Search This Blog

Thursday, January 22, 2015

Amendment to the Companies Act, 2013

Brief summary of the amendment to the Companies Act, 2013 as passed in the Lok sabha and is subject to approval by the Rajya Sabha. 

1. Minimum paid up capital - The minimum paid-up capital requirement for private and public limited company has been dispensed with. This would attract more entrepreneurs towards company form of business structure.
2. Common Seal- Common seal of the company has been made an optional requirement. This would facilitate the business process and remove the procedural time lapses which were caused to comply with the requirement of affixing common seal.
3. Board resolution- Finally, MCA has recognized that the board resolutions are internal documents and would not be open for inspection of the public through ROC. This would keep the safeguard the internal and commercial discussions and decisions from being open to the rivals.
4. Ordinary resolution for related party transactions- The requirement of approval from the shareholders has been relaxed from that of a special resolution to an ordinary resolution. 
5. Related party transactions with subsidiaries- Approval from the board and shareholders is not required for transactions with wholly owned subsidiary whose accounts are consolidated with the Company. This is particularly important as even though these transactions are not on arm’s length basis then also these transactions would not require the approval of the board and the shareholders. Instead of special resolution, ordinary resolution is required by the shareholders in the general meeting.
6. Omnibus approval for RPT- Audit committee has also been expressly empowered in the Act to grant omnibus approval. This change is on the lines of the provisions of the Listing Agreement . It would exclude the routine transactions from the approval requirement on a case to case basis.
7. Dividend declaration- Companies are now prohibited to declare dividends before making provisions for writing off past losses/unabsorbed depreciation.
8. Unclaimed/unpaid  dividend- The drafting anomaly has been rectified and now only those equity shares in respect of which no dividend has been claimed or paid for consecutive 7 years shall be transferred to the Investors Education and Protection Fund (“IEPF”). Prior to this rectification, the position was that even those equity shares wherein dividend is claimed/paid would be transferred to IEPF.
9. Fraud reporting- Auditors have been dispensed with the obligation to red flag all the frauds in the company. Whereas, the frauds of less than the prescribed amount shall be disclosed to the audit committee and would be further disclosed in the board report, the frauds involving higher than prescribed amount shall be reported to the Central Government “CG”.  The threshold of the amount of fraud has not yet been notified, so auditors need to be on a watch for notification from MCA specifying such limits. 
10. Penalty for default in provisions of acceptance of deposits- Severe penalties (penalty of Rs.25 Lacs to Rs. 1 crore / imprisonment for maximum 7 years / Both) have been prescribed for default in compliance of provisions  relating to acceptance of deposits.
11. Bail Restrictions- Bail restrictions on offences relating to issue of shares, transfer of shares, reduction of share capital, auditors, inspection, investigation, false statements etc have been removed and are now applicable only to offence involving fraud.
12. Matters handled by special courts - Rationality has also been imparted in respect of the work-load of the special courts which are proposed to be established for offences under this Act by limiting the matters to only those wherein imprisonment of more than 2 years or more is prescribed. The residual offences wherein imprisonment is less than two years would be tried by the Metropolitan Magistrate or a Judicial Magistrate of the First Class.
13. Special bench for winding up- No special bench for winding up. To ensure speedy disposal of winding up cases by dispensing the requirement of a special three member bench of NCLT to deal with winding up cases, even two members can form a bench to deal with winding up matters. 









This a resource for informational purposes only and is intended, but not promised or guaranteed, to be correct, complete, and up-to-date. Jodhpur Informatics (JI) does not warrant that the information contained on this knowledgesite is accurate or complete, and hereby disclaims any and all liability to any person for any loss or damage caused by errors or omissions, whether such errors or omissions result from negligence, accident or any other cause. Nothing herein shall be deemed or construed to constitute legal or investment advice. Discussions on, or arising out of this, blog between contributors and other persons shall not create any attorney-client relationship.

Website disclosure requirements of a Listed Company


Sr. No.

Disclosures

1.       
Annual Reports
2.       
Quarterly financials
3.       
Email id of the grievance redressal officer/ compliance officer
4.       
The terms and conditions of appointment of Independent Director
5.       
Details of familiarisation program for Independent Directors
6.       
Code of conduct for board of directors and senior management
7.       
Details of establishment of whistle blower mechanism
8.       
Details of establishment of vigil mechanism
9.       
Policy for determining material subsidiaries
10.   
Policy on related party transactions
11.   
Criteria for making payments to non-executive directors (Optional)
12.   
Disclosure regarding agreements with media companies
13.   
compliance with corporate governance
14.   
Shareholding pattern- every quarter
15. 
Details of unpaid dividend account in a statement with names of the shareholders and their last known address w/n 90 days of making the transfer to unpaid dividend account 
16.   
Policy on Corporate Social Responsibility
17.   
Resignation of a director w/n 30 days from date of receipt of notice of resignation from a director.
18.   
Notice calling general meeting of the Company
19.   
Results declared along with the scrutinizer report of e-voting w/n two days from the date of passing the resolution
20.   
Notice of postal ballot [till the last date for receipt of the postal ballots from the members]
21.   
Results declared along with the scrutinizer report of postal ballot

                                                                                                               




This a resource for informational purposes only and is intended, but not promised or guaranteed, to be correct, complete, and up-to-date. Jodhpur Informatics (JI) does not warrant that the information contained on this knowledgesite is accurate or complete, and hereby disclaims any and all liability to any person for any loss or damage caused by errors or omissions, whether such errors or omissions result from negligence, accident or any other cause. Nothing herein shall be deemed or construed to constitute legal or investment advice. Discussions on, or arising out of this, blog between contributors and other persons shall not create any attorney-client relationship.

Wednesday, May 7, 2014

Current Openings in Jodhpur Informatics

Jodhpur Informatics is seeking qualified and dynamic candidates for the post of Architectural Draftsman.

Position - Architectural Draftsman
Qualification: Diploma in Architecture/Civil Engineering/Interior Design OR ITI / NCTVT Certified Architecture/Civil/Draftsman OR Minimum one year technical course in draftsmanship.

Key Skills:
Auto Cad (Latest Versions), MS Office, Adobe Photoshop
Minimum 2 years experience with Architectural / Interior companies.

Job Description:
·         Prepare detailed architectural drawings in AutoCAD or similar software’s.
·         Able to read drawings to gather the total SQFT (total amount) of material needed.
·         Substantial know-how about the raw material and the finishing process.
·         Good at English verbal & written communication.
·         Should be flexible for late hours shift.

Mail your CV at careers@jodhpurinformatics.com and for more details visit our website
www.jodhpurinformatics.com/careers.php

Friday, April 4, 2014

ITR 4S (Sugam)


ITR 4S (Sugam)

------------------------------------------------------------------------------------------------------------------------------
Eligibility :
------------------------------------------------------------------------------------------------------------------------------
- Individual/HUF,
- whose total income for the assessment year includes:

(a)  Business income where such income is computed in accordance with special provisions referred to in section 44AD and 44AE of the Act for computation of business income; or

(b) Income from Salary/Pension; or

(c) Income from ONE House Property (excluding cases where loss is brought forward from previous years); or

(d) Income from Other Sources (Excluding winning from Lottery and Income from Race Horses)

------------------------------------------------------------------------------------------------------------------------------
Ineligibility:
------------------------------------------------------------------------------------------------------------------------------
(a) Income from MORE THAN ONE House Property; or

(b) Income from winning from Lottery or income from Race Horses; or

(c) Income under the head "Capital Gains", e.g. Short term capital gains or long term capital gains from the sale of house, plot, shares etc.; or

(d) Income from agriculture/exempt income in excess of ₹ 5,000; or

(e) Income from Speculative Business and other special incomes; or

(f) Income from a profession as referred to in sub-section (1) of section 44AA or income from agency business or income in nature of commission or brokerage; or

(g)Person claiming relief of foreign tax paid under section 90,90A or 91;or

(h)Any resident having an asset (including financial interest in any entity) located outside India or signing authority in any account located outside India.

(i) Person other than Individual/HUF

xxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxx

Wednesday, April 2, 2014

SERVICE TAX RETURNS : OCTOBER TO MARCH 2014

Service Tax Return (ST-3) for Oct '13 to March'14 period is now available for e-filing by the assessees in both offline and online version. The last date for filing the returns for the said period is 25th April, 2014.

Do not wait for the last date ..
Start now !!

Tuesday, April 1, 2014

Advertisement on the Companies Act, 2013 Implementation




PUBLIC NOTICE
No.MCA21/28/2014-e-Gov
Date: 28/03/2014


1. Companies Act, 2013 (The Act) was notified on 29th August, 2013. Section 1(3) of the Act empowers the Central Government to notify different dates for different provisions of the Act. 98 sections of the Act were notified on 12.09.2013 and section 135 and rules thereunder on 27/02/2014. The Ministry has further notified 183 sections of the Act and Rules thereunder to be made effective from 01.04.2014(except certain provisions, for example provisions under chapter XV, XVI, XVIII, XIX, XX, part II chapter XXI, chapter XXVII, chapter XXVIII). Most of the existing e-forms will be replaced by new e-forms from the said date. The following steps are being taken for smooth transition.

2. From 01/04/2014 to 13/04/2014 all Registrar of Companies (ROC) will finalise pending e-forms filed up to 31/03/2014under the provisions of Companies Act, 1956. This period will be utilized for deploying the new e-forms in the MCA21 system. No e-forms will be available for filing except following 19 existing e-forms,. However, other Front Office portal’s services will continue.

Form Nos. 66, 14 LLP, 20B, 21A, 23AC&23ACA, 23AC-XBRL & 23ACA-XBRL, 23C, 23D, 35A, A-XBRL, FTE, I-XBRL, 5INV & 21, refund form, BankACC & Investor Complaint form.

3. With effect from 14/04/2014, 39 new e-forms pertaining to notified sections of the Companies Act, 2013 will be available on MCA portal for filing by stakeholders. Test version of these 39 forms will be available from 28/03/2014 onwards to enable stakeholders to get familiarized with the contents of these new e-forms. The final forms will be available for filing from 14/04/2014.These 39 e-forms are listed below:-
Form Nos. INC-1, INC-2, INC-3, INC-4, INC-5, INC-6, INC-7, INC-18, INC-20, INC-21, INC-22, INC-23, INC-24, INC-27,
GOVERNMENT OF INDIA
MINISTRY OF CORPORATE AFFAIRS
INC-28, PAS-3, SH-7, SH-11, CHG-1, CHG-4, CHG-6, CHG-9, MGT-14, DIR-3, DIR-5, DIR-7, DIR-8, MR-1, MR-2, URC-1, FC-1, FC-2, FC-3, FC-4, ADJ, MSC-1, MSC-3 & MSC-4.


4. With effect from 28/04/2014, the following e-forms will be available for filing. 17 notified forms which will be made available for individual e-filing at a later date, can be attached with these 7 e-forms and filed. Details of these 17 e-forms are given in the circular no. 06 of 2014.
Form Nos. GNL-1, GNL-2, GNL-3 (for RoC), RD-1, RD-2 (for RD Office), CG-1 & MGT-6.

5. For further details please refer to General Circular no. 06 of 2014 available in the Ministry portal www.mca.gov.in
6. All stakeholders are requested to follow the above instructions indicated in the Notice. For any query related to these instructions, the Helpdesk facility of the MCA21 portal may be contacted at appl.helpdesk@mca.gov.in or at 0124-4832500.

sd/-
(Sanjay Kumar Gupta)
Deputy Director 

Friday, March 28, 2014

New Rules under Companies Act, 2013


28/03/2014



MCA has notified Rules under Companies Act, 2013 i.r.o. Chapters I, II, III, IV, VI, VII, VIII, IX, XI & XII on 27/Mar/ 2014. These Rules are available at MCA website i.e; http://www.mca.gov.in/MinistryV2/companiesact.html