Corporate Updates – 19-09-2014

MCA:

The Central Government has constituted an Advisory Committee to be called the National Advisory Committee on Accounting Standards, consisting of the various persons repute to advise the Central Government on the formulation and laying down of accounting policies and accounting standards for adoption by companies or class of companies under the said Act. All the members of the committee shall hold office for a period of one year from the date of publication of this notification in the Official Gazette or till the constitution of National Financial Reporting Authority (NFRA) under section 132 of the Companies Act, 2013, whichever is earlier.

CBDT:

CBDT after extending the last date for submission of Returns has now extended the last date for payment of second instalment of advance tax for companies and first instalment of advance tax for others for FY 2014-15 (AY 2015-16) from 15th September, 2014 to 15th December, 2014 in case of all the tax payers in the State of Jammu and Kashmir. These taxpayers can now pay their September 2014 instalment of advance tax by 15th December, 2014 without entailing any consequential interest for deferment.

Corporate Updates – 18-09-2014

MCA:

MCA has issued clarification with regard to the provision of Corporate Social Responsibility (CSR) under Section 135 of the Companies Act, 2013. In continuation of the General Circular No. 21 of 2014 dated 18-06-2014, Rule 4(6) of the relevant rules as notified on 27-02-2014 has been amended on 12-09-2014 and consequently, clarification (iv) regarding salaries paid to the regular CSR staff as prescribed in Circular 21 stands omitted.

RBI:

RBI has now allowed an Indian company under the automatic route to issue equity shares against any other funds payable by the investee company, remittance of which does not require prior permission of the Government of India or Reserve Bank of India under FEMA, 1999 or any rules/ regulations framed or directions issued thereunder, provided that the equity shares shall be issued in accordance with the extant FDI guidelines on sectoral caps, pricing guidelines.

Corporate Updates – 16-09-2014

MCA:

MCA has amended the Companies (Corporate Social Responsibility Policy) Rules, 2014 which shall come into force on the date of its publication in the Official Gazette. In Rule 4, the overall ceiling on the expenditure on building of CSR Capacity including expenditure on Administrative Overhead cannot exceed 5% of the total expenditure on CSR. The overall expenditure of 5% will now also includes the expenditure on administration of the CSR activities.

SEBI:

SEBI has amended the Clause 49 (Corporate Governance) of the Listing Agreement and shall come into force w.e.f 01-10-2014. Based on the circulars & notification on matters related to Corporate Governance clarifying certain provisions of the Companies by the Ministry of Corporate Affairs, it has been decided to make certain amendments to Clause 49. The much required circular will help all listed companies to comply with the Companies Act, 2013 and listing agreement simultaneously.

Corporate Updates – 26-08-2014

MCA:

MCA vide its office order dated 25/08/2014 reshuffles with immediate effect the top level officers from one post to another. All the officers are directed to join at their new place of posting forthwith but not later than 31.08.2014 under intimation to the Ministry and concerned rds. The major reshuffle includes Shri. M M Juneja (ROC, Delhi & Haryana) who has been transferred to MCA Headquarters and Shri. D. Bandhopadhyay (ROC, Kolkata) who has been transferred to Delhi to serve as Delhi ROC from 25 August, 2014.

SEBI:

SEBI has now prescribed the revised formats for disclosure under Regulation 30 of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 which shall come into force with immediate effect. The copies of these above stated formats are available on SEBI website at www.sebi.gov.in under the categories “Legal Framework” and “Takeovers”.

Corporate Updates – 19-08-2014

MCA:

MCA has amended the Companies (Meetings of Board and its Powers) Rules, 2014, which may be called the Companies (Meetings of Board and its Powers) Second Amendment Rules, 2014 and shall come into force on the date of their publication in the official Gazette. Apart from some removing some technical irregularities in Rule 3 & 4, the rules were amended to substitute the “consideration of financial statement including consolidated financial statement, if any, to be approved by the Board under sub-section (1) of section 134 of the Act” in place of “consideration of accounts”. Further in Rule 15, for Sub-Rule (3), read with first proviso to sub-section (1) of Section 188, new conditions & criteria(s) have been substituted for obtaining prior approval of the company by a special resolution for related party transactions.

International Accounting Standards Board (IASB):

The International Accounting Standards Board (IASB) has published ‘Equity Method in Separate Financial Statements by making Amendments to International Accounting Standards (IAS) – 27. The amendments reinstate the equity method as an accounting option for investments in subsidiaries, joint ventures and associates in an entity’s separate financial statements. The amendments are effective for annual periods beginning on or after 1 January 2016, with earlier application being permitted.

Corporate Updates – 14-08-2014

MCA:

Versions of the forms CHG-9, INC-1, INC -7 & MR-1 are likely to change w.e.f tomorrow i.e 15th August, 2014. Only new version of these eForms will be acceptable, stakeholders are requested to plan accordingly and ensure that you have downloaded the latest version for filing and uploading the latest version only. Form-wise date of last version change is available at on the website of MCA, to view & download, the list of all such Forms, Click Here.

SEBI:

SEBI Board met in New Delhi for its Board Meeting and took the decisions relating to the SEBI (Real Estate Investment Trusts) Regulations, 2014 thereby providing a framework for registration and regulation of Real Estate Investment Trusts, approved the SEBI (Infrastructure Investment Trusts) Regulations, 2014 thereby providing a framework for registration and regulation of Infrastructure Investment Trusts and decision on Granting single registration to stock brokers / clearing members for operating in all stock exchanges / clearing corporations. To view & download the complete proceeding, please Click Here.

Corporate Updates – 13-08-2014

MCA:

MCA has come out with Amnesty Scheme (CLSS – 2014) and has provided one time opportunity to all the defaulting companies and its directors has been given under the said scheme. It covers all the companies who have failed to file their annual reports, financial statements and related documents (A/R, B/S & SCC) which are due for filing upto 30th June 2014. Now, these can be filed upto 15th Oct 2014 with only 25% of the additional fees. Further Immunity from prosecution will be provided to Company and its directors and Directors will not be disqualified u/s 164(2) of the Companies Act, 2013. Copy of the Announcement is attached for your kind perusal & record.

MCA:

MCA has started a joint initiative with the help of three professional statutory bodies namely "The Institute of Chartered Accountants of India, The Institute of Company Secretaries of India and The Institute of Cost Accountants of India" called as Independent Directors Repository. The repository is under the active encouragement of the Ministry of Corporate Affairs, Government of India. This repository has been developed to facilitate the individuals who are eligible and willing to act as Independent Directors and also to facilitate Companies to select the persons who are eligible and willing to act as Independent Directors under section 150 of the Companies Act, 2013 and Rules made there under.

CLSS SCHEME – 2014.pdf

Corporate Updates – 12-08-2014

MCA:

MCA has come out with a list of companies who have not filed Form 5INV in the previous year. MCA has started displaying the list of Companies who have not filed Form 5INV, ROC wise and Consolidated list for all companies across India. This will help the companies to know whether they are required to file the Form 5 INV or not. However, the list of defaulting companies has been uploaded by some of the ROC’s only and few ROC’s are yet to upload the said list on the MCA website.

MIINISTRY OF EXTERNAL AFFAIRS:

To simplify the process of Passport Application, Ministry has decided to discontinue the requirement of attested photocopies of original documents in all the cases. The applicants, therefore, may submit self attested documents of all the original documents at the time of submission of their passport applications. Under the self certification method, original documents are required to be produced at the time of verification / final processing. Earlier, the Passport Offices were asking of documents attested by Gazette Officers only.

Corporate Updates – 06-08-2014

COPYRIGHT

Ministry of Human Resource Development, Department of Higher Education (Corporate Office) via a Notice dated 22/07/2014 has decided to close the Copyright Counter for receiving manual application from applicants w.e.f 01-08-2014 to promote the online facility for filing of Copyright Applications launched on 17/02/2014. All the Applicants/ attorneys are requested to submit the copyright application online on www.copyright.gov.in or to send the applications by Speed Post / Registered Post.

MCA

Ministry of Corporate Affairs in written reply to a question in the Rajya Sabha stated that Ministry has initiated to repeal the Companies (Donations to National Funds) Act, 1951 as the relevant provisions of the said Act have already been incorporated in the Companies Act, 2013. Section 181 and 183 of the Act allows companies to contribute to bonafide and charitable FUNDS and to national funds etc. This is subject to further elaborations and restrictions in the said sections. Following permission to establish Electoral Trust companies under the Income Tax Act, a company can also make contributions within the above limits and restrictions to ‘Electoral Trust Companies’ and reflect these contributions in their books of accounts.

Annual Membership Fees of ICSI

The Annual Membership and Certificate of Practice fee for the year 2014-15 becomes due for payment w.e.f. 1st April, 2014 and last date for payment of the same is 31st August, 2014. Members are requested to pay the fee before the last date. 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 2014-15. The annual membership fee for ACS : Rs. 1,125/-, for FCS : Rs. 1,500/- and certificate of practice fee is Rs. 1,000/-. Fees can be paid by cash / cheque / DD in favour of “The Institute of Company Secretaries of India” or Fees can be paid online after login.

Corporate Updates – 04-08-2014

MCA

MCA proposes to initiate a new central sector plan scheme "Corporate Data Management" during the current plan period With a total cost of the proposal over the proposed duration will be Rs. 33.94 Crore to be spent over 3 year period (2014-2017). NCA has been implementing an e-governance project, “MCA21” since 2006. It has fully automated the process of working and administration of the Companies Act. However, the utilization of the electronic information available in MCA repository is very limited. Only few Government organizations access some customized corporate sector data in response to their specific requests on ad-hoc/ felt-need basis from time to time. Clearly, therefore, this wealth of information is woefully underutilized. The draft memorandum for the standing finance committee for the scheme has been circulated to concerned ministries/departments for their comments, suggestions, etc. On the proposed scheme are invited from all stakeholders for consideration by the ministry.

RBI

RBI has decided that the all-in-cost ceiling as specified under External Commercial Borrowing (ECB) Policy will continue to be applicable till December 31, 2014 and is subject to review thereafter and all other aspects of ECB policy remain unchanged. AD Category-I banks may bring the contents of this circular to the notice of their constituents and customers concerned.

News from NIRC of ICSI

Today, the 4th August, 2014, NIRC of ICSI is organising Half Day Seminar on “APPLICABILITY OF VARIOUS LAWS – PLEADINGS & PRACTICE BEFORE CLB/NCLT UNDER COMPANIES ACT, 2013” at 3:00 PM to 07:00 PM at ICSI-NIRC Building, 4, Prasad Nagar Institutional Area, New Delhi. Fee : NIL; PCH – 2.