issue of notice, notification, approval order, sanction
order, filing of appeal, furnishing of return, statements, applications, reports, any other documents, time limit for any compliance under the GST laws where the time limit is expiring between 20th March 2020 to 29th June 2020 shall be extended to 30th June 2020.

(6.) Necessary legal circulars and legislative amendments to give effect to the aforesaid GST relief shall follow with the approval of GST Council.

(7.) Payment date under Sabka Vishwas Scheme shall be extended to 30th June, 2020. No interest for this period shall be charged if paid by 30th June, 2020.

CUSTOMS

(8.) 24X7 Custom clearance till end of 30th June, 2020

(9.) Due date for issue of notice, notification, approval order, sanction
order, filing of appeal, furnishing applications, reports, any other documents etc., time limit for any compliance under the Customs Act and other allied Laws where the time limit is expiring between 20th March 2020 to 29th June 2020 shall be extended to 30th June 2020.

FINANCIAL SERVICES

(1.) Relaxations for 3 months :

(i.) Debit cardholders to withdraw cash for free from any other banks’ ATM for 3 months,

(ii.) Waiver of minimum balance fee,

(iii.) Reduced bank charges for digital trade transactions for all trade finance consumers.

CORPORATE AFFAIRS

(1.) No additional fees shall be charged for late filing during a moratorium period from 1st April to 30th September 2020, in respect of any document, return, statement etc., required to be
filed in the MCA-21 Registry, irrespective of its due date, which
will not only reduce the compliance burden, including financial burden of companies/ LLPs at large, but also enable long-standing non-compliant companies/ LLPs to make a ‘fresh start’;

(2.) The mandatory requirement of holding meetings of the Board of the companies within prescribed interval provided in the Companies Act (120 days), 2013, shall be extended by a period of 60 days till next two quarters i.e., till 30th September;

(3.) Applicability of Companies (Auditor’s Report) Order, 2020 shall be
made applicable from the financial year 2020-2021 instead of from 2019-2020 notified earlier. This will significantly ease the burden on companies & their auditors for the year 2019-20.

(4.) As per Schedule 4 to the Companies Act, 2013, Independent Directors are required to hold at least one meeting without the attendance of Non- independent directors and members of
management. For the year 2019-20, if the IDs of a company have not been able to hold even one meeting, the same shall not be viewed as a violation.

(5.) Requirement to create a Deposit reserve of 20% of deposits maturing during the financial year 2020-21 before 30th April 2020 shall be allowed to be complied with till 30th June 2020.

(6.) Requirement to invest 15% of debentures maturing during a
particular year in specified instruments before 30th April 2020, may be done so before 30th June 2020.

(7.) Newly incorporated companies are required to file a declaration for Commencement of Business within 6 months of incorporation. An additional time of 6 more months shall be allowed.

(8.) Non-compliance of minimum residency in India for a period of at
least 182 days by at least one director of every company, under Section 149 of the Companies Act, shall not be treated as a violation.

(9.) Due to the emerging financial distress faced by most companies
on account of the large-scale economic distress caused by COVID-19, it has been decided to raise the threshold of default under section 4 of the IBC 2016 to Rs 1 crore (from the existing threshold of Rs 1 lakh). This will by and large prevent triggering of insolvency proceedings against MSMEs. If the current situation continues beyond 30th of April 2020, we may consider suspending section 7, 9 and 10 of the IBC 2016 for a period of 6 months so as
to stop companies at large from being forced into insolvency proceedings in such force majeure causes of default.

(10.) Detailed notifications/circulars in this regard shall be issued by the Ministry of Corporate Affairs separately.

DEPARTMENT OF COMMERCE

Extension of timelines for various compliance and procedures will be given. Detailed notifications will be issued by Ministry of Commerce.

RAJASTHAN LOCKED DOWN TILL 31st MARCH TO PREVENT COVID FROM SPREADING

Rajasthan Chief Minister Ashok Gehlot on Saturday directed a “complete lockdown” in the state, except for essential services, till March 31.

There will be a “complete lockdown”, barring essential and medical services, in Rajasthan from March 22 till March 31 to contain the spread of novel coronavirus and keep people safe, Ashok Gehlot said in a statement.

Ashok Gehlot took the decision at a high-level meeting with the top officials.

All government offices, malls, factories, public transport etc. will remain shut during the period, he said.

So far, 25 people have tested positive for Covid-19 in the state and report of 40 others are awaited.

“In order to protect the lives of people from coronavirus infection, instructions have been given for complete lock down from March 22 to March 31, excluding essential services across the state,” Ashok Gehlot tweeted.

CORE GROUP TO COMBAT CORONAVIRUS IN RAJASTHAN

A core group has been formed under the guidance of additional chief secretary (ACS) of home Rajeev Swarup.

“In this period of disaster, people should not have any problem related to food. More than one crore families, linked to the National Food Security Act, will get free wheat till May,” Ashok Gehlot said.

“In urban areas, families in need will get food packets. Street vendors and daily wage workers will be given free food packets as well. Food will be distributed in collaboration with the district administration municipalities. Social security pensions will be disbursed in the first week of April. Factory workers will get paid leaves during the lockdown,” Ashok Gehlot said.

Source >>

ALERT : MCA AMENDS PROVISIONS RELATED TO NIDHI COMPANIES

 OVERVIEW :

Central Government has recently amended the provisions related to NIDHI under the Companies Act and the Rules (effective from 15.08.2019).

WHY AMENDED :

> To make regulatory regime for Nidhi Companies more effective and

> Also to accomplish the objectives of transparency &

> Investor friendliness in corporate environment of the country.

  • Define Nidhi : (Under Nidhi Rules) :
    • Nidhi is a company which has been incorporated as a Nidhi with the object of :
      • Cultivating the habit of thrift and
      • Saving amongst its members,
      •  Receiving deposits from,
      • And lending to, its members only, for their mutual benefit.

CHANGE VIA THIS AMENDMENT :

  • Declaration in form NDH-4 :
    • The amended provisions of the Companies Act (Section 406) and Nidhi rules (as amended w.e.f. 15.08.2019) require that the Nidhi companies have to apply to the Central government for updation of their status/ declaration as Nidhi Company in Form NDH-4.
  • The time-frame for applying to Central Government in form NDH-4 is as under :
    • Companies incorporated as Nidhi before Nidhi Amendment Rules, 2019 i.e. 15.08.2019 have to apply within a period of one year from the date of its incorporation or within 9 months of the Nidhi Amendment Rules i.e. 15.08.2019 whichever is later.
    • Companies incorporated as Nidhi on or after Nidhi Amendment Rules, 2019 i.e. 15.08.2019 have to apply within 60 days of expiry of one year from the date of incorporation or extended period (as granted by concerned Regional Director).’
  •   Consequences of Non – filing :
    • The Company shall not be allowed to file :
      • Form No. SH–7 (Notice to Registrar for any alteration of share capital) &
      • Form PAS–3 (Return of Allotment).
  • In case of contravention of the provisions :
    • The company and every officer of the company who is in default shall initially be punishable with fine which may extend to five thousand rupees and further fine in case of continuous violations.
  • Investor Alerts :
    • Investors are advised to verify the status of Nidhi company from the notification issued by Central Government in official gazette before making any investment or deposit.

Read full notification / gazette with formats at :

http://www.mca.gov.in/Ministry/pdf/Nidhi_19032020.pdf


Disclaimer: 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.

AUTHOR : CS LALIT RAJPUT (CLICK HERE TO VIEW PROFILE)

INITIATIVE TO BOOST MSMEs BY THE MINISTRY OF MSME

Ministry of Micro, Small and Medium Enterprises (MSME) vide press release dated 16.03.2020 and Release ID: 1606525 addressed issues related to delayed payments of Micro, Small and Medium Enterprises (MSMEs).

Following steps has been taken by the Ministry :

(1.) Setting up of MSEFCs :

Micro and Small Enterprises Facilitation Councils (MSEFCs) have been set up in all States/ UTs to resolve the delayed payments cases by way of conciliation and / or arbitration as per the provisions of the Micro, Small & Medium Enterprises Development Act, 2006.

(2.) MSME SAMADHAAN – Digital Portal :

Ministry of MSME has launched MSME SAMADHAAN portal to facilitate online registration of references related to delayed payments.

(3.) MSME Returns with MCA :

Companies which get supplies of goods or services from Micro & Small Enterprises and whose payments to micro and small enterprises exceed 45 days from the date of acceptance or the date of deemed acceptance of the goods or services have been required to submit a half yearly return to the Ministry of Corporate Affairs stating the amount of payments due and the reason of delay.

(4.) Trade Receivables Discounting System Platform (TReDS) :

Companies registered as per the Companies Act, 2013 with a turnover of more than Rs. 500 crore and all Central Public Sector Enterprises have been required to get themselves on boarded on the Trade Receivables Discounting System Platform (TReDS).

BRIEF ABOUT MSME SAMADHAAN PORTAL :

This online portal has been set-up by the ministry with the aim to :

> To facilitate online registration of references related to delayed payments.

> MSEs across the country can register online their cases relating to delayed payments.

> MSEs can also check the status of their cases on the above portal.

Source : https://pib.gov.in/PressReleseDetail.aspx?PRID=1606469

Disclaimer:
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.

AUTHOR : CS LALIT RAJPUT (CLICK HERE TO VIEW PROFILE)

CORONA : THE COLLAPSE OF ECONOMY

Have you heard a saying by Vladimir Lenin which says that, “There are decades where nothing happens and there are weeks where decades happens.” We all cannot deny that the past few weeks have witnessed a downfall in the global economy, Can we?

The outbreak of COVID-19 has undoubtedly created a dent in the global economy. The pandemic has adversely affected all the spheres of an economy.

Let’s see the impact of this pandemic on the sectors of the economy as a whole :

Manufacturing sector :

This sector has witnessed the supply shocks in terms of raw materials which were being supplied by the China. Not only this there has been a withdrawal of labour force too creating a general strike. The situation of the industries which follow JIT (Just in time) model of procurement might be much worse.

Retail sector :

The outbreak of the pandemic has led to consumer cutbacks on account on precautionary savings. Preventive measures such as social distancing, quarantines etc. has resulted into decline in the activities of malls, theatres, supermarts, restaurants, clubs etc. hitting the hospitality sector badly.

However the pharmaceutical companies out there can initiate the research and development of vaccines thereby grabbing this opportunity in their favour.

Transportation sector/ Travel Industry :

The start ups like Ola & Uber are also badly affected as people are avoiding the use of such modes. Railways are also witnessing the after effects of the pandemic. Air lines too are facing the cancellations of tickets since the restrictions are imposed to avoid the international traffic and to curb the spread of virus.

Tourism sector :

According to industry chamber CII, this is one of the worst crises ever to hit the Indian tourism industry impacting all its geographical segments, tourism verticals- leisure, adventure, heritage, pilgrimage etc. which in turn will adversely affect the revenue generated from this sector.

Education sector :

All the education institutes are also being closed to ensure the well being of students. However this may be an opportunity to capitalize upon for the Tech companies out there to bring up the E- learning tools in these institutions.

Investment sector :

There has been a drastic fall in the FII sector with the outbreak of this news and the stock market has witnessed the bloodbath. The financial markets have been volatile and, this merely on the behavioural aspects of the investors and on the basis of fundamentals of the company. To a certain extent, the friction between Saudi and Russia which led to decline in oil prices also has an impact in the economy.

In a nutshell the pandemic has led to devastating consequences in an economy. The policy makers here needs to consider the monetary as well as non monetary consequences of this pandemic and re- estimate the growth rate, accordingly give effect to monetary and fiscal policies in order to revive the economy.

Do share your views on the consequences which the pandemic has on global economy.

Take Care, Stay Safe.

AUTHOR : ANISHA AHUJA (CLICK HERE TO VIEW PROFILE)

CLARIFICATION REGARDING FILING OF FORMS IN REGISTRY MCA-21

Filing of forms by Insolvency Professional with the MCA : Filing of forms in the Registry (MCA-21) by the Insolvency Professional (IP), Interim Resolution Professional (IRP) or Resolution Professional (RP) or Liquidator) appointed under Insolvency Bankruptcy Code, 2016 (IBC), 2016.

MINISTRY OF CORPORATE AFFAIRS vide General Circular No. O8/2O2O dated
06.03.2020, has issued clarification for statutory compliances in respect of
companies under Corporate Insolvency Resolution Process (CIRP).

This Circular is in supersession of earlier Circular No.O4 /2O2O dated, 17.02.2020 http://www.mca.gov.in/Ministry/pdf/Circular_17022020.pdf

Following clarification has been issued for statutory compliances in respect of companies under Corporate Insolvency Resolution Process (CIRP) :

> The IRP/ RP/ Liquidator would have to first file the NCLT order approving
him as the IRP/ RP/ Liquidator in Form INC-28 by selecting the drop down
box in field 5(a)(iii) by selecting the appropriate section of IBC 2O16

> The IRP/ RP/Liquidator while affixing his DSC, shall choose his designation
as “CEO’ in the declaration box for the purpose of filing only and choose
“Others” from the Drop down Menu.

> The Master Data for change in the status of the company from “Active”/
“Inactive” to CIRP/ Liquidation or CIRP/Liquidation to “Active” shall be effected on the basis of Formal Change Request Form submitted by IBBI to e-governance Cell, MCA(HQ).

> The IRP/ RP/ Liquidator shall be responsible for filing all the e-forms in the MCA portal and sign the form in the capacity of CEO in order to meet filing
protocol in the existing forms architecture.

> All filings of e-forms including AOC-4 and MGT-7 shall be filed through e-
form GNL-2 by way of attachments till the company is under CIRP. In the existing field no.3 of form no.GNL-2, IRP/ RP/ Liquidator will choose radio button “Filings under IBC”.

> Against date of event and Board Resolution in INC-28 and GNL-2, date of order of NCLT/NCLAT/Court may be mentioned.

> In respect of companies which are marked under CIRP in the Registry,
Annual Return (e-form No.MGT-7) and Financial Statement (e-form AOC-4)
and other documents under the provisions of the Companies Act, 2013, in accordance with directions issued by the NCLT/ NCLAT/Courts, shall be filed as attachments with e-form GNL-2 against the payment of one time normal fee only, till such time the company remains under CIRP. Separate GNL-2 forms shall be filed for each such document, by the IRP/RP.

> Concerned IRP/RP of every company which was under CIRP prior to the
issue of this circular, shall also file e-form INC-28 for such companies and
thereafter proceed to file other documents/fact/ information as required under the Act and Rules there under through e-form GNL-2.

* Link : http://www.mca.gov.in/Ministry/pdf/Circular8_06032020.pdf

Disclaimer : 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.

AUTHOR : CS LALIT RAJPUT (CLICK HERE TO VIEW PROFILE)

SALIENT FEATURES OF CARO [COMPANIES (AUDITOR’S REPORT) ORDER], 2020

MINISTRY OF CORPORATE AFFAIRS vide notification dated 25th February 2020, has published Companies (Auditor’s Report) Order, 2020 in exercise of the powers conferred by :

  • Section 143(11) of the Companies Act, 2013 (18 of 2013) and
  • In suppression of the Companies (Auditor’s Report) Order, 2016, published in the Gazette of India, Extraordinary, Part II, Section 3, Sub-section (ii), vide number S.O. 1228 (E), dated the 29th March, 2016, except as respects things done or omitted to be done before such suppression,
  • Consultation with the National Financial Reporting Authority constituted under section 132 of the Companies Act, 2013.

Applicability : It shall apply to every company including a foreign company as defined in clause (42) of section 2 of the Companies Act, 2013 (18 of 2013) [hereinafter referred to as the Companies Act], except –

  • A banking company as defined in clause (c) of section 5 of the Banking Regulation Act, 1949 (10 of 1949); 
  • An insurance company as defined under the Insurance Act,1938 (4 of 1938);
  • A company licensed to operate under section 8 of the Companies Act;
  • A One Person Company as defined in clause (62) of section 2 of the Companies Act and a small company as defined in clause (85) of section 2 of the Companies Act; and
  • A private limited company, not being a subsidiary or holding company of a public company, having a paid up capital and reserves and surplus not more than one crore rupees as on the balance sheet date and which does not have total borrowings exceeding one crore rupees from any bank or financial institution at any point of time during the financial year and which does not have a total revenue as disclosed in Scheduled III to the Companies Act (including revenue from discontinuing operations) exceeding ten crore rupees during the financial year as per the financial statements.

The Salient Features of the CARO, 2020 are as under :

  • The CARO, 2020 includes certain additional clauses, as compared to CARO, 2016, and the existing clauses of CARO, 2016 have been re-drafted to elicit detailed comments from the auditors.
  • A specific format has been provided for reporting the details of such immovable properties whose title deeds are not held in the name of the company but are disclosed in the financial statements.
  • Disclosure of details of proceedings against the company for holding Benami Property and whether the company has disclosed the details in its financial statements.
  • Discrepancies of 10% or more in the aggregate of each class of inventory noticed during physical verification of inventory would have to be reported.
  • The auditor is to provide specific details as to whether during any point of time of the year, the Company has been sanctioned working capital limits in excess of Rs. 5 crores, in aggregate, from banks or financial institutions on the basis of security of current assets and whether the quarterly returns/statements filed by the Company with such banks or financial institutions are in agreement with the books of account of the Company.
  • In clause 3(iii) of CARO, 2020, the auditor is to report in detail on the investments made by the company in, any guarantee or security provided or any loans or advances in the nature of loans granted, secured or unsecured, to companies, firms, Limited Liability Partnerships or any other parties during the year, that they are not prejudicial to the interests of the company.
  • A specific format has been prescribed to report the period and the amount of default by the company in repayment of loans or other borrowings or in the payment of interest thereon to any lender.
  • The auditor is required to render his opinion on the basis of the financial ratios, ageing and expected dates of realization of financial assets and payment of financial liabilities, other information accompanying the financial statements, the auditor’s knowledge of the Board of Directors and management plans, that no material uncertainty exists as on the date of the Audit Report that company is capable of meeting its liabilities existing at the date of balance sheet as and when they fall due within a period of one year from the balance sheet date.
  • The amount of cash losses incurred in the financial year and in the immediately preceding financial year have to be reported.
  • The auditor has to take into consideration the issues, objections or concerns raised by the outgoing auditors before forming his opinion.
  • The auditor is required to report about the company if it is a declared willful defaulter by any bank/ financial institution/ other lender.
  • The auditor would have to report as to whether term loans were applied for the purpose for which the loans were obtained; if not, the amount of loan so diverted and the purpose for which it is used would have to be reported.
  • The auditor is required to report as whether any fraud by the company or any fraud on the Company has been noticed or reported during the year; If yes, the nature and the amount involved is to be indicated.
  • The auditor is to consider whistle-blower complaints received during the year by the Company in his audit.
  • The auditor is to report if the company has conducted any Non-Banking Financial or Housing Finance activities without a valid Certificate of Registration (CoR) from the Reserve Bank of India as per the RBI Act.
  • The auditor is now required to indicate the details of the subsidiary companies and the sub-clauses’ number containing qualifications/adverse remarks by the respective auditors in the CARO reports of the companies included in the consolidated financial statements.

Source :

Disclaimer : 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.

AUTHOR : CS LALIT RAJPUT (CLICK HERE TO VIEW PROFILE)

SINGAPORE TAXATION : BASICS TO CORPORATE TAXES IN SINGAPORE

Introduction

  • The Fiscal Policy is the government’s means to influence and regulate the economy by means of revenue and expenditure.
  • The two main tools of fiscal policy are –
    • Taxation (for raising revenue and is the major source of Income for government).
    • Expenditure (on public welfare for achieving desirable social and economic goals).

Type of Taxes

Singapore has multifarious levies. This includes –

  • Income Tax
  • Property Tax
  • Estate Duty
  • Motor Vehicle Taxes
  • Customs and Excise Duties
  • Goods and Services Tax (GST)
  • Betting Taxes
  • Casino Tax
  • Stamp Duties Others ( Foreign worker levy, Annual tonnage tax, Water conservation tax, Development charge and so on).

Corporate Income Tax

  • Singapore follows the territorial tax system. This means that companies registered in Singapore pay taxes only on the profits they earn in Singapore. The overseas profits of such companies do not face any additional tax in Singapore.In other words, Corporate taxes in Singapore are based on location from where profit is earned rather than the Residential status of the corporate. 
  • The year in which company earns the profit is termed as “Basis Year” and the next year, in which the company is liable to pay income tax, is termed as “Year of Assessment (YA)”.
  • Singapore levies Income Tax ONLY on the PROFITS earned by the company and not on the gross revenue / turnover of the company.
  • For Domestic profits, the tax rates are as below –
  • The Headline Corporate Tax rate of 17% is further reduced by various tax exemptions and incentives. This ultimately brings down the effective tax rate.
  • Singapore Companies indulging in International transactions currently enjoy benefits from Double Tax Avoidance (DTA) treaties with more than 80 countries.
  • In order to enjoy tax breaks on Foreign Income and claim or enjoy DTA benefits, the Singapore-resident company must show the treaty partner that it is tax-resident in Singapore. To do this, the company can:
    • Apply for a Certificate of Residence (COR) : This is a letter certifying that a company is a tax resident in Singapore for the purpose of claiming tax benefits under the Avoidance of Double Taxation Agreements (DTAs).
    • Seek IRAS’ endorsement of a tax reclaim form : In some cases, the foreign treaty partner will require the company to submit a tax reclaim form issued by that jurisdiction together with or in place of a COR.  
  • Singapore companies get a tax exemption for foreign income received by way of dividends and others if the headline tax rate of the country in which the tax is first paid is not lower than 15%.
  • There are various tax exemptions that the companies can claim(apart from the special exemptions for start-ups) namely –
    • Partial Tax Exemption (PTE) scheme
    • Development and Expansion Incentive (DEI) scheme
    • Productivity and Innovation Credit (PIC) scheme
    • Investment allowance.

Income Tax Returns (ITRs)

  • In Singapore, all companies need to file the following tax returns –
    • Estimated Chargeable Income (ECI)
    • Form C / Form C-S
    • A company is not required to file ECI if its Annual revenue for the financial is not more than S$ 5,000,000 and ECI is Nil for the YA.
  • The Estimated Chargeable Income (ECI) is a company’s taxable profit. This means that it is arrived at after deduction of all tax-allowable expenses from the gross revenues earned by the company.
    • Further the Revenues here are the revenue from operations and excludes gains on disposal of fixed assets.
    • ECI is required to be filed with the IRAS (Inland Revenue Authority of Singapore) within a period of 3 months from the end of the company’s financial year.
    • Where the audited financial statements are unavailable, management accounts maybe referred to for declaring the amount of revenue.
    • If there is a change in the revenue as per audited financial statements from the one declared in ECI, and there is no change in ECI, then there is no need to revise the revenue figure.
  • FORM C / FORM C-S is the form in which the company is required to declare its actual income for a given tax year.
    • The difference between the two forms if of attachments. While Form C requires tax computations, financial statements, detailed Statement of Profit & Loss and Balance Sheet and other supporting documents as attachments, the Form C-S does not require any such additional supporting.
    • This form is to be filed even if the companies are running into losses.
    • The form is mandatory to be e-filed from YA 2020 for all companies.
    • The last date for e-filing the form is December 15.
    • The form is to be signed by the Director or the principal officer of the company.
    • Failure to file the form may result in receipt of NOA (Notice of Assessment) from IRAS and payment of the taxes must be made within 1 month from date of NOA, even if the taxes are disputed.
  • The co-relation between the form ECI and the form C-S / C is that, when the ECI is filed on time, 
    • If Chargeable Income in form C-S / C < Chargeable Income as per ECI, excess tax paid earlier will be refunded automatically.
    • If Chargeable Income in form C-S/C > Chargeable Income as per ECI, additional tax must be made within 1 month from the NOA. Also in case of significant difference between the revenues as per both the forms, the company maybe liable to explain the reasons for the same to IRAS.

Payment of Taxes

  • The preferred method of Tax payment is GIRO (General Interbank Recurring Order).
  • However the same maybe paid by other methods as well such as –
    • Internet Banking (Bill Payment / Fund Transfer)
    • DBS PayLah! Mobile App
    • Phone Banking (only to subscribers)
    • NETS (Available only over counter at Post branches)
    • AXS (Station / Online – Platform)
    • Telegraphic Transfer (TT) (Available only in case of overseas payments and other listed modes being not applicable)
  • Companies are required to pay taxes within 1 month from NOA.
  • Failure to do so attracts 5% penalty (via a late payment penalty letter)
  • If tax remains unpaid for a period of 60 days after imposition of the 5% penalty, 1% additional penalty will be imposed for each completed month during which the tax remains unpaid, upto a maximum of 12% of the tax outstanding (inclusive of the 5% Late penalty payment).
  • If tax continues to be unpaid, alongwith the additional penalty, IRAS may –
    • Appoint agents to recover taxes (Eg Bankers, Tenant and Lawyer)
    • Take Legal Action
  • GIRO plan maybe cancelled if deduction of taxes is unsuccessful for reasons such as insufficient funds or deductions higher than set-limits.
  • Appeal maybe made for waiver of late payment penalty and it will be considered only if –
    • Overdue tax is paid in full, by the due date as stated in the late payment penalty letter; and
    • (a) This is first appeal; or
    • (b) Company has filed and paid on time for the past two years.

Goods and Services Tax (GST)

  • GST is a consumption-based tax and is levied on all the goods and services including imports.
  • The standard rate of GST in Singapore is 7% .
  • However there are also certain category of goods which are leviable to GST @ 0% (e.g. Export transactions) and certain which are exempt from GST (certain specified transactions).
  • Another category is Out-of-scope. The GST law simply does not apply to this category of goods and services.
  • GST registration is compulsory where annual taxable supplies exceed S$ 1,000,000. However voluntary registrations are also permitted.
  • A business registered under GST must charge and collect GST for the supplies made by it. This is known as “OUTPUT TAX”.
  • Output GST, so collected, must be paid to the IRAS.
  • The GST that the business incurs on purchases made by it for the business purposes is known as “INPUT TAX”.
  • The credit for Input tax paid can be claimed by the business subject to the prescribed conditions.
  • GST can also be paid using the GIRO facility.
  • A GST registered business must :
    • Submit GST return to IRAS one month after the end of each prescribed accounting period. This is usually done on a quarterly basis.
    • The Business should report both their output tax liability and input tax credit in their GST return.
    • The difference between output tax and input tax is the net GST payable to IRAS or refunded by IRAS
  • In order to file GST return, one must login using the GST CorpPass Admin Account (a trivial but vital role is also played by SingPass)
  • GST account user can be set up either as “Preparer” or “Approver”.
  • Preparer can prepare the Draft GST return and inform the approver to review it and submit it to IRAS.
  • The GST return is filed in form GST F5.
  • Further it is anticipated that the GST rate may change from 7% to 9% in Singapore between 2020 – 2025.
  • Errors in filing of GST return maybe rectified using Form GST F7.
  • Penalties for incorrect filing of GST return are as high as 200% of the undermined tax amount. This is in addition to fine and imprisonment.
  • Businesses that commit fraud, are dealt with more severely.
  • A voluntary disclosure can be made by sending an electronic request for GST F7 (Disclosure of Errors on GST Return) via myTax Portal and e-Filing the GST F7 within 14 days from the date of request.
  • Errors, if any, made in past GST Returns maybe corrected within a period of  5 years from the end of the relevant accounting period(s).
  • Both GST returns and payment are due one month after the end of the accounting period covered by the return. If business is on GIRO plan for GST payment, GIRO deductions are on the 15th day of the month after the payment due date. Hence opting for GIRO plan gives the business an additional span of 15 days for payment of the GST liability.
  • The late submission penalty of S$200 is imposed immediately once the GST return is not filed by the due date. A penalty of S$200 will continue to be imposed for every completed month that the GST F5/F8 return is outstanding, till the maximum of S$10,000 for each outstanding F5/F8 return.
  • Businesses must still file the overdue return after they pay the late submission penalty as they can be prosecuted if the return is not filed.

Consequences for Late / Non-Filing of GST Returns

  • IRAS may take the following actions if businesses fail to file the GST return by the due date:
    • 1.Issue an estimated Notice of Assessment (NOA) and impose a 5% penalty on the estimated tax;
    • 1.Impose a late submission penalty; and/or
    • Summon the business or person responsible for running of the business (including the sole-proprietor, partner and director) to Court.
  • If a business receives an estimated NOA, it must:
    • Immediately file its GST return to declare its actual GST liability and get the estimated NOA revised.
    • Pay the estimated tax inclusive of 5% penalty by the due date stated on the late payment penalty letter.
  • The NOA for the estimated GST payable can only be revised if the GST F5/F8 is submitted within five years from the end of the relevant accounting period.

AUTHOR : CA HEER GAJJAR (CLICK HERE TO VIEW PROFILE)

COMPANIES (INCORPORATION) AMENDMENT RULES, 2020 WHICH WILL COME INTO FORCE W.E.F. 23rd FEB, 2020

MINISTRY OF CORPORATE AFFAIRS vide notification / Gazette id No. CG-DL-E-22022020-216319 issued and published dated 22nd February 2020, has published Companies (Incorporation) Amendment Rules, 2020 in exercise of the powers conferred by sub-sections (1) and (2) of section 469 of the Companies Act, 2013 (18 of 2013) to amend the Companies (Incorporation) Rules, 2014

Applicability : They shall come into force with effect from the 23rd February, 2020.

Changes Occurred :

  • In the Companies (Incorporation) Rules, 2014 (hereinafter referred to as the said rules), for rule 9, the following rule shall be substituted, namely :-
    • “9. Reservation of name or change of name.- An application for reservation of name shall be made through the web service available at www.mca.gov.in by using web service SPICe+ (Simplified Proforma for Incorporating Company Electronically Plus: INC-32), and for change of name by using web service RUN (Reserve Unique Name) along with fee as provided in the Companies (Registration Offices and Fees) Rules, 2014, which may either be approved or rejected, as the case may be, by the Registrar, Central Registration Centre after allowing re-submission of such web form within fifteen days for rectification of the defects, if any, with effect from the 23rd February, 2020.”
  • In the said rules, in rules 10, 12, sub-rule (1) of rule 19, sub-rules (1), (2), (3), (4), (7) and (9) of rule 38, for the words, letters, figures and brackets,, “Form No INC-32 (SPICe), wherever they occur, the letters, brackets, words and figures “SPICe+ (Simplified Proforma for Incorporating Company Electronically Plus: INC-32)” shall be substituted with effect from the 23rd February, 2020.
  • In the said rules, in rule 38, in the marginal heading, for the word, brackets and letters “Electronically (SPICE)”, the words, brackets and letters “Electronically Plus (SPICE+)” shall be substituted with effect from the 23rd February, 2020.
  • In the said rules, in rule 38A,-
    • In the marginal heading, for the words, brackets and letters “and Employees’ Provident Fund Organisation (EPFO) Registration”, the words, brackets and letters “,Employees’ Provident Fund Organisation (EPFO) Registration and Profession Tax Registration and Opening of Bank Account” shall be substituted;
    • For the letters “AGILE”, the letters “AGILE-PRO”, shall be substituted;
    • After clause (c), the following clauses shall be inserted, namely:-
      • “(c) Profession Tax Registration with effect from the 23rd February, 2020
      • (d) Opening of Bank Account with effect from 23rd February, 2020.”.
  • For forms “RUN, e-form No INC-32 (SPICe), and e-form No. INC-35 (AGILE), the forms shall be substituted by :
    • SPICe+  (Simplified Performa for Incorporating Company Electronically Plus) (“[Pursuant to sections 4, 7, 8(1), 12, 152 and 153 of the Companies Act, 2013 read with rules made there under] – FORM NO. INC-32)
    • AGILE-PRO (Application for Goods and services tax Identification number, employees state Insurance corporation registration plus Employees provident fund organization registration, Profession tax Registration and Opening of bank account)
    • RUN form (for change of name only)

Disclaimer : 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.

AUTHOR : CS LALIT RAJPUT (CLICK HERE TO VIEW PROFILE)

COMPANIES (INCORPORATION) AMENDMENT RULES, 2020 WHICH WILL COME INTO FORCE W.E.F. 15th FEB, 2020

G.S.R……..(E)._ In exercise of the powers conferred by sub-sections (1) and (2) of section 469 of the Companies Act, 2013 (18 of 2013), the Central Government hereby makes the following rules further to amend the Companies (lncorporation) Rules, 2020, namely:

  1. Short title and commencement- (1) These rules may be called the Companies (lncorporation) Amendment Rules, 2020.
    (2) They shall come into force with effect from the 15th February, 2020.
  2. In the Companies (Incorporation) Rules, 2014 (hereinafter referred to as the said rules), for rule 9, the following rule shall be substituted, namely:
    “9. Reservation of name or change of name.- An application for reservation of name shall be made through the web service available at www.mca.gov.in by using web service SPICe+ (Simplified Proforma for Incorporating Company Electronically Plus: INC-32), and for change of name by using web service RUN (Reserve Unique Name) along with fee as provided in the Companies (Registration Offices and Fees) Rules, 2014, which may either be approved or rejected, as the case may be, by the Registrar, Central Registration Centre after allowing re-submission of such web form within fifteen days for rectification of the defects, if any, with effect from the 15th February, 2020.”.
  1. In the said rules, in rules 10, 12, sub-rule (1) of rule 19, sub-rules (1),(2),(3), (4), (7) and (9) of rule 38, for the words, letters, figures and brackets,, “Form No INC-32 (SPICe), wherever they occur, the letters, brackets, words and figures “SPICE+ (Simplified Proforma for Incorporating company Electronically Plus: INC-32)” shall be substituted with effect from the 15th February’ 2020
  2. In the said rules, in rule 38, in the marginal heading, for the word, brackets and letters Electronically (SPICE)”, the words, brackets and letters “Electronically Plus (SPICE+)” shall be substituted with effect from the 15th February, 2020.
  3. In the said rules, in rule 38A,-

(i) in the marginal heading, for the words, brackets and letters “and Employees’, provident Fund Organisation (EPFO) Registration”, the words, brackets and letters “,Employees’ Provident Fund organisation (EPFO) Registration and profession Tax Registration and Opening of Bank Account” shall be substituted;
(ii) for the letters “AGILE”, the letters “AGILE-PRO”, shall be substituted;
(iii) after clause (c), the following clauses shall be inserted, namely:
“(c) Profession Tax Registration with effect from the 15th February, 2020
(d) Opening of Bank Account with effect from 15th February, 2020″.

  1. In the said rules, in the annexure,
    (i) for forms”RUN, e-form No. INC-32 (SPICe), and e-form No. INC-35 (AGILE)’ the following forms shall be substituted, namely:

CORPORATE COMPLIANCE CALENDAR FOR THE MONTH OF FEBRUARY, 2020

  • ABOUT ARTICLE :
    • This article contains various Compliance requirements under Statutory Laws. Compliance means “adhering to rules and regulations.”
    • If you think compliance is expensive, try non‐ compliance”
  • COMPLIANCE REQUIREMENT UNDER :
    • Income Tax Act, 1961
    • Goods & Services Tax Act, 2017 (GST)
    • Other Statutory Laws
    • Foreign Exchange Management Act, 1999 (FEMA) and Important Notifications
    • SEBI (Listing Obligations &DisclosureRequirements) (LODR) Regulations, 2015
    • SEBI Takeover Regulations 2011
    • SEBI (Prohibition of Insider Trading) Regulations, 2015
    • SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018
    • SEBI (Buyback of Securities) Regulations, 2018 and Circulars / Notifications
    • Companies Act, 2013 (MCA/ROC and LLP Compliance) and Notifications
    • Investor Education and Protection Fund
    • ICSI Updates on e-CSIN
    • IBC Updates

Compliance requirement under Income Tax act, 1961

      Income Tax Act, 1961        07.02.2020Due date for deposit of tax deducted/collected for the month of January, 2020. (TDS & TCS)   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  TDS & TCS
  Income Tax Act, 1961  14.02.2020Due date for issue of TDS Certificate for tax deducted under section 194-IA in the month of December, 2019  TDS Certificate u/s 194-IA
  Income Tax Act, 1961  14.02.2020Due date for issue of TDS Certificate for tax deducted under section 194-IB in the month of December, 2019TDS Certificate u/s 194-IB
  Income Tax Act, 1961  14.02.2020Due date for issue of TDS Certificate for tax deducted under section 194M in the month of December, 2019  TDS Certificate u/s 194M
  Income Tax Act, 1961  15.02.2020Due date for furnishing of Form 24G by an office of the Government where TDS/TCS for the month of January, 2020 has been paid without the production of a challan  Form 24G
  Income Tax Act, 1961  15.02.2020Quarterly TDS certificate (in respect of tax deducted for payments other than salary) for the quarter ending December 31, 2019    Quarterly TDS certificate

NOTE :

  • Amendment of rule 10DA and rule 10DB regarding furnishing of information and maintenance of documents by Constituent Entity of an international group :

Important Notifications :

  Sl. No.    Particulars of the Notification(s)  Notification Link(s)
 Public consultation on the proposal for amendment of Income-tax Rules 1962, to inset new rule 29BA and Form 15E, to give effect to the amendment in section 195 of the Income-tax Act, 1961 (the Act) vide Finance (No.2) Act 2019  https://www.incometaxindia.gov.in/news/public_consultation_proposal_amendmentitr_1962_misccomm_31_12_19.pdf
 ​Income-tax (1st Amendment) Rules, 2020. Applicable w.e.f.  01.04.2020.  https://www.incometaxindia.gov.in/news/notification_01_2020.pdf
 Income-tax (2nd Amendment) Rules, 2020 Applicable w.e.f. date of their publication in the Official Gazette.  https://www.incometaxindia.gov.in/news/notification_3_2020.pdf
 Notification No. 07/2020 [F. No. 203/02/2019 -ITA-II] / SO 389(E) : Notification No. 07/2020 [F. No. 203/02/2019 -ITA-II] / SO 389(E) !New 28 January 2020  https://www.incometaxindia.gov.in/communications/notification/notification_07_2020.pdf
 Notification No. 05/2020 [F. No. 187/02/2020-ITA-I] / SO 388(E) : Notification No. 05/2020 [F. No. 187/02/2020-ITA-I] / SO 388(E) !New 28 January 2020  https://www.incometaxindia.gov.in/communications/notification/notification_05_2020.pdf
 Notification No. 06/2020 [F. No. 187/02/2020-ITA-I] / SO 387(E) : Notification No. 06/2020 [F. No. 187/02/2020-ITA-I] / SO 387(E) !New 27 January 2020  https://www.incometaxindia.gov.in/communications/notification/notification_06_2020.pdf
 Notification No. 3/2020 [F.No.370142/19/2019-TPL] /GSR 14(E) : Amendment of rule 10DA and rule 10DB regarding furnishing of information and maintenance of documents by Constituent Entity of an international group 6 January 2020  https://www.incometaxindia.gov.in/communications/notification/notification_3_2020.pdf

Compliance  Requirementunder Goods & Services Tax Act,  (GST) 2017 :

  Applicable Laws/Acts    Due Dates  Compliance Particulars  Forms/  (Filing mode)
GST, Act, 2017   
10.02.2020
Form GSTR-7 (TDS Deductor)  GSTR-7
GST, Act, 2017   
10.02.2020
Form GSTR-8 (for the month of January 2020) -TCS Collector (Summary of Tax Collected at Source (TCS) and deposited by E-commerce operators under GST laws)  GSTR – 8  
GST, Act, 2017      11.02.2020Return of outward supplies of taxable goods and/or services for the Month of January 2020 (for Assesses having turnover exceeding 1.5 Cr.) Monthly Return.  GSTR – 1
GST, Act, 2017  13.02.2020Due date for Furnishing return of January 2020 by Input Service Distributors (ISD)GSTR – 6
GST, Act, 2017  20th of the succeedingPayment of self-assessed tax (Payment of tax shall be made by 20th of the month succeeding the month to which the liability pertains.)  PMT-08
GST, Act, 2017  18 months after end of the quarter for which refund is to be claimedApplication for Refund      RFD-10
GST, Act, 2017      20.02.2020Summary of outward taxable supplies and tax payable by Non-Resident taxable person & OIDAR respectively. (for the month of January 2020)    GSTR-5 & GSTR – 5A
GST, Act, 2017  20.02.2020* 22.02.2020* 24.02.2020*  Simple GSTR return for the month of January, 2020  GSTR – 3B
GST, Act, 201718.02.2020Return filed by composition dealer statement-cum-challan to declare the details or summary of his/her self-assessed tax payable for a given quarter. (October 2019 to December 2019)  CMP – 08
^GST, Act, 2017*03.02.2020 *05.02.2020 *07.02.2020Annual Returns for FY 2017-18   https://twitter.com/cbic_india/status/1223289893587079168?s=20GSTR-9, GSTR-9A & GSTR-9C
GST, Act, 20173 months of the registration cancellation date or order cancellation date, whichever comes late  A taxable person who opts for cancellation of GST registration has to file a final return under GST law in form GSTR-10 within three months.GSTR – 10
GST, Act, 201728th of the month following the month in which an inward supply is received by the UIN holdersStatement of inward supplies by persons having Unique Identification Number (UIN)GSTR – 11

NOTE :

  • *The govt has eased filing of GST returns for taxpayers by allowing them to file in a staggered manner and has provided three dates for different categories of taxpayers.
A) If Turnover > 5Crore:B) If Turnover < 5Crore (in two parts)
Due date of GSTR 3B – 20th every month)i.) 15 States/UT’s: due date is *22nd (every month)  ii.) 22 States/UT’s:  due date is *24th (every month)
(States:- Chhattisgarh, MP, Gujarat, Daman and Diu, Dadra and Nagar Haveli, Maharashtra, Karnataka, Goa, Lakshadweep, Kerala, TN, Puducherry, Andaman and Nicobar Islands, Telangana and Andhra Pradesh)(states:-J&K, Laddakh, Himachal Pradesh, Punjab, Chandigarh, Uttarakhand, Haryana, Delhi, Rajasthan, UP, Bihar, Sikkim, Arunachal Pradesh, Nagaland, Manipur, Mizoram, Tripura, Meghalaya, Assam, West Bengal, Jharkhand and Odisha)  
  • GST Annual Returns Due date extended :

CBIC (@cbic_india) Tweeted:https://twitter.com/cbic_india/status/1223289893587079168?s=20

Group-1Group-2Group-3
Due Date : 03.02.2020  Due Date : 05.02.2020Due Date : 07.02.2020
States : Maharashtra, Karnataka, Goa, Kerala, Tamil Nadu, Puducherry, Telangana, Andhra Pradesh, Other TerritoryStates : Jammu and Kashmir, Himachal Pradesh, Punjab, Chandigarh, Uttarakhand, Haryana, Delhi, Rajasthan, GujaratStates : Bihar, Sikkim, Arunachal Pradesh, Nagaland, Manipur, Mizoram, Tripura, Meghalaya, Assam, West Bengal, Andaman & Nicobar Islands, Jharkhand, Odisha, Chhattisgarh, Dadra and Nagar Haveli and Daman and Diu, Lakshadweep, Madhya Pradesh, Uttar Pradesh
  • KEY UPDATES :
    • New GSTIN reallocated to taxpayers of Union Territory of Ladakh (dated 01.01.2020) :
      • New GSTINs are reallocated to active existing taxpayers registered under J & K State earlier with State code(01), having Principal Place of Business in jurisdiction of Union territory of Ladakh (with UT code “38”). The list contains new GSTINs along with old GSTINs. Taxpayers are requested to use new GSTINs while generating the invoices and receiving of supplies etc. w.e.f. 1st Jan 2020.
      • Link: https://www.gst.gov.in/newsandupdates/read/344
  • GST Updates as on 29.01.2020 :
Sl. No.  Notification(s)Notification No.Link(s)
  1.  Seeks to bring into force certain provisions of the Finance (No. 2) Act, 2019 to amend the CGST Act, 2017.01/2020-Central Tax ,dt. 01-01-2020      http://www.cbic.gov.in/htdocs-cbec/gst/notfctn-01-central-tax-english-2020.pdf
2.Seeks to make amendment (2020) to CGST Rules.02/2020-Central Tax ,dt. 01-01-2020      http://www.cbic.gov.in/htdocs-cbec/gst/notfctn-02-central-tax-english-2020.pdf  
3.Seeks to amend the notification No. 62/2019-CT dt. 26.11.2019 to amend the transition plan for the UTs of J&K and Ladakh  03/2020-Central Tax ,dt. 01-01-2020      http://www.cbic.gov.in/htdocs-cbec/gst/notfctn-03-central-tax-english-2020.pdf
4.Seeks to extend the one-time amnesty scheme to file all FORM GSTR-1 from July 2017 to November, 2019 till 17th January, 2020.  04/2020-Central Tax ,dt. 10-01-2020      http://www.cbic.gov.in/htdocs-cbec/gst/notfctn-04-central-tax-english-2020.pdf
      5.Seeks to appoint Revisional Authority under CGST Act, 2017.  05/2020-Central Tax ,dt. 13-01-2020      http://www.cbic.gov.in/htdocs-cbec/gst/notfctn-05-central-tax-english-2020.pdf  
  6.Seeks to bring into force certain provisions of the Finance (No. 2) Act, 2019 to amend the IGST Act, 2017  01/2020-Integrated Tax,dt. 01-01-2020    http://www.cbic.gov.in/htdocs-cbec/gst/notfctn-1-2020-igst-english.pdf
  • Important Circulars :
Sl. No.Circular (s)File No.Link(s)
  1.F. No. CBEC-20/16/07/2020-GST(Circular no. 131/1/2020)  F. No. CBEC-20/16/07/2020-GST         http://www.cbic.gov.in/htdocs-cbec/gst/circular-cgst-131-new.pdf

Compliance under Other Statutory Laws :

Applicable Laws/Acts  Due Dates  Compliance Particulars  Forms/ (Filing mode)
EPF (The Employees’ Provident Funds And Miscellaneous Provisions Act, 1952)    15.02.2020PF Payment for January, 2020ECR
ESIC (Employees’ State Insurance Act, 1948)      15.02.2020ESIC Payment for January, 2020ESI Challan
The minimum Wages Act, 1948  01.02.2020Annual ReturnForm – III Rule 21 (4A)  
The Payment of Wages Act,1936 & related Mines Rules    15.02.2020Annual ReturnForm – IV
The Contract Labour 9 (R&A) Act, 1970 & Rules    15.02.2020Annual ReturnForm – XXV

Quick REVIEW on compliance particulars :

Sl. No.Name of the Act(s)Compliance Particulars
1.  Factories Act 1948Annual returns and half year returns submitted on time with correct details   All story statutory registers are maintained   Appointment of Safety Officer, Welfare Officer, if applicable, and its qualification matching as per the act   Canteen, Creche, rest room facilities are available  
2.Contact Labor Act 1970First check if this act is applicable to factory and to contractor. General rule say it is applicable for more than 20 contract workers. But it differs differs from state to state   Principal Employer Registration, all contractor are listed on RC   Contractor have valid License   Contractor have submitted all dues like PF, ESIC, PT, LWF on time.    
3Payment of Gratuity Act 1972:Gratuity are paid to left employees who have completed 5 years   Company have authorised one managerial personnel in  organisation to receive all notice, letter, communication, etc.  
4.Payment of Bonus Act 1965Bonus are paid on time. Returns submitted, register are maintained  
5.Payment of Wages 1936 and Minimum Wages Act 1948:All registers are maintained   Payment of Wages are done on time.   Wages are paid above minimum wages.    

Compliances under FEMA / RBI :

  Applicable Laws/Acts  Due DatesCompliance Particulars  Forms/ (Filing mode)
FEMA ACT 1999Monthly BasisExternal Commercial Borrowings Borrowers are required to report all ECB transactions to the RBI on a monthly basis through an AD Category – I Bank in the form of ‘ECB 2 Return’.ECB 2 Return
FEMA ACT 1999Not later than 30 days from the date of issue of shares  After issue of shares or other eligible securities, the Indian company has to fileForm FC-GPR
FEMA ACT 1999With in 60 days from the date of receipt of the amount of consideration.  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.Form FC-TRS.
FEMA ACT 1999With in Six (6) months {receive share certificates or any other documentary evidence of investment in the foreign JV / WOS as an evidence of investment and submit the same to the designated AD within 6 months;}An Indian Party and a Resident Individual making an overseas investment is required to submit form ODI (Overseas investments (or financial commitment) in Joint Ventures (JV) and Wholly Owned Subsidiaries (WOS))  Form ODI

RBI Circulars / Notifications :

  Sl. No.  Date  Particulars of the CircularsLink
123.01.2020Merchanting Trade Transactions (MTT) – Revised Guidelineshttps://www.rbi.org.in/Scripts/NotificationUser.aspx?Id=11799&Mode=0  
223.01.2020‘Voluntary Retention Route’ (VRR) for Foreign Portfolio Investors (FPIs) investment in debt – relaxationshttps://www.rbi.org.in/Scripts/NotificationUser.aspx?Id=11798&Mode=0  
323.01.2020Investment by Foreign Portfolio Investors (FPI) in Debthttps://www.rbi.org.in/Scripts/NotificationUser.aspx?Id=11797&Mode=0
421.01.2020Setting up of IFSC Banking Units (IBUs) – Permissible activitieshttps://www.rbi.org.in/Scripts/NotificationUser.aspx?Id=11794&Mode=0
516.01.2020Reporting of Large Exposures to Central Repository of Information on Large Credits (CRILC) – UCBshttps://www.rbi.org.in/Scripts/NotificationUser.aspx?Id=11790&Mode=0
615.01.2020Hedging of Commodity Price Risk and Freight Risk in Overseas Markets (Reserve Bank) Directions, 2018 – Amendmenthttps://www.rbi.org.in/Scripts/NotificationUser.aspx?Id=11789&Mode=0

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

  • Filing Mode(s) :
    • For BSE : BSE Listing Centre
    • For NSE : NEAPS Portal
  • Annual Compliances :
  Sl. No.Regulation No.Compliance Particular  Compliance Period (Due Date)  
1Regulation 14Listing fees & other Charges Payment manner as specified by the Board of by Recognised Stock Exchange.   
2Regulation 34* (shall be amended w.e.f. April 2019)  Annual ReportWithin 21 working days from the AGM Date  
    3.Regulation 34(1)(a)  a copy of the annual report sent to the shareholders along with the notice of the annual general meeting not later than the day of commencement of dispatch to its shareholders;Within one days from Dispatch to shareholder  
      4. Annual report in XBRL mode 16 may 2019 BSE CIRCULAR’ https://www.bseindia.com/corporates/Displaydata.aspx?Id=7a3c8414-03fa-4976-8579-db3f8fc8d2bc&Page=cir   XBRL based Compliance filings for Listed Companies at NSE 01 Nov 2019 https://www.nseindia.com/content/equities/NSE_Circular_011119.pdf  Filings in respect of Annual Report has to be done by all listed entities in XBRL mode in addition to the currently used PDF mode mandatorily, for periods ending March 31, 2019.Same time limit of Regulation 34
     5.Regulation 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.  Within 48 hours after AGM
      6.Regulation 36The listed entity shall send annual report referred to in to the holders of securities, not less than twenty-one days before the annual general meeting.21 days Before AGM (in soft or hard copy)
  • Event based Compliances 
  Sl. No.Regulation No.Compliance ParticularCompliance Period (Due Date)  
    1.Regulation 7 (5)Intimation of appointment  / Change of Share Transfer Agent.  Within 7 days of Agreement with RTA.
      2.Regulation 17(2)Meeting of Board of DirectorsThe board of directors shall meet at least 4 times a year, with a maximum time gap of 120 days between any two meetings.  
      3.Regulation 18(2)Meeting of the audit committee  The audit committee shall meet at least 4 times in a year and not more than 120 days shall elapse between two meetings.  
                    4.Regulation 29Notice for Board Meeting to consider the prescribed matters.The Company shall give an advance notice of a) at least 5 days for Financial Result as per Regulation 29 1 (a)   b) in case matters as stated in regulation 29 1 (b) to (f) –  2 Working days in advance(Excluding the date of the intimation and date of the meeting) to Stock Exchange.   c)  11 working days in case matter related to alteration in i) Securities ;ii) date of interest or redemption of Debenture / bond as per regulation 29(3) (a) ,(b).  
5Regulation 30 Outcome of Board Meeting (Schedule III Part A- (4)  within 30 minutes of the closure of the meeting  
            6.Regulation 31      Holding of specified securities and shareholding pattern  Reg. 31(1)(a):1 day prior to listing of its securities on the stock exchange(s);   Reg. 31(1)(c):within 10 days of any capital restructuring of the listed entity resulting in a change exceeding 2 % of the total paid-up share capital.  
                7.Regulation 39Issuance of Certificates or Receipts/Letters/Advices for securities and dealing with unclaimed securities.  Reg. 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 30 days from the date of such lodgement.     Reg. 39(2): The listed entity shall submit information regarding loss of share certificates and issue of the duplicate certificates, to the stock exchange within 2 days of its getting information.  
            8.Regulation 40Transfer or transmission or transposition of securitiesAfter due verification of the documents, the Listed Company 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 15 days from the date of such receipt of request for transfer:   Transmission  requests are processed for securities held in dematerialized mode and physical mode within 7 days and 21 days respectively, after receipt of the specified documents  
    9.Regulation 43Declaration of Dividend  The company has to declare and disclose the dividend on per share basis only.  
      10Regulation 46Company Website:. Listed entity shall disseminate the information as stated in Regulation 46 (2)  Shall update any change in the content of its website within 2   working days from the date of such change in content.      
        11.Regulation 50Intimation to stock exchange(s).Listed Company shall give prior intimation at least 11 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.  
      12.Regulation 57Other submissions to stock exchange(s).Listed Company shall submit a certificate to the stock exchange within 2 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.  
                13.Regulation 82Intimation and filings with stock exchange(s).Intention to issue new securitized debt instruments either through a public issue or on private placement basis :   Reg. 82(2) : Intimation of Meeting at least  2 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  
    14.SCHEDULE III PART A: DISCLOSURES OF EVENTS OR INFORMATION: SPECIFIED SECURITIESEvents which shall be disclosed without any application of the guidelines for materiality as specified in sub-regulation (4) of regulation (30)  (7B) In case of resignation of an independent director of the listed entity, within 7 days from the date of resignation, the following disclosures shall be made to the stock exchanges by the listed entities as mentioned in 7B (i), 7B(ii) & 7B(iii).  
      15.Regulation 106JPeriod of subscription and issue of allotment letter.A rights issue shall be open for subscription in India for a period as applicable under the laws of its home country but in no case less than 10 days.  
      16.Regulation 108Application for Listing.The issuer / the issuing company, shall, make an application for listing, within 20 days from the date of allotment, to one or more recognized stock exchange(s) along with the documents specified by stock exchange(s) from time to time.  
            17.Regulation 23Corporate governance requirements with respect to subsidiary of listed entityThe listed entity shall submit within 30 days from the date of publication of its standalone and consolidated financial results for the half year, disclosures of related party transactions on a consolidated basis, in the format specified in the relevant accounting standards for annual results to the stock exchanges and publish the same on its website.  
          18.Regulation 24ASecretarial AuditEvery 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. On or before: 30th day of May (within 60 days from the Closure of FY)  
        19.Regulation 23(9)The listed entity shall submit within 30 days from the date of publication of its standalone and consolidated financial results for the half year, disclosures of related party transactions on a consolidated basis, in the format specified in the relevant accounting standards for annual results to the stock exchanges and publish the same on its website.  Disclosure Of Related Party Transactions Pursuant To Regulation 23(9) Of The SEBI (Listing Obligations And Disclosure Requirements) Regulations, 2015 WITHIN 30 days from the date of publication of Financial Results (for half year )    
          20.SEBI CIRCULAR NOV 26, 2018   https://www.sebi.gov.in/legal/circulars/nov-2018/fund-raising-by-issuance-of-debt-securities-by-large-entities_41071.htmlInitial Disclosure to be made by an entity identified as a Large Corporate. Within 30 days  from the beginning of  the FY   Annual Disclosure to be made by an entity  identified as a LC   To be submitted to the Stock Exchange(s) within 45 days of the end of the FY)APRIL 30 Annexure A   MAY 15 Applicable for FY2020and 2021 Annexure B1   MAY 15 Applicable from FY2022 onwards Annexure B2
                        21.Regulation 30 (6) read with Para A of Part A of Schedule III (except sub para 4 of with Para A of Part A of Schedule IIIThe 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:   Provided that in case the disclosure is made after twenty four hours of occurrence of the event or information, the listed entity shall, along with such disclosures provide explanation for delay Example : Proceedings of Annual and extraordinary general meetings of the listed entity.  24 hours of Occurrence of event
          22.SCHEDULE III PARTA A (SUB CLAUSE 7A)In case of 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 of Occurrence of event
          23.SCHEDULE III PARTA A (SUB CLAUSE 7B)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 entitieswithin 7 days from the date of resignation
24.Regulation 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
25.Regulation 37(1) read with Section 31 of the Insolvency Code,No need to follow Regulation 37 & 94 if restructuring proposal approved as part of a resolution plan by the Tribunal under section 31 of the Insolvency Code, subject to the details being disclosed to the recognized stock exchanges within one day of the resolution plan being approved  within one day of the resolution plan being approved
26.Regulation 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. (Refer 42(1) Record date)  7 working days (excluding the date of intimation and the record date)
27.Regulation 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.  within 48 hours of conclusion of its General Meeting
28.Regulation 31ARe-classification of status of a promoter/ person belonging to promoter group to public   an application for re-classification to the stock exchanges has been 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:Not later than 30 days of general Meeting
29.Regulation 50(1) (Debt OR Non-Convertible Redeemable Preference Shares Or Both)Intimation to stock exchange(s). Listed Company shall give prior intimation at least 11 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.  at least 11 working days
30.  Regulation 50(3) (Debt OR Non-Convertible Redeemable Preference Shares Or Both)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.  at least 2 working days in advance, excluding the date of the intimation and date of the meeting
31.Regulation 52 (1) and (2) (Debt OR Non-Convertible Redeemable Preference Shares Or Both)Financial Result The listed entity shall prepare and submit un-audited or audited financial results on a half yearly basis in the format as specified by the Board within forty five days from the end of the half year to the recognised stock exchange(s)  Unaudited: 45 days from half end Audited: 60 days of half end Sumbit The Copy Of Fr To Debenture Trustees On Same Day After Submission To Stock Exchange  
32.Regulation 52(5) (Debt OR Non-Convertible Redeemable Preference Shares Or Both)The listed entity shall, within seven working days from the date of submission of the information required under sub- regulation (4),ie information submitted with Financial Results submit to stock exchange(s), a certificate signed by debenture trustee that it has taken note of the contents.7 working days of FR
33.Regulation 57 (Debt OR Non-Convertible Redeemable Preference Shares Or Both)Other submissions to stock exchange(s). Listed Company shall submit a certificate to the stock exchange within 2 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
34.Regulation 60(2) (Debt OR Non-Convertible Redeemable Preference Shares Or Both)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. (Refer 60(1) Record date)  7 working days (excluding the date of intimation and the record date)
35.Regulation 78(2) (Obligations of listed entity which has listed its indian depository receipts)  Record date 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.  at least 4 working days
36.Regulation 82 (Obligations Of Listed Entity Which Has Listed Its Securitised Debt Instruments)Intimation and filings with stock exchange(s). Intention to issue new securitized debt instruments either through a public issue or on private placement basis :   Reg. 82(2) : Intimation of Meeting at least  2 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  At least  2 working days in advance
37.Regulation 87(2) (Obligations of listed entity which has listed its indian depository receipts)  Record date 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.  at least 7 working days(excluding the date of intimation and the record date)
38.Regulation 87B (Obligations Of Listed Entity Which Has Listed Its Security Receipts)  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: Provided that in case the disclosure is made after twenty four hours of occurrence of the event or information, the listed entity shall, along with such disclosures provide explanation for the delay.  24 hours of Occurrence of event
39.Regulation 87E (Obligations Of Listed Entity Which Has Listed Its Security Receipts)Record date 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.  at least 7 working days (excluding the date of intimation and the record date)

SEBI Takeover Regulations 2011 :

  Sl. No.Regulation No.Compliance Particular  Compliance Period (Due Date)  
1Regulation 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.        Disclosures shall be made within seven (7) working days from the end of each financial year to; 1) every stock exchange where the shares of the target company are listed; and2) the target company at its registered office.   
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  Disclosures shall be made within seven (7) working days from the end of each financial year to; 1) every stock exchange where the shares of the target company are listed; and2) the target company at its registered office.   
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.htmlThe 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

SEBI (Prohibition of Insider Trading) Regulations, 2015 :

  Sl. No.Regulation No.Compliance ParticularCompliance 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

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

  Sl. No.Regulation No.Compliance Particular  Compliance Period (Due Date)  
      1Schedule 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 maybe specified by the Board from time to time, toone or more recognized stock exchange(s)”. In regard to above, it is specified that Issuer shallmake an application to the exchange/s for listingin case of further issue of equity shares from the date of allotment within 20 days (unlessotherwise specified).  Within 20 days from the date of allotment  
2Regulation 162The tenure of the convertible securities of the issuer shall not exceed eighteen months from the date of their allotment.  Within 18 monts from date of allotment
3SEBI 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.htmlApplication  for trading approval to the stock exchangeListed  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
4Regulation 295(1)Completion of Bonus Issue:   Within 15 days from the date of approval  of the issue by its board of directors – incases where shareholders’ approval for  capitalization  of  profits  or  reserves  for making the bonus issue is not requiredWithin  2  months  from  the  date  of  the  meeting of its board of directors wherein the  decision  to  announce  bonus  issue  was  taken  subject  to  shareholders’ approval  –  in  cases  where  issuer  is  required to seek shareholders’ approval for capitalization of profits or reserves for  making the bonus issue.  Within 15 days from Board Approval ( where shareholder approval is not required)   Within 2 months from Board Approval ( where shareholder approval is required)

SEBI (Buyback of Securities) Regulations, 2018 (Buyback Regulations) :

  Sl. No.  Regulation No.Compliance ParticularCompliance 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
  • SEBI UPDATES :
    • SECURITIES AND EXCHANGE BOARD OF INDIA (ISSUE OF CAPITAL AND DISCLOSURE REQUIREMENTS) (SIXTH AMENDMENT) REGULATIONS, 2019 (BSE Circular No. LIST/COMP/47/2019-20 dated 02.01.2020)
    • SEBI vide notification no. No. SEBI/LAD-NRO/GN/2019/47 dated 26.12.2019 has amended the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018.
    • SECURITIES AND EXCHANGE BOARD OF INDIA (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) (FIFTH AMENDMENT) REGULATIONS, 2019 (BSE Circular No. LIST/COMP/48/2019-20dated 02.01.2020)
    • Securities and Exchange Board of India (SEBI) has on December 26, 2019 vide notification No. SEBI/LAD-NRO/GN/2019/45 notified Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) (Fifth Amendment) Regulations, 2019.
      • Applicability :
        • They shall come into force on the date of their publication in the Official Gazette.
      • Scope :
    • Annual System Audit of Market Infrastructure Institutions :
      • SEBI had mandated that stock exchanges and depositories should conduct an Annual System Audit by a reputed independent auditor. Subsequently, the framework was also extended to clearing corporations.
    • Market Infrastructure Institutions are advised :

SEBI Circulars / Regulations– January, 2020 :

  Sl. No.  Date& Circular / Regulation No.Particulars of the CircularsLink
1Jan 01, 2020 Regulations – No.SEBI/LAD-NRO/GN/2018/31Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 [Last amended on January 01, 2020]All circulars are available at   https://www.sebi.gov.in/sebiweb/home/HomeAction.do?doListingAll=yes&sid=1&ssid=0&smid=0
2Jan 01, 2020 Regulations- No. SEBI/LAD-NRO/GN/2020/1Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) (Seventh Amendment) Regulations, 2019
3Jan 03, 2020 Circular No.: SEBI/HO/MRD2/DCAP/CIR/P/2020/01Contribution by a non-defaulting member in the Default waterfall of Clearing Corporations                        
4Jan 03, 2020 Circular No.: SEBI/HO/MIRSD/CRADT/CIR/P/2020/2Strengthening of the rating process in respect of ‘INC’ ratings
5.Jan 07, 2020 Circular No.: SEBI/HO/MRD1/ICC1/CIR/P/2020/03Annual System Audit of Market Infrastructure Institutions
6Jan 09, 2020 Circular No.: SEBI/HO/IMD/DF1/CIR/P/2020/04Operating Guidelines for Investment Advisers in International Financial Services Centre
7Jan 10, 2020 Regulations- No.SEBI/LAD-NRO/GN/2015-16/013Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 [Last amended on January 10, 2020]  
8Jan 10, 2020 Regulations- No. SEBI/ LAD-NRO/GN/2020/02Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) (Amendment) Regulations, 2020  
9Jan 16, 2020 Circular No.: SEBI/HO/CDMRD/DMP/CIR/P/2020/05Options in Goods – Product Design and Risk Management Framework  
10Jan 16, 2020 Circular No.: IMD/FPI&C/CIR/P/2020/07Exemption from clubbing of investment limit for foreign Government agencies and its related entities  
11Jan 16, 2020 Regulation: No.SEBI/LAD-NRO/GN/2020/03  Securities and Exchange Board of India (Portfolio Managers) Regulations, 2020  
12Jan 17, 2020 Circular No.: SEBI/HO/DDHS/08/2020Format for Statement indicating Deviation or Variation in the use of proceeds of issue of listed non-convertible debt securities or listed non-convertible redeemable preference shares (NCRPs)  
13Jan 17, 2020 Circular No.: SEBI/HO/DDHS/DDHS/CIR/P/2020/09  Guidelines for rights issue of units by a listed Real Estate Investment Trust (REIT)  
14Jan 17, 2020 Circular No.: SEBI/HO/DDHS/DDHS/CIR/P/2020/10  Guidelines for rights issue of units by a listed Infrastructure Investment Trust (InvIT)  
15Jan 22, 2020 Circular No.: SEBI/HO/CFD/CMD/CIR/P/2020/12Non-compliance with certain provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and the Standard Operating Procedure for suspension and revocation of trading of specified securities  
16Jan 22, 2020 Circular No.: SEBI/HO/CFD/DIL2/CIR/P/2020/13  Streamlining the process of Rights Issue  
17Jan 27, 2020 Circular No.: SEBI/HO/CDMRD/DRMP/CIR/P/2020/15  Review of Margin Framework for Commodity Derivatives Segment  
1828 January, 2020 Circular No.: SEBI/HO/MRD/DDAP/CIR/P/2020/16  IPF Trust and Committees at Market Infrastructure Institutions (MIIs)  

Circulars to listed Companies – January, 2020 :

  Sl. No.  DateParticulars of the CircularsLink
102.01.2020Securities And Exchange Board Of India (Issue Of Capital And Disclosure Requirements) (Sixth Amendment) Regulations, 2019https://www.bseindia.com/corporates/Displaydata.aspx?Id=de28b13f-bb4b-4414-8446-43b7bced0fea&Page=cir  
202.01.2020Securities And Exchange Board Of India (Listing Obligations And Disclosure Requirements) (Fifth Amendment) Regulations, 2019https://www.bseindia.com/corporates/Displaydata.aspx?Id=7436aa12-d1a9-4186-8f4a-ce0b640413e7&Page=cir  
  3  13.01.2020Securities And Exchange Board Of India (Listing Obligations And Disclosure Requirements) (Amendment) Regulations, 2020  https://www.bseindia.com/corporates/Displaydata.aspx?Id=95345369-ccf5-4f34-bf96-e3a15353c2db&Page=cir  
415.01.2020Disclosures by listed entities of defaults on payment of interest/ repayment of principal amount on loans from banks / financial institutions and unlisted debt securitieshttps://www.bseindia.com/corporates/Displaydata.aspx?Id=1a59c887-b53c-485a-9748-01a5600f9da7&Page=cir  
517.01.2020Guidelines for rights issue of units by a listed Real Estate Investment Trust (REIT)https://www.bseindia.com/corporates/Displaydata.aspx?Id=76accbad-3781-4b2f-b346-10f8e2f46bf8&Page=cir  
617.01.2020Format for Statement indicating Deviation or Variation in the use of proceeds of issue of listed non-convertible debt securities or listed non-convertible redeemable preference shares (NCRPs)https://www.bseindia.com/corporates/Displaydata.aspx?Id=ed89b5fa-b3a2-4382-8d3e-e46d934fc486&Page=cir
717.01.2020Guidelines for rights issue of units by a listed Infrastructure Investment Trust (InvIT)https://www.bseindia.com/corporates/Displaydata.aspx?Id=9727ea6a-d150-4eb8-8410-886624898a50&Page=cir  
820.01.2020Updationof Information on Bse Website  https://www.bseindia.com/corporates/Displaydata.aspx?Id=57754029-5245-43d9-ac95-df13e5b22c61&Page=cir  
922.01.2020Non-compliance with certain provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and the Standard Operating Procedure for suspension and revocation of trading of specified securities  https://www.bseindia.com/corporates/Displaydata.aspx?Id=a9c916ac-5d90-4e1e-9632-66bec78566e6&Page=cir
    10    23.01.2020Streamlining the Process of Rights Issue  https://www.bseindia.com/corporates/Displaydata.aspx?Id=46d2d8c4-4420-4eb8-b3ca-6e5493dc5389&Page=cir  
    11    27.01.2020  CLARIFICATION REGARDING UPDATION OF INFORMATION ON BSE WEBSITE  https://www.bseindia.com/corporates/Displaydata.aspx?Id=a5a26e3a-e9f9-468d-a303-c965296678cf&Page=cir  

Compliance Requirement UNDER Companies Act, 2013 and Rules made there under :

  Applicable Laws/Acts  Due DatesCompliance ParticularsForms / Filing mode
  Companies Act, 2013  Within 180 Days From The Date Of Incorporation Of The CompanyAs 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. http://www.mca.gov.in/Ministry/pdf/CompaniesFourthAmendmentRules_19122018.pdf  MCA E- Form INC 20A
Companies Act, 2013  First declaration within 90 days from the date of notification Dt. 08.02.2019   ( i.e.  On or before 8th of May, 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 thereina 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 https://enlightengovernance.blogspot.com/2019/07/draft-format-for-ben-1-sbo-rules-2018.html
Companies Act, 2013  31.03.2020   (Due Date Extended From 30.09.2019 to 31.12.2019 and further extended to 31.03.2020Filing of form BEN-2 under the Companies (Significant Beneficial Owners) Rules, 2018. (Within 30 days from deployment of the E –form (earlier the date of receipt of declaration in BEN-1 ) http://www.mca.gov.in/Ministry/pdf/GeneralCircular_24092019.pdf BEN -2 due date extended till 31.03.2020 Circulars Link: http://www.mca.gov.in/Ministry/pdf/Circular1_01012020.pdfForm BEN – 2 (e-form deployed by Ministry (ROC)) on 01.07.2019
Companies Act, 2013  On or before 15.06.2019 (form can be filed after due date with a fee of Rs. 10000 (one time fee)Filing of the particulars of the Company & its registered office. (by every company incorporated on or before the 31.12.2017.) Due date extended- Link : http://www.mca.gov.in/Ministry/pdf/CompaniesRegistrationOfficesFeesRule_25042019.pdf  Active Form INC -22A
Companies Act, 2013  14.10.2019 (can be filed after due date with a penalty of Rs. 5000/-)*DIN KYC through DIR 3 KYC Form is an Annual Exercise. Last date for filing DIR-3 KYC for Financial year 2018-19 has been extended till 14th November 2019 http://www.mca.gov.in/Ministry/pdf/Companies5thAmendtRules_30092019.pdf and http://www.mca.gov.in/Ministry/pdf/Companies4thAmendtRules_30092019.pdf Annual Exercise: http://www.mca.gov.in/Ministry/pdf/DIR3KYCcompleteMessage_13042019.pdf Penalty after due date is Rs. 5000/-(one time)E-Form DIR – 3 KYC (Web Based and E-form)  
Companies Act, 2013  within 60 days from the date of deployment of this form on the website of the Ministry.Reconciliation of Share Capital Audit Report (Half-yearly) Pursuant to sub-rule Rule 9A (8) of  Companies (Prospectus and Allotment of Securities) Rules, 2014 To be filed all unlisted companies, deemed public companies Till further clarification to be filled in GNL-2 Applicable w.e.f.  30.09.2019 http://www.mca.gov.in/Ministry/pdf/Rules_23052019.pdf Extension Notification: http://www.mca.gov.in/Ministry/pdf/FormPAS6_28112019.pdfE-Form PAS – 6 (E-Form, Not yet deployed)
Companies Act, 2013On or before 31.12.2019Statement of Amounts credited to Investor Education and Protection Fund Pursuant to Rule 5(4A)  IEPF Form – 1A
Companies Act, 201390 days from the date of deployment of this form on the website of  (NFRA).Annual Return To Be Filed By Auditor With The National Financial Reporting Authority http://www.mca.gov.in/Ministry/pdf/NFRA_27112019.pdfNFRA-2 (form not yet deployed)

Due dates of ROC Return Filings :

Sl. No.  ParticularsDue DateE- Form
  1Appointment of AuditorWithin 15 days from the conclusion of AGM (ratification at every annual general meeting is not mandatory)    ADT-1
      2Filing of financial statement and other documents with the ROCOn or before 30.11.2019 (due date extended) With in 30 days from the conclusion of the AGM, other than OPC (In case of OPC within 180 days from the close of the financial year)        AOC-4*
  3Filing of annual return by a company.On or before 31.12.2019 (due date extended) With in 60 days from the conclusion of AGM    MGT-7*
      4Filing of Cost Audit Report with the Central Government    *On or before 29.O2.2O2O. (due date extended)   With in 30 days from the receipt of Cost Audit Report  CRA-4*
  5Filing of Resolutions and agreements to the Registrar  With in 30 days from the date of Board Meeting.  MGT-14
  • NOTE :
    • *Relaxation of additional fees and extension of last date in filing of forms MGT-7 (Annual Return) and AOC-4 (Financial Statement) under the Companies Act, 2013- UT of J&K and UT of Ladakh –
      • extension of time for filing of financial statements for the financial year ended 31.03.2019. Therefore, it has been decided to extend the due date for filing of e-forms AOC-4, AOC-4 (CFS) AOC-4 XBRL and e-form MGT-7 upto 31.01.2020, for companies having jurisdiction in the UT of J&K and UT of Ladakh without levy of additional fee.’
    • *Relaxation of additional fees and extension of last date of filing of CRA-4 (cost audit report for FY 2018-19 under the Companies Act, 2O13 
    • Relaxation of additional fees and extension of last date of filing of AoC-4 NBFC (Ind AS) and AoC-4 CFS NBFC (Ind AS) for FY 2018-19 under the Companies Act, 2013 –
      • MCA vide general circular No. 02/2020 dated 31.01.2020 has introduced two new forms on MCA Portal.
        • AOC – 4 NBFC (Ind AS) : deployed w.e.f. 31.01.2020
        • AOC – 4 CFS NBFC (Ind AS) : deployed w.e.f. 17.02.2020
    • And it has been to extend the last date for filing AOC-4 NBFC (Ind AS) and AOC-4 CFS NBFC (Ind AS) for all eligible Companies for the FY 2018-19 without additional fees till 31st March, 2020.
    • Link: http://www.mca.gov.in/Ministry/pdf/Circular_30012020.pdf

Due dates of LLP Return Filing :

  • LLP Form 8 (Statement of Account & Solvency) on or before 30.10.2019
  • The charge details i.e. creation, modification or satisfaction of charge, can be filed through Appendix to e-Form 8 (Interim)
  • Form LLP -8 can be filed after due date i.e. 30.10.2019 with a penalty of Rs. 100/- per day till the filing is completed.

MCA UPDATES :

  Sl. No.  Particulars of the CircularsLink
1Relaxation of additional fees and extension of last date of filing of CRA-4 (cost audit report) for FY 2018-19 under the Companies Act, 2013http://www.mca.gov.in/Ministry/pdf/Circular17_30122019.pdf
2Extension for filing BEN-2http://www.mca.gov.in/Ministry/pdf/Circular1_01012020.pdf  
3Companies (appointment and managerial personnel) Amdt Rules 2020http://www.mca.gov.in/Ministry/pdf/AmdtRules_06012020.pdf  
4Insolvency and Bankruptcy Code(Amendment) Ordinance, 2019http://www.mca.gov.in/Ministry/pdf/IBCAmedBill_20012020.pdf  
5Companies (Winding Up) Rules 2020http://www.mca.gov.in/Ministry/pdf/Rules_28012020.pdf  
6Relaxation of additional fees and extension of last date of filing of AoC-4 NBFC (Ind AS) and AoC-4 CFS NBFC (Ind AS) for FY 2018-19 under the Companies Act, 2013  http://www.mca.gov.in/Ministry/pdf/Circular_30012020.pdf
7extend the due date for filing of e-forms AOC-4, AOC-4 (CFS) AOC4 XBRL and e-form MGT-7 upto 31.03.2020, for companies having jurisdiction in the UT of J&K and UT of Ladakh without levy of additional fee.http://www.mca.gov.in/Ministry/pdf/Circular_31012020.pdf
8Provisions of section 460 of the Companies Act, 2013 (18 of 2013) shall apply to a LLPhttp://www.mca.gov.in/Ministry/pdf/NotificationLLP_31012020.pdf
  • MCA Update on Spice+ :
    • Due to the proposed changes to the RUN web service (for companies), RESUBMISSION OPTION for name reservation SHALL NOT BE AVAILABLE    for forms processed by CRC from 1st Feb 2020 ONWARDS for    approximately 15 days. Hence, stakeholders are advised to EITHER AWAIT DEPLOYMENT OF SPICe+ AND THEN APPLY FOR NAMES through SPICe+ web form or perform due diligence while submitting any application in existing RUN web service for name reservation. RUN applications (for companies) processed w.e.f  1st February 2020 onwards shall either be   approved or rejected based on checks performed by CRC officers. Stakeholders may kindly note and plan accordingly.
    • (i) Stakeholders may please note that as part of Government of India’s Ease of Doing Business(EODB) initiatives, the Ministry of Corporate Affairs would be shortly notifying & deploying a new Web Form christened ‘SPICe+’ (pronounced ‘SPICePlus’) replacing the existing SPICe form.
    • SPICe+ would be an integrated Web form offering multiple services viz. name reservation, incorporation, DIN allotment, mandatory issue of PAN, TAN, EPFO, ESIC, Profession Tax (Maharashtra) and Opening of Bank Account. It will also facilitate allotment of GSTIN wherever so applied for by the Stakeholders. After deployment of SPICe+ web form, RUN shall be applicable only for change of name of existing companies.
    • Upon notification & deployment, all new name reservations for new companies as well as new incorporations shall be applied through SPICe+ only
    • However, incorporation of companies for names reserved through the existing RUN service shall continue to be filed in the existing SPICeeform along with related linked forms as applicable and if marked under resubmission shall be resubmitted in SPICeeform.
    • Resubmission of SPICe forms submitted prior to date of deployment of SPICe+ web form shall also be filed in the existing SPICeeform and related linked forms as applicable.

Investor Education and Protection Fund :

  • MINISTRY OF CORPORATE AFFAIRS on 14.08.2019 has came up with Investor Education and Protection Fund Authority (Accounting, Audit, Transperant Refund)Second Amendment Rules, 2019 :
    • Applicability :
      • The provisions of these rules, Other than rule 6 (i), 6 (iv), 6 (v), 6(vi), 6(vii) and 6 (viii), shall come into force with effect from the 20th day of August, 2019.
      • The provisions of rule 6 (i), 6 (iv), 6 (v), 6(vi), 6(vii) and 6 (viii), shall come into force with effect from the 20th day of September, 2019.
      • Following E-forms revised after these rules:
Sl. No.Form No.Particulars of the formUpdated on
1.IEPF Form -1Statement of amounts credited to Investor Education and Protection Fund    20.08.2019
2IEPF Form – 1AStatement of Amounts credited to Investor Education and Protection Fund Pursuant to Rule 5(4A)  20.08.2019
3IEPF Form – 2Statement of unclaimed and unpaid amounts20.08.2019
4IEPF Form – 4Statement of shares transferred to the Investor Education and Protection Fund20.08.2019

Source: http://www.mca.gov.in/Ministry/pdf/IEPFRules_19082019.pdf

  • As part of the revised Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund)Second Amendment Rules, 2019 dated 14th August 2019, Form IEPF-5 is introduced as a web form instead of the existing e- Form w.e.f 20th September 2019.
  • Form IEPF -5: Application to the Authority for claiming unpaid amounts and shares out of Investor Education and Protection Fund (IEPF)
  • form IEPF-5 Pending E- verification report as on 25-Dec-2019

http://www.iepf.gov.in/IEPF/pdf/IEPF5WEBFORM_26122019.xls

  • Kindly note that :
    • Relaxation of additional fees and extension of last date of filing of form IEPF – 1A and Form IEPF -2 :

The Institute of Company Secretaries of India (ICSI) Updates :

This article is updated till 31stJanuary, 2020 with all Laws / Regulations and their respective amendments.

AUTHOR : CS LALIT RAJPUT (CLICK HERE TO VIEW PROFILE)

CORPORATE UPDATES FOR THE PERIOD 1st JANUARY TO 10th JANUARY, 2020

Good Evening Professionals! This is new Knowledge Initiative by our author CS Lalit Rajput to promote Corporate Governance. We will provide corporate updates after every 10 days to empower professionals.

MCA/ROC UPDATE :

(1.) Relaxation of additional fees and extension of last date in filing of forms MGT-7 (Annual Return) and AOC-4 (Financial Statement) under the Companies Act, 2013- UT of J&K and UT of Ladakh :

Extension of time for filing of financial statements for the financial year ended 31.03.2019. Therefore, it has been decided to extend the due date for filing of e-forms AOC-4, AOC-4 (CFS) AOC-4 XBRL and e-form MGT-7 upto 31.01.2020, for companies having jurisdiction in the UT of J&K and UT of Ladakh without levy of additional fee.

(2.) Relaxation of additional fees and extension of last date of filing of CRA-4 (cost audit report for FY 2018-19 under the Companies Act, 2O13) (Due date : On or before 29.O2.2O2O) :

http://www.mca.gov.in/Ministry/pdf/Circular17_30122019.pdf

(3.) Companies (appointment and managerial personnel) Amendment Rules 2020 :

Ministry of Corporate Affairs (MCA), Government of India (GOI) wide notification dated 03rd January, 2020 amended the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

These rules may be called the “Companies (appointment and managerial personnel) Amendment Rules 2020”.

Comparative Analysis of Companies (appointment and managerial personnel) Amendment Rules 2020 at

(4.) Relaxation of additional fees and extension of last date of filing of form BEN-2 under the Companies (Significant Beneficial Owners) Rules, 2018 (Due date: 31.03.2020) :

http://www.mca.gov.in/Ministry/pdf/Circular1_01012020.pdf

INCOME TAX UPDATES :

(1.) Amendment of Rule 10DA and Rule 10DB regarding furnishing of information and maintenance of documents by Constituent Entity of an international group :

Short title and commencement :

  • These rules may be called the Income-Tax (2nd Amendment) Rules, 2020.
  • They shall come into force on the date of their publication in the Official Gazette.

Link : https://www.incometaxindia.gov.in/news/notification_3_2020.pdf

(2.) CBDT notifies ITR-1 and ITR-4 for Assessment year 2020-21​ :

Short title and commencement :

  • These rules may be called the Income-Tax (1st Amendment) Rules, 2020.
  • They shall come into force with effect from the 1st day of April, 2020.

Link : https://www.incometaxindia.gov.in/news/notification_01_2020.pdf

(3.) Relaxation of time-Compounding of Offences under Direct Tax Laws-One-time measure-Extension of Timeline-Reg.

Reference is invited to the Circular No. 2512019 F. No. 285/08/2014-TT(Tnv. V)/350 dated 09.09.2019, whereby, the condition for filing of applications for compounding of offences under the Income-tax Act, 1961 (the Act), to be filed within 12 months from filing of complaint in the court, was relaxed by CBDT till 31.12.2019, as a one-time measure.

Link : https://www.incometaxindia.gov.in/communications/circular/circular_1_2020.pdf

GST UPDATES :

(1.) New GSTIN reallocated to taxpayers of Union Territory of Ladakh :

New GSTINs are reallocated to active existing taxpayers registered under J&K State earlier with State code (01), having Principal Place of Business in jurisdiction of Union territory of Ladakh (with UT code “38”). The list contains new GSTINs along with old GSTINs. Taxpayers are requested to use new GSTINs while generating the invoices and receiving of supplies etc. w.e.f. 1st Jan, 2020.

Link : https://www.gst.gov.in/newsandupdates/read/344

(2.) Seeks to amend the Notification No. 62/2019-CT dt. 26.11.2019 to amend the transition plan for the UTs of J&K and Ladakh (Notification No. 03/2020-Central Tax ,dt. 01-01-2020) :

Link : http://cbic.gov.in/resources//htdocs-cbec/gst/notfctn-03-central-tax-english-2020.pdf

(3.) Seeks to make amendment (2020) to CGST Rules (Notification No. 02/2020-Central Tax ,dt. 01-01-2020) :

Link : http://cbic.gov.in/resources//htdocs-cbec/gst/notfctn-02-central-tax-english-2020.pdf

(4.) Seeks to bring into force certain provisions of the Finance (No. 2) Act, 2019 to amend the CGST Act, 2017 (Notification No. 01/2020-Central Tax ,dt. 01-01-2020) :

Link :http://cbic.gov.in/resources//htdocs-cbec/gst/notfctn-01-central-tax-english-2020.pdf

SEBI UPDATES :

(1.) SECURITIES AND EXCHANGE BOARD OF INDIA (ISSUE OF CAPITAL AND DISCLOSURE REQUIREMENTS) (SIXTH AMENDMENT) REGULATIONS, 2019 (BSE Circular No. LIST/COMP/47/2019-20 dated 02.01.2020) :

SEBI vide notification no. No. SEBI/LAD-NRO/GN/2019/47 dated 26.12.2019 has amended the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) (Sixth Amendment) Regulations, 2018.

(2.) SECURITIES AND EXCHANGE BOARD OF INDIA (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) (FIFTH AMENDMENT) REGULATIONS, 2019 (BSE Circular No. LIST/COMP/48/2019-20 dated 02.01.2020) :

Securities and Exchange Board of India (SEBI) has on December 26, 2019 vide notification No. SEBI/LAD-NRO/GN/2019/45 notified Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) (Fifth Amendment) Regulations, 2019.

  • Applicability : They shall come into force on the date of their publication in the Official Gazette.
  • Scope : Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

(3.) Annual System Audit of Market Infrastructure Institutions :

SEBI had mandated that stock exchanges and depositories should conduct an Annual System Audit by a reputed independent auditor. Subsequently, the framework was also extended to clearing corporations.

Market Infrastructure Institutions are advised :

  • To conduct an Annual System Audit as per the framework given under circular ;
  • To maintain a list of all the relevant SEBI circulars/ directions/ advices, etc. pertaining to technology and compliance thereof (format given under Circular) ;
  • To submit information with regard to exceptional major Non-Compliance (NCs)/ minor NCs observed in the System Audit (format given under Circular) ;
  • To categorically highlight those observations/NCs/suggestions pointed out in the System Audit (current and previous) which remain open.

Link : https://www.sebi.gov.in/web/?file=https://www.sebi.gov.in/sebi_data/attachdocs/jan-2020/1578379556557.pdf#page=1&zoom=auto,-16,792

IBC UPDATES :

Read Full at : http://enlightengovernance.blogspot.com/search?updated-max=2020-01-09T18:37:00%2B05:30&max-results=200

  • IBC Circular On Deposit of unclaimed dividends and / or undistributed proceeds of liquidation process in accordance with regulation 46 of the Insolvency and Bankruptcy Board of India (Liquidation Process) Regulations, 2016.

Link : https://www.ibbi.gov.in/webadmin/pdf/whatsnew/2020/Jan/Liq-circular27_2020-01-09%2023:56:57.pdf

AUTHOR : CS LALIT RAJPUT (CLICK HERE TO VIEW PROFILE)

CHANGES IN THE ELIGIBILITY CRITERIA OF ‘APPOINTMENT OF WHOLE TIME COMPANY SECRETARY’ AND ‘SECRETARIAL AUDIT’

(1) Compulsory appointment of Company Secretaries in companies :

  • From 1st April, 2020, every listed company, every other public company and private company having a paid-up share capital of Rs. 10 crore or more shall have a whole -time company secretary.
  • Previously, every company which has a paid-up share capital of Rs. 5 crore or more was required to appoint whole -time company secretary.

(2) Secretarial Audit Report :

  • Earlier, only public companies having a paid-up share capital of Rs. 50 crore or more; or turnover of Rs. 250 crore or more were covered under the Secretarial Audit criteria.
  • Now in addition to this, every company (including a private company) having outstanding loans or borrowings from banks or public financial institutions of Rs. 100 crore or more shall also need to get Secretarial Audit Report from a Company Secretary in Practice.

Note : Amendment also provides that the paid-up share capital, turnover, or outstanding loans or borrowings as the case may be, existing on the last date of latest audited financial statement shall be taken into account.

To read the Amendment Notification Please Click Here