Archives for June 2017

Corporate Updates – 30-06-2017

Annual Membership Fees of ICSI

The Annual Membership and Certificate of Practice fee for the year 2017-18 becomes due for payment w.e.f. 1st April, 2017 and last date for payment of the same is today i.e 30th June, 2017. Members are requested to pay the fee on urgent basis. The Certificate of Practice fee must be accompanied by an application for renewal of Certificate of Practice in the revised Form-D duly completed in all respects and signed for renewal of Certificate of practice for the year 2017-18. The annual membership fee for ACS : Rs. 2,500/-, for FCS : Rs. 3,000/- and certificate of practice fee is Rs. 2,000/-. Fees can be paid by cash / cheque / DD in favour of “The Institute of Company Secretaries of India” or Fees can also be paid online.

SEBI

Reserve Bank of India (RBI) has permitted Non Resident Indians (NRIs) to participate in the exchange traded currency derivatives market to hedge the currency risk arising out of their investments in India under FEMA, 1999. NRIs are now permitted to trade in the currency derivatives segment of stock exchanges, subject to terms and conditions mentioned in the aforesaid RBI circular. NRIs shall take position in the currency derivatives segment of a recognised stock exchange and shall designate an Authorised Dealer Category -I bank who is also a clearing member of the stock exchange / clearing corporation for the purpose of monitoring and reporting their combined positions in the OTC and ETCD segments. Further, NRIs may take positions in the currency futures / exchange traded options market to hedge the currency risk on the market value of their permissible (under FEMA, 1999) Rupee investments in debt and equity and dividend due and balances held in NRE accounts. The onus of complying with the relevant provisions of the RBI shall rest with the NRI and in case of any contravention, the NRI shall render itself liable to any action that may be warranted by RBI as per the provisions of Foreign Exchange Management Act, 1999

CBDT

The Central Board of Direct Taxes has notified the rules further to amend the Income-tax Rules, 1962, namely which may be called the Income –tax (17th Amendment) Rules, 2017 and shall come into force from the 1st day of July, 2017. In Rule 114, (5), it has been mandated that every person who has been allotted permanent account number as on the 1st day of July, 2017 and who in accordance with the provisions of Section 139AA(2) is required to intimate his Aadhaar number, shall intimate his Aadhaar number to the Principal Director General of Income-tax (Systems) or Director- General of Income-tax (Systems) or the person authorised by the said authorities. Further, the Principal Director General of Income-tax (Systems) or Director- General of Income-tax (Systems) shall specify the formats and standards alongwith procedure, for the verification of documents filed with the application under sub-rule (4) or intimation of Aadhaar number in sub-rule (5), for ensuring secure capture and transmission of data in such format and standards and shall also be responsible for evolving and implementing appropriate security, archival and retrieval policies in relation to furnishing of the application forms for allotment of permanent account number and intimation of Aadhaar number.

Corporate Updates – 29-06-2017

GST

The Central Government hereby appoints the 1st day of July, 2017, as the date on which the provisions of the Central Goods and Services Tax Act, 2017 Act, shall come into force i.e Sections 6 to 9, 11 to 21, 31 to 41, 42 except the proviso to sub-section (9) of section 42, 43 except the proviso to sub-section (9) of section 43, 44 to 50, 53 to 138, 140 to 145, 147 to 163, 165 to 174. Further, separate notifications have been issued to prescribe rate of interest under CGST Act, 2017; to notify the number of HSN digits required on tax invoice; to notify the turnover limit for Composition Levy for CGST and many others to roll out the GST w.e.f 01-07-2017..

GST

As the Centre gets down to implementing GST from the midnight of June 30 and July 1, it also has a serious challenge to meet. There is an immense task before the government to not just educate the people about the new tax regime but also clarify their doubts and remove their apprehensions. To that end, the government has taken to the traditional mainstream and social media. While publishing advertorials, it has also invited queries on various platforms. The Government has also sought to reply to the queries which the people have posted on Twitter. The Central Board of Excise and Customs has attempted to respond to 100 such questions in order to clear the people’s doubts on GST.

Corporate Updates – 28-06-2017

SEBI:

SEBI has issued a Circular regarding Review of Offer for Sale (OFS) of Shares through Stock Exchange Mechanism. In order to streamline the process of OFS with an objective to encourage greater participation by employees, the existing provision with respect to restriction on sale of shares by promoters post OFS is modified. Now, Promoters of eligible companies shall be permitted to sell shares within a period of 2(two) weeks from the OFS transaction to the employees of such companies. The offer to employee shall be considered as a part of the said OFS transaction. The promoters may at their discretion offer these shares to employees at the price discovered in the said OFS transaction or at a discount to the price discovered in the said OFS transaction. Promoters shall make necessary disclosures in the OFS notice to the exchange including number of shares offered to employees and discount offered if any.

NCLT

NCLT is suppression of its earlier orders, has issued an Order dated 12-06-2017 amending the division of work between Division and Single Bench of NCLT. In continuation of the same, NCLT has clarified that all new matters and pending matters shall be distributed amongst the Benches and shall exercise equal powers for disposing the cases related to the Companies Act, 2013 and Insolvency & Bankruptcy Code, 2016. Further, the cases shall be equally distributed among the Benches on the basis of distribution may be taken as case no. odd & even i.e No. 1 is to be assigned to Bench -I and No. 2 to be assigned to Bench – II and so on. Further, where NCLT has three Benches, then No. 1 is to be assigned to Bench -I; No. 2 to be assigned to Bench – II and No. 3 is to be assigned to Bench – III and so on. The order shall not be app;licable to cases reserved for orders and part heard matters.

Corporate Updates – 27-06-2017

CBDT:

CBDT Notifies Rule 10CB for Secondary Adjustments under Section 92CE of I T Act, 1961. The Finance Act, 2017 inserted section 92CE in the Income-tax Act, 1961 with effect from 1st April, 2018 to provide for secondary adjustment by attributing income to the excess money lying in the hands of the associated enterprise, in order to make the actual allocation of funds consistent with that of the primary transfer pricing adjustment. The provision shall apply to primary adjustments exceeding Rupees One Crore made in respect of Assessment Year 2017-18 onwards. It prescribes the time limit for repatriation of excess money and the rate of interest to be applied for computing the income in case of failure to repatriate the excess money within the prescribed time limit. Separate rates of interest have been provided for international transactions denominated in Indian currency and in foreign currency. Where the transfer pricing order is appealed against by the taxpayer, the time limit for repatriation shall commence only after the appeal is finalised by the appellate authority.

RBI

The Reserve Bank of India has widened the scope of its Banking Ombudsman Scheme 2006, to include, inter alia, deficiencies arising out of sale of insurance/ mutual fund/ other third party investment products by banks. Under the amended Scheme, a customer would also be able to lodge a complaint against the bank for its non-adherence to RBI instructions with regard to Mobile Banking/ Electronic Banking services in India. The pecuniary jurisdiction of the Banking Ombudsman to pass an Award has been increased from existing rupees one million to rupees two million. Compensation not exceeding rupees hundred thousand can also be awarded by the Banking Ombudsman to the complainant for loss of time, expenses incurred as also, harassment and mental anguish suffered by the complainant. The procedure for complaints settled by agreement under the Scheme has also been revised. Appeal has now been allowed for the complaints closed under Clause 13 (c) of the existing Scheme relating to rejection which was not available earlier.

Corporate Updates – 26-06-2017

MCA:

MCA provides relaxation on auditor’s term for private cos. having paid up share capital upto 50 crore. The MCA has notified rules which may be called the Companies (Audit and Auditors) Second Amendment Rules, 2017 and shall come into force on the date of their publication in the Official Gazette. In the Rule 5 (b), for the word "twenty", the word "fifty" has been substituted.

CBEC – Service Tax:

The service tax returns are filed on half yearly basis and due dates for filing the service tax returns are 25th October for the first half of the year and 25th April for the second half of the year. As this year the GST tax regime will be implemented, all the indirect taxes will be subsumed into GST w.e.f 01-07-2017 and there will be no further applicability of service tax. Due to the said reason, there arises a need to file returns. For the 1st quarter (i.e. from 1st April,2017 to 30th June,2017) the service tax return is required to be filed upto 15th August 2017. The return needs to be filed in form ST – 3 or ST – 3C as may be applicable. Further, the service tax return which is to be filed for the period of 1st April,2017 to 30th June,2017 can be revised within 45 daysof filing the original return. The service tax return filed will help in availing the input credit in the GST regime.

Corporate Updates – 23-06-2017

RERA:

Ministry of Housing & Urban Poverty Alleviation has issued a Clarification regarding Advertisement and Sale in Ongoing Projects by the builders. In order to safeguard the interest of buyers towards ensuring timely completion of projects and also towards ensuring fast track adjudication of disputes, Ministry of Housing & Urban Poverty Alleviation has piloted the Real Estate (Regulation & Development) Act, 2016. Further, Section 3(1) of the Act prohibits advertisement for all projects (ongoing/future) without registration with the Real Estate Regulatory. This provision has come into effect from 01st May, 2017.

SEBI

SEBI with a view to facilitate turnaround of listed companies in distress which will benefit their shareholders and lenders, the Board has decided to extend the relaxations w.r.t the open offer to the new investors acquiring shares in distressed companies pursuant to restructuring schemes. However, such relaxations shall be subject to certain conditions like approval by the shareholders of the companies by special resolution and lock-in of their shareholding for a minimum period of three years. Further, the Board has also approved the proposal to provide exemption from open offer obligations, under the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, for acquisitions pursuant to resolution plans approved by NCLT under the Insolvency and Bankruptcy Code, 2016. Apart from this Board also discussed the issues relating to Extension of Lock-in-relaxation to Category II Alternative Investment Funds (AIF); Consultation paper on Easing of access norms for investment by FPIs; Offshore Derivative Instruments (ODI); Growth and Development of Equity Derivatives Market in India, in the best interest of the stakeholders.

News from NIRC of ICSI

NIRC is organising a "Workshop on Opportunities for PCS under Goods and Services Tax (GST)" on Saturday, the 24th June, 2017 (Registration starts at 9.00 AM) from 10.00 am onwards at Auditorium, ICSI-NIRC Building, 4, Prasad Nagar Institutional Area, New Delhi. Fee : Rs. 500/- for all participants including Corporate Members of NIRC; Online Payment / Registration Facility Available; Program Credit Hours: 04.

Corporate Updates – 22-06-2017

GST:

CBEC has issued a Press Note providing Relaxation in return filing procedure for first two months of GST implementation. Therefore, it has been decided that, for the first two months of GST implementation, the tax would be payable based on a simple return (Form GSTR-3B) containing summary of outward and inward supplies which will be submitted before 20th of the succeeding month. However, the invoice-wise details in regular GSTR-1 would have to be filed for the months of July and August, 2017 according to the timelines provided in this circular .Further, No late fees and penalty would be levied for the interim period.

SEBI:

SEBI has issued a Circular regarding Continuous disclosures and compliance’s by issuers under SEBI (Issue and Listing of Debt Securities by Municipalities) Regulations, 2015. Thereby, an issuer of debt securities under SEBI ILDM Regulations shall prepare and submit un-audited financial results on a half yearly basis to the stock exchange and debenture trustee, as soon as the same is available but not later than three months from the end of the half year and annual audited financial results with the stock exchange and debenture trustee, as soon as the same is available but not later than six months from the end of the financial year. The audited financial results shall be accompanied by the annual report of the issuer. An issuer shall enter into a simplified listing agreement, with all the Stock Exchanges where it proposes to list debts securities. The issuer shall disclose to stock exchange(s) of all events or information having bearing on the performance/operation of the listed entity, material or price sensitive information or any action that shall affect payment of interest or redemption of debt securities not later than twenty four hours from the occurrence of event or information. Every credit rating, obtained by an issuer shall be reviewed at least once a year, by the registered credit rating agency.

News from NIRC of ICSI

NIRC is organising a "Workshop on Opportunities for PCS under Goods and Services Tax (GST)" on Saturday, the 24th June, 2017 (Registration starts at 9.00 AM) from 10.00 am onwards at Auditorium, ICSI-NIRC Building, 4, Prasad Nagar Institutional Area, New Delhi. Fee : Rs. 500/- for all participants including Corporate Members of NIRC; Online Payment / Registration Facility Available; Program Credit Hours: 04.

Corporate Updates – 21-06-2017

MCA – IBBI

MCA has notified the Insolvency and Bankruptcy Board of India (Inspection and Investigation) Regulations, 2017 which shall come into force on the date of their publication in the Official Gazette. These regulations shall apply to inspection and investigation of service providers. The Board shall conduct inspection and investigation of such number of service providers, as may be decided by the Board from time to time under section 218. If the Board, is of the prima facie opinion that sufficient cause exists to take actions under section 220 or sub-section (2) of section 236, it shall issue a show cause notice in accordance with regulation 12 to the service provider or an associated person and in any other case, close the inspection or investigation, as the case may be. The Board shall refer the show-cause notice to the Disciplinary Committee alongwith all the relevant records including the written submissions, if any, made by the noticee in the matter.

CBEC – GST

The Central Government issues various CGST and IGST Notifications along with 5 Final Rules & formats under GST. As the rollout date of July 1, 2017 is fast approaching and to setup the systems and governing rules in place, the Central Government, has issued certain Notifications under Central GST and Integrated GST all dated June 19, 2017. Further, the final version of 5 Rules duly approved along with their formats, as approved by the GST Council, have also been put on public domain. On 19th June 2017 CBEC released Six Central Tax notifications, two Integrated Tax notifications paving the way for implementation of GST with effect from 01st July 2017. In Addition to that it also released with Format GST Rules related to Advance Ruling, Anti Profiteering, Appeals and Revision, Assessment and Audit and E-way.

Corporate Updates – 20-06-2017

MCA – IBBI

IBBI, has issued a Public Notice to clarify the position under the Code as to who can render services as IP’s. Accordingly, no person to function as an Insolvency Professional without obtaining Certificate of Registration from IBBI. Section 206 prohibits a person from rendering services as IP under the Code unless he is enrolled as a member of an IPA, and is also registered with the IBBI. Section 207 requires a person first to obtain membership of an IPA and then register himself with the IBBI. It empowers the IBBI to specify the categories of professionals or persons possessing such qualifications to be eligible for registration as IPs. No person other than persons registered as IPs with the IBBI can act as IP. Further, Insolvency Professional Entities are neither enrolled as member of an IPA nor registered as IP with the IBBI and cannot act as IPs under the Code.

NCLT

NCLT is suppression of its earlier order dated 06-07-2016 has issued an Order dated 12-06-2017 amending the division of work between Division and Single Bench of NCLT. Accordingly all benches of NCLT, whether Division or Single Bench shall exercise equal powers for disposing the cases related to the Companies Act, 2013 and Insolvency & Bankruptcy Code, 2016. Further, the cases shall be equally distributed among the Benches at the same station. This Order shall come into force w.e.f 13-06-2017.

News from NIRC of ICSI

NIRC of ICSI cordially invites all its members for International Yoga Day Celebration under the guidance of CS Sudhir Jain on Wednesday, the 21st June, 2017 from 9.00 am onwards at ICSI-NIRC Building, 4, Prasad Nagar Institutional Area, New Delhi – 110005. No Participation Fees.

Corporate Updates – 19-06-2017

MCA – IBBI

Insolvency and Bankruptcy Board of India notifies Fast Track Insolvency Resolution Process for Corporate Persons Regulations. The Insolvency and Bankruptcy Board of India (Fast Track Insolvency Resolution Process for Corporate Persons) Regulations, 2017 which shall come into force on June 14, 2017. These regulations provide the process from initiation of insolvency resolution of eligible corporate debtors till its conclusion with approval of the resolution plan by the Adjudicating Authority. The process in these cases shall be completed within a period of 90 days, as against 180 days in other cases. However, the Adjudicating Authority may, if satisfied, extend the period of 90 days by a further period up to 45 days for completion of the process. The Ministry of Corporate Affairs has notified the relevant sections 55 to 58 of the Insolvency and Bankruptcy code,2016 pertaining to the Fast Track Process and also notified that fast track process shall apply to the following categories of corporate debtors, a small company, a Startup or an unlisted company with total assets, not exceeding Rs.1 crore

MCA

MCA vide its Notice dated June 17, 2017 has confirmed that Form DIR-5 will be deployed as an E-Form for filing purposes with effect from June 21, 2017. Stakeholders who wish to surrender their DINs are required to file this Form DIR-5 instead of it being filed as an attachment to Form RD-1. Currently Form DIR-5 is required to be filed under Rule 11 of the Rules which deals with Cancellation, Surrender or Deactivation of DIN. Form DIR-5 will be a separate E-form instead of an attachment to existing Form RD-1 w.e.f. June 21, 2017.