Corporate Updates – 29-09-2014

SEBI

SEBI has hereby, makes the regulations for Real Estate Investment Trusts and registration and regulation thereof with the name Securities & Exchange Board of India (Real Estate Investment Trusts) Regulations, 2014 which shall come into force on the date of their notification in the Official Gazette. According to these regulations, no person shall act as a Real Estate Investment Trusts unless it is registered with the Board under these regulations.

42nd Chief Justice of India

Justice HL Dattu was on Sunday sworn in as the Chief Justice of India. He was administered the oath of office by President Pranab Mukherjee. He is the 42nd Chief Justice of India and will be at the helms of the Indian judiciary till December 2, 2015. He succeeds Chief Justice RM Lodha who demitted office September 27. From 1983 onwards, he appeared in various capacities before the Karnataka High Court, including as a government pleader for Sales Tax department, standing counsel for Income Tax department and later as a government advocate. After being designated as a senior standing counsel for IT department in 1995, Justice Dattu was elevated as a judge of the Karnataka High Court. He was elevated as the Chief Justice of the Chhattisgarh High Court in February 2007 and shortly afterwards shifted in the same capacity to the Kerala High Court. He joined the Supreme Court as a judge in December 2008.

News from ICSI

The Council of the Institute of Company Secretaries of India has issued its Thirty Fourth Annual Report and audited statements of consolidated accounts along with the Auditors’ Report thereon for the year ended March 31, 2014. In this report, the programmes and activities organized and initiatives taken, subsequent to the above period, till the date of this report have also been included.

f18dQhb0S7ks8dDMPbW2n0x6l2B9gXrN7sKj6v4dZ0vW4XXSh02B89RbMdDNnlQFLCHW3gZt9M1k1H6H0?si=4861317216206848&pi=91805d83-6060-4a9d-e7c5-60dcfcfe0fdc

Corporate Updates – 25-09-2014

SEBI:

SEBI has amended and notified the Settlement of Administrative & Civil Proceedings (Amendment) Regulations, 2014 and shall come into force on the date of their publication in the Official Gazette. SEBI enhances fee for settlement of administrative and civil proceedings by two-folds, accordingly every applicant shall pay fees of Ten thousand rupees by a demand draft in favour of ‘Securities and Exchange Board of India" payable at Mumbai instead of earlier fee of Rs. 5,000/-.

DVAT:

DVAT Authorities have clarified that the waiving off of penalty under the Amnesty Scheme. If dealers have opted the Amnesty Scheme, then penalty should be waived off on payment of tax, interest stated in notice of assessment issued in Form DVAT-24. However, if preparation of records/accounts does not result into any tax deficiency and only penalty has been imposed for preparation of books of accounts in a false, misleading and deceptive manner, then penalty cannot be waived off under Amnesty Scheme. In such cases dealer is not eligible to seek relief under the scheme.

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 – 17-09-2014

CBDT:

CBDT considering the large scale devastation in the State of Jammu & Kashmir due to heavy rains & floods has extended the due date for filing of Income Tax Returns from 30th September, 2014 to 30th November, 2014 for all assessees in the State of J & K who were liable to file their Income Tax Returns by 30th September, 2014.

SEBI:

SEBI has decided to renew the recognition to MCX-SX for a period of one year commencing on the 16th day of September, 2014 and ending on the 15th day of September, 2015 subject to complying with conditions specified by SEBI from time to time. Further, the exchange is required to build its networth (undisputed) to the level as prescribed in SEBI (SECC) Regulations 2012 within a period of three months from the date of renewal of recognition and shall take immediate steps to rectify the deficiencies pointed out in the systems audit as well as special audit.

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 – 27-08-2014

SEBI:

The Central Government has amended the Securities (Regulation) Rules, 1957 which shall come into force on the date of their publication in the official gazette. In a move to maintain the uniformity among all the listed public sector companies, it is now mandated that every listed public sector company which has public shareholding below 25% on the date of commencement of, Securities (Regulation) (Second Amendment) Rules 2014, shall increase its public shareholding to atleast 25% within a period of 3 years in the manner as may be specified by SEBI.

CBEC

The Central Government has amended the CENVAT Credit Rules,2004, which shall be called as the Cenvat Credit (Seventh Amendment) Rules, 2014 and shall come into force on the date of their publication in the Official Gazette. In the CENVAT Credit Rules, 2004, in rule 12AAA, after the words “first stage and second stage dealer”, the words “provider of taxable service” shall be inserted.

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 – 20-08-2014

SEBI:

SEBI has released a Discussion Paper on Review of Clause 36 and related clauses of Equity Listing Agreement and to provide appropriate regulatory framework to assist listed entities to understand and comply with their disclosure obligations under Equity Listing Agreement / Regulations (proposed). The need for review was initiated on the basis of Examination of disclosures made by listed entities under Clause 36 and other related clauses over a period has brought out disparities in disclosures across listed entities and Stock Exchange(s), leading to unequal information being available with the investors. Market participants in various forums have also pointed out that Clause 36 in its present form only highlights certain ‘material events’ which are at best an indicative and a broad list.

RBI:

In order to broaden the network of sub-agents under the Money Transfer Service Schemes (MTSS), RBI has permitted Non-Deposit Accepting NBFCs with asset size of Rs. 100 Crore and above to act as sub-agents under MTSS. NBFCs desirous to act as sub-agents under the MTSS shall take prior approval from the concerned Regional Offices of the Reserve Bank of India. Further there shall be no co-mingling of the Indian agent’s funds with that of the NBFC’s funds and the Indian agent should maintain with a designated bank, a security deposit in favour of the NBFC sub-agent. No NBFC, acting as sub-agent, should appoint any other entity as its sub-agent.

Corporate Updates – 05-08-2014

SEBI

SEBI has advised stock exchanges to, put in place a system to monitor and review the compliance of listing conditions by listed companies. The Principles of Corporate Governance, inter-alia, provide that shareholders should have opportunity to participate effectively and vote in general shareholder meetings. In this regard, it is observed that some listed companies belonging to a common group have held their AGMs, with a time gap of 15 minutes between two AGMs. It is observed that allocation of 15 minutes for conducting AGM of a public listed company having more than one lakh shareholders does not appear to be adequate enough to facilitate a constructive discussion on various matters transacted at the AGM. In this regard all recognised stock exchanges are advised to step up and equip their monitoring framework to identify and monitor such practices and to ensure that requirements laid down by Principles of Corporate Governance in the revised Clause 49 of the Listing Agreement are followed in letter and spirit.

RBI

Central Government has issued clarification regarding Acquisition and Transfer of Immovable Property in India by Foreign Nationals. It has come to notice that foreign nationals are buying immovable property illegally in some parts of the country. It has also been observed that foreign nationals coming to India and staying beyond 182 day on a tourist or other visa meant for a certain period are illegally acquiring immovable property in India in violation of the extant rules and regulations under FEMA. To be treated as a person resident in India under FEMA a person has not only to satisfy the condition of the period of stay (being more than 182 days during the course of preceding financial year) but also his purpose of stay as well as the type of Indian visa granted to him to clearly indicate the intention to stay in India for an uncertain period. Further, person acquiring immovable property have to fulfill the requirements, if any, prescribed by the State authorities.

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 24 July 2014

MCA:  

MCA has extended the validity of 1930 reserved names which have expired as on the date of this circular is hereby extended upto 18th August, 2014. The letters of approval of name issued in respect of 9522 cases allow the applicants to use reserved names within 60 days of date of such intimation, however as per the new provision, the name is reserved for 60 days from the date of application. In view of this, MCA has extended the validity of 1930 of the above mentioned 9522 cases for reservations of names which have expired as on the date of this circular is hereby extended upto 18th August, 2014. Further, in case of 6864 cases where name have been reserved and are yet to be used, the time period as indicated in the letters of intimations is allowed.

SEBI: 

SEBI has issued clarification and extension of deadline with respect to circular on ‘Guidelines on disclosures, reporting and clarifications under AIF Regulations‘. The deadline for sending of annexure to the placement memorandum to the  investors under clause 2(a)(iii) is extended till August 31, 2014. With respect to disclosure of disciplinary history under clause 2(a)(ii), the same shall be applicable for the last 5 years and where monetary penalty is involved, in cases where such penalty is greater than Rs. 5 lakhs. With respect to disputed tax liabilities, the same shall not apply to liabilities in personal capacity of an individual. Contingent liabilities shall be as disclosed in books of accounts of the entity. For detailed circular, please Click Here.