Related Parties could be any KMP (Key Managerial Personnel), stockholder or a related corporation. The existence of a large number of family owned business houses in India has also contributed to the natural occurrence of related party transactions. At their very outset, contracts or agreements with related parties are viewed sceptically, the reason being preconceived notion of being entered into on account of non-commercial considerations. After all, relationships do play an influential role in businesses as well.
Further, transactions with related parties are taken as one of the most common tool of 'tax management'. At times, the Company’s funds get diverted for personal gains of the directors & other related persons. Few cases such as Enron, Satyam and WorldCom have clearly highlighted the potential conflict of interests between the Company and its stakeholders as a result of undisclosed RPTs.
Though effective laws and regulations have now been implemented to ensure better transparency, but keeping a closer check over such transactions still remains the need of hour.Most of the provisions under the dealing Section 188 of the Companies Act 2013 are quite similar to the ones laid down under Sections 297 and 314 of the Companies Act, 1956. Some of the key changes envisaged in the Act 2013 include a broader ambit of transactions such as leasing of property of any kind, appointment of any agent for purchase and sale of goods, services or property. Compulsory disclosure requirements have now been laid down under the new Act, failing which, stricter provisions of penalty & imprisonment would be applicable.
Let us try to understand the audit perspective of identifying the checks & reporting of related party transactions under various Indian laws - Companies Act 2013, Accounting Standard 18, SEBI’s Corporate Governance norms and the Income Tax Act, 1961.