Buzz on Corporate Laws, an eNewsletter of P. K. Pandya & Co.: July 2014 Part 1 issue - covers legal updates. To subscribe http://newsletter.pkpandya.com/?p=subscribe&id=1
Latest Companies (Accounts) Amendment Rules, 2016
Greatest relief to Unlisted companies and its auditors - No need to prepare consolidated financial statements. Please refer notification below
SEBI
1. Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) (Second Amendment) Regulations, 2016
2. Securities and Exchange Board of India (Foreign Portfolio Investors) (Amendment) Regulations, 2016
TAXATION
1. CBDT revises format of Issue of Income Tax Notices U/s. 143(2)
2. Clarification regarding TDS on Interest paid by IFSC Banking Units
3. CBDT directs officials to not to disclose info received under IDS,2016
4. Delhi Value Added Tax (Amendment) Act, 2016
Latest Companies (Accounts) Amendment Rules, 2016
Greatest relief to Unlisted companies and its auditors - No need to prepare consolidated financial statements. Please refer notification below
SEBI
1. Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) (Second Amendment) Regulations, 2016
2. Securities and Exchange Board of India (Foreign Portfolio Investors) (Amendment) Regulations, 2016
TAXATION
1. CBDT revises format of Issue of Income Tax Notices U/s. 143(2)
2. Clarification regarding TDS on Interest paid by IFSC Banking Units
3. CBDT directs officials to not to disclose info received under IDS,2016
4. Delhi Value Added Tax (Amendment) Act, 2016
The Ministry of Corporate Affairs (MCA) vide notification no. S.O. 1932(E) and S.O.1933(E)dated June 1, 2016 notified constitution of the National Company Law Tribunal (NCLT) and the National Company Law Appellate Tribunal (NCLAT).
For more information visit here : http://www.nclt.in
OBJECTIVE
Companies in Singapore are governed by the laws of Companies Act (the Act), originally enacted in 1967 and which has undergone significant amendments in 2014 and 2017. The Accounting and Corporate Regulatory Authority (ACRA) is the national regulator of business entities and corporate service providers in Singapore. A foreign company may carry on business in Singapore by transferring that Company’s registration from foreign country to Singapore or by registering the branch of the foreign Company in Singapore. In this webinar, transfer of registration of foreign corporate entity to Singapore is covered. The provisions of Transfer of Registration are governed by Part XA of the Act read with Companies (Transfer of Registration) Regulations 2017.
Facebook completes WhatsApp acquisition, CEO Jan Koum agrees to $1 base salaryHarrison Weber
As expected, Facebook today closed its $19 billion acquisition of WhatsApp following approval from European regulators.
Details: http://venturebeat.com/2014/10/06/facebook-completes-whatsapp-acquisition-ceo-jan-koum-agrees-to-1-base-salary/
The President of India has given its assent to the Companies (Amendment) Bill, 2019, which further amends the Companies Act, 2013 (the Act). The Companies (Amendment) Bill, 2019 has been now published in the Official Gazette on 31 July 2019 as the Companies (Amendment) Act, 2019 (the
Amendment Act).
The Amendment Act has taken into consideration the amendments that were originally notified in the Companies (Amendment) Ordinance, 2018 which was promulgated by the President on 2 November 2018, and then retained in effect through the Companies (Amendment) Ordinance Act, 2019 and the Companies (Amendment) Second Ordinance, 2019 promulgated by the President on 12 January 2019 and 21 February 2019, respectively.
Jai prakash Associate Court Order For Fixed Deposit Repayment atul baride
This the court case order in Case of Fixed Deposit Investor Refund of the Investment. Jaiprakash Associate and others are old players in company FD Market. The Few Percentile of higher interest attracted many investor
OBJECTIVE
Winding up is the final stage in the business cycle of a company. It is the process of closing down the legal existence of a company. It can be done either by the company on its own (voluntary winding up) or by an order passed by the Tribunal (compulsory winding up). The webinar covers the aspects of various provisions relating to debts and claims against the company as enshrined in Companies Act, 2013 read with Companies (Winding up) Rules, 2020.
Buzz on Corporate Laws: eNewsletter: May 2014 issuePrakash Pandya
Buzz on Corporate Laws, an eNewsletter of P. K. Pandya & Co.: May 2014 issue - covers legal updates. To subscribe http://newsletter.pkpandya.com/?p=subscribe&id=1
The Ministry of Corporate Affairs (MCA) vide notification no. S.O. 1932(E) and S.O.1933(E)dated June 1, 2016 notified constitution of the National Company Law Tribunal (NCLT) and the National Company Law Appellate Tribunal (NCLAT).
For more information visit here : http://www.nclt.in
OBJECTIVE
Companies in Singapore are governed by the laws of Companies Act (the Act), originally enacted in 1967 and which has undergone significant amendments in 2014 and 2017. The Accounting and Corporate Regulatory Authority (ACRA) is the national regulator of business entities and corporate service providers in Singapore. A foreign company may carry on business in Singapore by transferring that Company’s registration from foreign country to Singapore or by registering the branch of the foreign Company in Singapore. In this webinar, transfer of registration of foreign corporate entity to Singapore is covered. The provisions of Transfer of Registration are governed by Part XA of the Act read with Companies (Transfer of Registration) Regulations 2017.
Facebook completes WhatsApp acquisition, CEO Jan Koum agrees to $1 base salaryHarrison Weber
As expected, Facebook today closed its $19 billion acquisition of WhatsApp following approval from European regulators.
Details: http://venturebeat.com/2014/10/06/facebook-completes-whatsapp-acquisition-ceo-jan-koum-agrees-to-1-base-salary/
The President of India has given its assent to the Companies (Amendment) Bill, 2019, which further amends the Companies Act, 2013 (the Act). The Companies (Amendment) Bill, 2019 has been now published in the Official Gazette on 31 July 2019 as the Companies (Amendment) Act, 2019 (the
Amendment Act).
The Amendment Act has taken into consideration the amendments that were originally notified in the Companies (Amendment) Ordinance, 2018 which was promulgated by the President on 2 November 2018, and then retained in effect through the Companies (Amendment) Ordinance Act, 2019 and the Companies (Amendment) Second Ordinance, 2019 promulgated by the President on 12 January 2019 and 21 February 2019, respectively.
Jai prakash Associate Court Order For Fixed Deposit Repayment atul baride
This the court case order in Case of Fixed Deposit Investor Refund of the Investment. Jaiprakash Associate and others are old players in company FD Market. The Few Percentile of higher interest attracted many investor
OBJECTIVE
Winding up is the final stage in the business cycle of a company. It is the process of closing down the legal existence of a company. It can be done either by the company on its own (voluntary winding up) or by an order passed by the Tribunal (compulsory winding up). The webinar covers the aspects of various provisions relating to debts and claims against the company as enshrined in Companies Act, 2013 read with Companies (Winding up) Rules, 2020.
Buzz on Corporate Laws: eNewsletter: May 2014 issuePrakash Pandya
Buzz on Corporate Laws, an eNewsletter of P. K. Pandya & Co.: May 2014 issue - covers legal updates. To subscribe http://newsletter.pkpandya.com/?p=subscribe&id=1
Buzz on Corporate Laws: eNewsletter: July 2014 Part 2 issuePrakash Pandya
Buzz on Corporate Laws, an eNewsletter of P. K. Pandya & Co.: July 2014 Part - 2 issue - covers legal updates. To subscribe http://newsletter.pkpandya.com/?p=subscribe&id=1
Buzz on Corporate Laws: eNewsletter: June 2014 issuePrakash Pandya
Buzz on Corporate Laws, an eNewsletter of P. K. Pandya & Co.: June 2014 issue - covers legal updates. To subscribe http://newsletter.pkpandya.com/?p=subscribe&id=1
Buzz on Corporate Laws: eNewsletter: December 2014 issuePrakash Pandya
Buzz on Corporate Laws, an eNewsletter of P. K. Pandya & Co.: December 2014 issue - covers legal updates. To subscribe http://newsletter.pkpandya.com/?p=subscribe&id=1
Buzz on Corporate Laws: eNewsletter: April 2014 issuePrakash Pandya
Buzz on Corporate Laws, an eNewsletter of P. K. Pandya & Co.: April 2014 issue - covers legal updates. To subscribe http://pkpandya.hosted.phplist.com/lists/?p=subscribe&id=1
Buzz on Corporate Laws: eNewsletter: September 2014 issuePrakash Pandya
Buzz on Corporate Laws, an eNewsletter of P. K. Pandya & Co.: September 2014 issue - covers legal updates. To subscribe http://newsletter.pkpandya.com/?p=subscribe&id=1
Adam smith is a political economist and pioneer of moral philosopher. this presentation is about brief information on management work of ADAM and achievements of his career.
Refonte de site web : cas pratique - site du master INICédric Mouats
Le projet RESIN (REfonte du Site Master INI) s’inscrit dans le cadre d’une nouvelle stratégie de communication valorisant le Master 2 INI se déroulant au CESS d’Epinal. Il consiste à construire une nouvelle interface Web mettant en valeur la richesse de son contenu/cursus et des profils variés des étudiants qui y sont intégrés.
Ce document présente les démarche de gestion de ce projet web, depuis l'établissement du cahier des charges, la répartition des tâches et la planification de la réalisation. Ce document est une référence dans la gestion de projet, de l'analyse des besoin jusqu'à la réalisation.
NO. FJ2 (49)/2021-LEGIS) THE LEGISLATION WAS RECEIVED ON DECEMBER 1, 2021 AFTER BEEN APPROVED BY THE PARLIAMENT HEREAFTER PROMULGATED ON DECEMBER 04, 2021 CALLED AS THE COMPANIES (AMENDMENT) ACT, 2021.
National Company Law Tribunal By AAKASH TIWARIAAKASH TIWARI
NCLT introduction, its role, what are the previous tribunal and there powers, what are the new opportunity comes, notification of NCLT on 1st July, 2016, its sections, constitution etc.
SEBI(LODR) Regulations, 2015- Obligations on listing of specified securities-...DVSResearchFoundatio
Key Takeaways:
- Meetings of shareholders and their voting
- Change in name of the listed entity
- Dissemination of information on website and in newspapers
The NCLT provides complete coverage of the Companies Act 2013, Companies Act 1956 and related rules, notifications, circulars, orders, forms etc.
https://www.nclt.in/about.php
What are the key elements of the companies (amendment) bill, 2020DVSResearchFoundatio
Key Takeaways:
Salient features of the Bill
Decreminalisation of offences
Initiatives on ease of living to law abiding corporates
Relaxations under various provisions of the Act
Due to the rapid spread of the novel coronavirus disease (COVID-19), India was forced to suspend most of its economic activities, considerably impacted the economy. Given that, suspension of economic activities may trigger debt defaults, the Government attempted to provide various reliefs to business.
Universal Legal's (http://www.universal-legal.com/) September, 2016 Edition of LEY BOLETIN contains Overview of the Amendments to the Share Capital and Debenture Rules, 2016; FEMA Regulations, 2016; SEBI Circular on CAS as well as snippets of other key legal updates.
Universal Legal's (http://www.universal-legal.com/) September, 2016 Edition of LEY BOLETIN contains Overview of the Amendments to the Share Capital and Debenture Rules, 2016; FEMA Regulations, 2016; SEBI Circular on CAS as well as snippets of other key legal updates, which you would not want to miss.
In 2020, the Ministry of Home Affairs established a committee led by Prof. (Dr.) Ranbir Singh, former Vice Chancellor of National Law University (NLU), Delhi. This committee was tasked with reviewing the three codes of criminal law. The primary objective of the committee was to propose comprehensive reforms to the country’s criminal laws in a manner that is both principled and effective.
The committee’s focus was on ensuring the safety and security of individuals, communities, and the nation as a whole. Throughout its deliberations, the committee aimed to uphold constitutional values such as justice, dignity, and the intrinsic value of each individual. Their goal was to recommend amendments to the criminal laws that align with these values and priorities.
Subsequently, in February, the committee successfully submitted its recommendations regarding amendments to the criminal law. These recommendations are intended to serve as a foundation for enhancing the current legal framework, promoting safety and security, and upholding the constitutional principles of justice, dignity, and the inherent worth of every individual.
How to Obtain Permanent Residency in the NetherlandsBridgeWest.eu
You can rely on our assistance if you are ready to apply for permanent residency. Find out more at: https://immigration-netherlands.com/obtain-a-permanent-residence-permit-in-the-netherlands/.
ALL EYES ON RAFAH BUT WHY Explain more.pdf46adnanshahzad
All eyes on Rafah: But why?. The Rafah border crossing, a crucial point between Egypt and the Gaza Strip, often finds itself at the center of global attention. As we explore the significance of Rafah, we’ll uncover why all eyes are on Rafah and the complexities surrounding this pivotal region.
INTRODUCTION
What makes Rafah so significant that it captures global attention? The phrase ‘All eyes are on Rafah’ resonates not just with those in the region but with people worldwide who recognize its strategic, humanitarian, and political importance. In this guide, we will delve into the factors that make Rafah a focal point for international interest, examining its historical context, humanitarian challenges, and political dimensions.
A "File Trademark" is a legal term referring to the registration of a unique symbol, logo, or name used to identify and distinguish products or services. This process provides legal protection, granting exclusive rights to the trademark owner, and helps prevent unauthorized use by competitors.
Visit Now: https://www.tumblr.com/trademark-quick/751620857551634432/ensure-legal-protection-file-your-trademark-with?source=share
NATURE, ORIGIN AND DEVELOPMENT OF INTERNATIONAL LAW.pptxanvithaav
These slides helps the student of international law to understand what is the nature of international law? and how international law was originated and developed?.
The slides was well structured along with the highlighted points for better understanding .
Responsibilities of the office bearers while registering multi-state cooperat...Finlaw Consultancy Pvt Ltd
Introduction-
The process of register multi-state cooperative society in India is governed by the Multi-State Co-operative Societies Act, 2002. This process requires the office bearers to undertake several crucial responsibilities to ensure compliance with legal and regulatory frameworks. The key office bearers typically include the President, Secretary, and Treasurer, along with other elected members of the managing committee. Their responsibilities encompass administrative, legal, and financial duties essential for the successful registration and operation of the society.
Car Accident Injury Do I Have a Case....Knowyourright
Every year, thousands of Minnesotans are injured in car accidents. These injuries can be severe – even life-changing. Under Minnesota law, you can pursue compensation through a personal injury lawsuit.
Military Commissions details LtCol Thomas Jasper as Detailed Defense CounselThomas (Tom) Jasper
Military Commissions Trial Judiciary, Guantanamo Bay, Cuba. Notice of the Chief Defense Counsel's detailing of LtCol Thomas F. Jasper, Jr. USMC, as Detailed Defense Counsel for Abd Al Hadi Al-Iraqi on 6 August 2014 in the case of United States v. Hadi al Iraqi (10026)
1. P. K. PANDYA & CO.
Practising Company Secretary
www.pkpandya.com
BUZZ ON CORPORATE LAWS
July 2014
Contents
THE COMPANIES ACT, 2013.............................................................................................................2
Status of notification of Rules and orders.......................................................................................2
New Circulars of MCA:.........................................................................................................................7
Reserve Bank of India..............................................................................................................................7
Amendment in Foreign Exchange Management (Permissible Capital Account Transactions)
Regulations, 2000.............................................................................................................................7
Amendment in Foreign Exchange Management (Transfer or Issue of Security by a Person
Resident outside India) Regulations, 2000.....................................................................................7
Issue of Partly Paid Shares and Warrants by Indian Company to Foreign Investors.................8
Restoration of limit of Financial Commitment (FC)/ Overseas Direct Investments (ODI) by
Indian Party .......................................................................................................................................8
Revised Pricing Guidelines for issue/transfer of shares or convertible debentures....................9
Reporting under FDI Scheme – Switch over of NIC codes...........................................................9
SEBI.......................................................................................................................................................9
Circular on extension of timeline for alignment of employee benefit schemes with the SEBI
(ESOS and ESPS) Guidelines, 1999 ..............................................................................................9
Trade Marks ..........................................................................................................................................10
Amendment to TM Rules...................................................................................................................10
2. P. K. PANDYA & CO.
www.pkpandya.com
THE COMPANIES ACT, 2013
Status of notification of Rules and orders
Following rules are modified:
1. The Companies (Specification of definition details) Amendment Rules, 2014
[Chapter I]
It proposes to modify this rules as under:
In Rule3 after the words ‘a director’ the words ‘other than independent director’,
shall be inserted.
pkpandya’s Comment: ‘Related Party’ not to include an independent Director of
holding company or his relatives.
For copy of the proposed amendment to Rules, click here
2. The Companies (Miscellaneous) Amendment Rules, 2014 [Chapter 29II]
New Rule11 shall be inserted w.e.f 17th
July, 2014 namely:
Rule 11 Applications or forms pending before Central Government, Regional
Director or Registrar of companies.-
Any application or form filed with the Central Government or Regional Director or
Registrar (hereinafter referred to as 'the authority') prior to the commencement of
these rules but not disposed of by such authority for want of any information or
document shall, on its submission, to the satisfaction of the authority, be disposed
of in accordance with the rules made under the Companies Act, 1956 (1 of1956).
pkpandya’s Comment: Newly inserted rule 11, is clarificatory in nature and is
important. However, its legality is questionable, since section 465 of the Act is not
brought to force and hence legally the Companies Act 1956 is not repealed (!?)
and doubt arises about applicability of Section 6 of the General Clauses Act (in the
absence of repeal of the old law!!). Hence doubt also arises about applicability of
section 465(2) (k) of the new law, which provides that application under Companies
Act 1956 with ROC, RD or MCA shall be cleared by them under old law. It is
understood that many applications are pending with MCA and are not processed
sans this clarification. This, hopefully, will enable officers at ROC, RD and MCA
offices to clear all pending applications under the old law (or should I say yet to be
repealed law, whose application is stopped with administrative directions!).
3. P. K. PANDYA & CO.
www.pkpandya.com
For copy of Rule, click here
3. The Companies (Prospectus and Allotment of Securities) Amendment Rules,
2014 [Chapter 3]
The following proviso shall be inserted in sub-rule (2) of Rule 14 after the
second proviso w.e.f. 30th
June, 2014:
Provided also that in case of an offer or invitation for non-convertible debentures
referred to in the second proviso, made within a period of six months from the date
of commencement of these rules, the special resolution referred to in the second
proviso may be passed within the said period of six months from the date of
commencement of these rules.
pkpandya’s Comment: Rule 14 deals with private placement of securities. It
mandates, inter alia, prior approval of shareholders by way of special resolution
for ‘each’ offer or invitation. By second proviso to the Rule 14, an exception is
carved out for private placement of Non-convertible Debentures (‘NCD’), whereby
prior approval by special resolution of shareholders suffices for several offer or
invitation to be made during the year (instead of ‘each’ offer).
With insertion of aforesaid new third proviso w.e.f. 30 June 2014, approval of
members by special resolution can be obtained on or before 30 September 2014
for private placement of NCD to be made on or before 30 September 2014. Thus,
prior approval of shareholders is not necessary for a limited time for private
placement of NCD.
For copy of Rule, click here
4. The Companies (Cost Records and Audit) Rules, 2014 are notified w.e.f. 30th
June, 2014
For the copy of Rule, Click here
5. The Companies (Management and Administration) Amendment Rules, 2014
[Chapter 7]
After Sub-rule 1 of Rule 20 the following proviso shall be inserted
Provided that the company may provide the facility referred to in this sub-rule on
or before the 1st
day of January, 2015
4. P. K. PANDYA & CO.
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The words ‘which provides’ shall be substituted for the words ‘which opt to
provides’ in Sub-rule 3 of Rule 20.
pkpandya’s Comment: Amendment to Rule 20(1) is to defer mandatory electronic
voting till 31 December 2014.
Rule 20(3) amended to align with Rule 20(1). Prior to amendment, Rule 20(3) gave
impression that e-voting is not mandatory. However, for companies whose equity
are listed on stock exchange(s) in India, clause 35B mandates providing of e-voting
facility where postal ballot is offered.
For copy of Rule, click here
6. The Companies (Share Capital and Debentures) Amendment Rules, 2014. –
w.e.f. 18 June 2014 [Chapter 4]
In rule 4, after sub-rule (6), for the Explanation, the following Explanation shall be
substituted, namely:-
“Explanation.- For the purposes of this rule it is hereby clarified that equity shares
with differential rights issued by any company under the provisions of the
Companies Act, 1956 (1 of 1956) and the rules made thereunder, shall continue
to be regulated under such provisions and rules.”.
pkpandya’s Comment: This is a big relief for companies who have issued shares
with differential voting rights under the Companies Act 1956. It would be governed
by the provisions of the Act of 1956 and Rules framed thereunder. Earlier,
explanation to Rule 4 stated that until shares with differential voting rights issued
under Companies Act 1956 are converted into shares with differential voting rights
under the Companies Act 2013, they would continue.
In rule 13,
a. in sub-rule (2), after clause (j), the following Explanation shall be inserted,
namely:-
“Explanation. - For the purposes of these rules, it is hereby clarified that, till a
registered valuer is appointed in accordance with the provisions of the Act, the
valuation report shall be made by an independent merchant banker who is
registered with the Securities and Exchange Board of India or an independent
Chartered Accountant in practice having a minimum experience of ten years”.;
pkpandya’s Comment: For unlisted companies making preferential offer,
need to offer it at a price determined by valuation report – whether issued for
cash or not. Until registered valuer are notified, valuation report is required to
be obtained from the category stated in the explanation above.
5. P. K. PANDYA & CO.
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b. after sub-rule (2), the following sub-rule shall be inserted, namely:-
“(3) The price of shares or other securities to be issued on preferential basis
shall not be less than the price determined on the basis of valuation report of a
registered valuer.”
pkpandya’s Comment: Rule 13 (2) (g) requires price shall be determined
based on valuation report. It doesn’t prohibit issue of shares at lower than the
price discovered under valuation report. W.e.f. 18 June 2014, price of
preferentially issued securities shall be equal or more than the price discovered
under valuation repot.
In rule 18,
a. in sub-rule (1), in clause (a), for the proviso, the following proviso shall be
substituted, namely:-
“Provided that the following classes of companies may issue secured
debentures for a period exceeding ten years but not exceeding thirty years,
i. Companies engaged in setting up of infrastructure projects;
ii. ‘Infrastructure Finance Companies’ as defined in clause (viia) of sub-
direction (1) of direction 2 of Non-Banking Financial (Non-deposit
accepting or holding) Companies Prudential Norms (Reserve Bank)
Directions, 2007;
iii. ‘Infrastructure Debt Fund Non-Banking Financial companies’ as defined
in clause of
(b) direction 3 of Infrastructure Debt Fund Non-Banking Financial
Companies (Reserve Bank) Directions, 2011”.
pkpandya’s Comment: Life span of secured debenture is fixed at 10 years. An
exception is provided to aforesaid categories, where it can be for a period upto 30
years.
b. in sub-rule (7), in clause (b), in sub-clause (ii), after the letters, brackets, words
and figures “RBI (Amendment) Act, 1997”, the words “and for Housing Finance
Companies registered with the National Housing Bank” shall be inserted
pkpandya’s Comment: Housing Finance Companies are placed at par with
NBFCs for creation of DRR.
For copy of Rule, click here
6. P. K. PANDYA & CO.
www.pkpandya.com
7. The companies (Declaration and Payment of Dividend) Rules, 2014 [Chapter
8]
For Sub-rule 5 of Rule 3 following rule shall be substituted:
No Companies shall declare dividend unless carried over previous losses and
depreciation not provided in previous year(s) are set off against profits of the
company of the current year.
pkpandya’s Comment: Earlier Rule 3(5) was ambiguous. It is now made clear
that before payment of dividend, companies need to set off previous year(s) carried
forward losses and depreciation against profit of the year.
For copy of Rule, click here
8. The Companies (Meetings and Powers of Board) Rules, 2014 [Chapter 12]
In rule 6, after the explanation, the following shall be inserted, namely:-
Provided that public companies covered under this rule which were not required to
constitute Audit Committee under section 292A of the Companies Act, 1956 (1 of
1956) shall constitute their Audit Committee within one year from the
commencement of these rules or appointment of independent directors by them,
whichever is earlier.
Provided further that public companies covered under this rule shall constitute their
Nomination and Remuneration Committee within one year from the
commencement of these rules or appointment of independent directors by them,
whichever is earlier.
pkpandya’s Comment: The Act permits appointment of Independent Directors
within a year, however no such breathing was provided for constitution of Audit
Committee (which comprises of independent directors). Hence this amendment is
brought.
(Above notification has two errors. Principal notification number referred is wrong.
Even name of the rules referred is wrong. The correct name of the Rules is ‘the
Companies (Meetings of Board and its Powers) Rules, 2014’. It is {wrongly} called
as the Companies (Meetings and Powers of Board) Amendment Rules, 2014’!)
For copy of Rule, click here
7. P. K. PANDYA & CO.
www.pkpandya.com
9. The Companies (Appointment and Remuneration of Managerial personnel)
Rules, 2014 [Chapter 13]
After Rule 8 following Rule 8A shall be inserted:
8A. Appointment of Company Secretaries in companies not covered under rule
8.—
A company other than a company covered under rule 8 which has a paid up share
capital of five crore rupees or more shall have a whole-time company secretary.”
New Circulars of MCA:
It will be covered in next issue of e-newsletter (so as to keep number of pages of this
newsletter limited).
Reserve Bank of India
Amendment in Foreign Exchange Management (Permissible Capital Account
Transactions) Regulations, 2000
The limit on drawl of foreign exchange by a resident individual for a capital account
transaction has been increased from USD 75000 to USD 125000 per financial year.
[Notification No. FEMA. 311/2014-RB dated June 24, 2014] For the RBI notification, click
here
Amendment in Foreign Exchange Management (Transfer or Issue of Security by a
Person Resident outside India) Regulations, 2000
Foreign Exchange Management (Transfer or Issue of Security by a Person Resident
outside India) Regulations, 2000 has been amended vide this notification.
Warrants in addition to the shares or convertible debentures could be issued by an Indian
Company to a person resident outside India.
Wherever the words “shares or convertible debentures” appears, the words “shares or
convertible debentures or warrants” has been substituted in the said regulations.
8. P. K. PANDYA & CO.
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[Notification No. FEMA. 308/2014-RB dated June 30, 2014] For the RBI notification, click
here
Issue of Partly Paid Shares and Warrants by Indian Company to Foreign Investors
Equity shares or compulsorily and mandatorily convertible preference shares/debentures
containing an optionality clause but without any option/ right to exit at an assured price
were recognized as FDI compliant instruments.
Now, partly paid equity shares and warrants issued under the Companies Act, 2013 and
the SEBI guidelines shall also be recognized as eligible instruments for the purpose of
FDI and foreign portfolio investment (FPI) by Foreign Institutional Investors
(FIIs)/Registered Foreign Portfolio Investors(RFPIs) subject to compliance with FDI and
FPI schemes
Thus, an Indian Company can issue party paid equity shares and warrants subject to
compliance with several conditions.
NRIs shall also be eligible to invest on non - repatriation basis in the above securities in
accordance with the provisions of the Companies Act/ SEBI guidelines / Income tax
provisions, as applicable.
[A.P. (DIR Series) Circular No. 3 dated July 14, 2014] For the RBI circular, click here
Restoration of limit of Financial Commitment (FC)/ Overseas Direct Investments
(ODI) by Indian Party
RBI has decided to restore the limit of Overseas Direct Investment/Financial Commitment
(i.e. 400% of the net worth) to be undertaken by an Indian Party under the automatic
route. But if an Indian party undertakes any financial commitment exceeding USD 1 billion
or its equivalent in any financial year, then in that case the Indian party is required to
obtain prior approval of the Reserve Bank even if the total financial commitment is within
the eligible limit i.e. 400% of the net worth.
[A.P. (DIR Series) Circular No.1 dated July 3, 2014] For the RBI Circular, click here
9. P. K. PANDYA & CO.
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Revised Pricing Guidelines for issue/transfer of shares or convertible debentures
In order to provide greater freedom and flexibility to the parties concerned under the FDI
framework, the revised pricing guidelines has been notified for the purpose of
issue/transfer of shares or convertible debentures. Now, the pricing of shares shall be
done as per any internationally accepted pricing methodology for valuation of shares on
arm’s length basis instead of discounted free cash flow method in case of shares of an
unlisted company.
[A. P. (DIR Series) Circular No. 4 dated July 15, 2014] For the RBI circular, click here
Reporting under FDI Scheme – Switch over of NIC codes
DIPP, Ministry of Commerce vide Press Note 4 dated 26th
June, 2014 has decided to
switch over to the National Industrial Classification (NIC) 2008 from the NIC 1987 version
for the purpose of classification of activities under the industrial classification system.
Indian companies are henceforth required to report the NIC codes as per NIC 2008
version in Form FC-GPR and Form FC-TRS
RBI has also introduced a uniform State and District Code list for reporting of FDI details
in Form FC-GPR.
[A.P. (DIR Series) Circular No. 6 dated July 18, 2014] For the RBI circular, click here.
SEBI
Circular on extension of timeline for alignment of employee benefit schemes with
the SEBI (ESOS and ESPS) Guidelines, 1999
SEBI vide its circular dated November 29, 2013 had extended the time limit for alignment
of employee benefit schemes with the SEBI (ESOS and ESPS) Guidelines, 1999 till June
30, 2014.
Now, SEBI has extended the above mentioned time limit till the new regulations shall
come into force as and when notified. Thus, the prohibition on acquiring securities from
10. P. K. PANDYA & CO.
www.pkpandya.com
the secondary market shall continue till the existing schemes are aligned with the new
regulations.
For the Circular, click here.
Trade Marks
Amendment to TM Rules
The Government of India has notified the Trademark (Amendment) Rules, 2014 vide
gazette notification G.S.R. 555(E) dated August 01, 2014. The Government hereby
makes the following amendments to the Trademark Rules, 2002:
(i) The official fee for filing of trademark application in one class has been increased from
Rs. 3500 to Rs. 4000 effective from the date of notification.
(ii) The official filing fee for expedited examination has also been increased from Rs.12,
500 to Rs. 20,000 effective from the date of notification.
The Trademark Office vide Public Notice no. CG/Public Notice/2014-15/51 dated August
7, 2014 has notified that all the agents/applicants who have filed the trademark
applications after August 1, 2014 will have to pay the deficient fee by September 30,
2014. The receipt of deficient fee after the aforementioned date shall result in shifting of
the filing date to the date of payment of the deficiency.