Resolution for consideration of preferential issue by BOD
“RESOLVED THAT in accordance with the provisions of Section 81 (1A) and all other applicable provisions, if any, of the Companies Act, 1956, provisions of SEBI Act and SEBI’s Guidelines and other applicable provisions including any statutory modification(s) or re-enactment thereof, for the time being in force, the provisions of the Memorandum and Articles of Association of the Company, the relevant Guidelines for Preferential Issue of the Securities and Exchange Board of India (Disclosure and Investor Protection) Guidelines, 2000 (SEBI DIP Guidelines), any other Guidelines or Regulations of SEBI , Listing Agreement entered into with the Stock Exchanges, where the shares of the Company are listed, and any other applicable laws / rules / regulations and subject to the consent / approval of any other authority / institution, and subject to the approval of shareholders in general meeting, the consent of the Company be and is hereby accorded to create, offer, issue and allot up to _____ (___) Warrants at Rs. 30/- (Rs. Thirty Only ) per warrant , on a preferential basis to Promoters / PAC and Strategic Investors / Others, as detailed in the Explanatory Statement forming part of this Notice, with a right to subscribe to equal number of equity shares on conversion within a period of 18 months from the date of allotment of warrants of nominal value of Rs. 10/- (Rupees Ten only) each fully paid up at a price of Rs. 30/- per Warrant including premium of Rs. 20/- (Rupees Twenty Only) per warrant, which is more than the price calculated in accordance with the Guidelines for Preferential Issue , issued by SEBI. so that the total number of equity shares to be issued by the Company upon conversion of the Warrants do not exceed _____ (____) equity shares of Rs. 10/- each, at a premium of Rs. 20/- each on such terms and conditions as may be decided and deemed appropriate by the Board of Directors of the Company (hereinafter referred to as the “Board”, which shall be deemed to include any duly authorized committee thereof), at the time of issue or allotment, subject to the overall guidelines governing such issue.
The names of the Proposed Allottees of Warrants , whether or not they are existing members of the Company, along-with the No. of proposed warrants to be allotted to Promoters / PAC and Strategic Investors / Others on Preferential issue basis, are detailed below :-
Sl. No. NAMES OF THE PROPOSED ALLOTTEES OF WARRANTS
No. of Warrants % of Post Preferential Issue Holdings after conversion Pre Issue Holding % Pre Issue Holding Total Holding after Conversion % of Post Holding
A PROMOTERS / PAC
1.
2.
3.
4.
B STRATEGIC INVESTORS/ OTHERS
1.
2.
3.
T O T A L
"RESOLVED FURTHER THAT issue of Warrants, if any as above, shall be subject to the following terms and conditions:
A. In case of Warrants convertible into equity shares to Promoters/PAC/Strategic Investors / Others, the warrant holders shall have the right of subscribing for one equity share of Rs. 10/- each per warrant at a price of Rs. 30/- inclusive of Premium in accordance with the SEBI (DIP) Guidelines, 2000 on Preferential Issue or any amendments thereof, at any time, within 18 months from the date of allotment of warrants.
B. The proposed allottees shall pay 10% of the total consideration of warrants on or before the date of allotment of warrants and shall pay the balance 90% on or before the last date of conversion of warrants into Equity Shares.
C. _____ (_________ ) warrants being allotted to Promoters / PAC , shall be locked in for a period of 3 (Three) Years from the date of allotment, and balance _______- (Ten Lac) warrants being allotted to Strategic Investors /Others, shall be locked in for a period of 1 (One) Year from the date of allotment, provided that the lock-in-period on shares acquired by conversion of Warrants shall be reduced to the extent, the Warrants have already been locked-in.
D. The Equity shares already held by the Proposed allottees (as per details given below) shall be under lock in from the Relevant date, for a period of six months from the date of allotment of warrants :
S. No. Name of the Allottees No. of Shares
1.
2.
E. The number of warrants and the price per warrant shall be appropriately adjusted for corporate actions such as bonus issue, rights issue, stock split, merger, demerger, transfer of undertaking, sale of a division or any such capital or corporate restructuring. The similar benefit of corporate actions such as bonus issue, rights issue, stock split, merger will be extended to the warrant holders through reservation of warrants/ shares. The warrant holders will be entitled to benefit of bonus shares on the date of conversion of warrants into equity shares.
F. All the allottees hold the shares in Dematerialised form .
“RESOLVED FURTHER THAT the "relevant date" in relation to the share / warrants for the purpose would be 06th January, 2008 being the date 30 days prior to the date of passing of this resolution"
"RESOLVED FURTHER THAT the Board be and is hereby authorized to issue and allot such number of Equity shares on conversion of warrants referred to above or as may be necessary in accordance with the terms of the offer(s), all such shares rank pari passu inter- se and with the then existing Equity Shares of the Company in all respects."
"RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby authorised to accept the terms, conditions and stipulations as may be made by the Regulatory Authorities while granting approval, if any , to the Company for the issue of securities as aforesaid."
"RESOLVED FURTHER THAT for the purpose of giving effect to this resolution, the Board of Directors of the Company be and is hereby authorized to delegate all or any of the powers herein conferred by this resolution to any Director or Directors or to any Committee of Director (s) or any other Officer or Officers of the Company and to do all such acts, matters things and deeds and to take all such steps and do all such things and give all such directions as the Board may consider necessary, expedient or desirable and also to settle any question or difficulties or doubts that may arise in regard to the issue, allotment /conversion and utilization of the proceeds and further to do all such acts, deeds, matters and things and to finalise and execute all documents and writings as may be necessary, proper, desirable or expedient as the Board, in its absolute discretion may deem fit and take all such steps which are incidental and ancillary in this regard."
RESOLVED FURTHER THAT the Company shall ensure that whilst any right of conversion of Warrants into Equity Share remain exercisable, it will at all times keep available and reserved such part of its authorized but un-issued share capital as would enable all outstanding Warrants to be satisfied in full.
Resolution for allotment of Convertible Share Warrants
“RESOLVED THAT __________ Convertible Warrants of Rs. 30/- each of the company (each warrant convertible in to one equity share of Rs. 10/- on the full payment of a warrant at a premium of Rs. 20/- per shares) be and are hereby allotted on a preferential basis to the following promoters and strategic investors mentioned in the allotment list placed before the meeting and initialed by the chairman.
LIST OF ALLOTMENT
Sl. No. Name, address, occupation of allottee No. of Warrants Distinctive Number
1
222
2
3
44
4
5
6
7777
7
Saturday, July 30, 2011
Resoltion under Section 293 (1) (a)
TYPE OF MEETING GENERAL MEETING
TYPE OF RESOLUTION SPECIAL RESOLUTION
CERTIFIED TRUE COPY OF THE EXTRA-ORDINARY MEETING OF THE SHAREHOLDERS OF (NAME OF THE COMPANY) HELD AT THE REGISTERED OFFICE OF THE COMPANY AT (ADDRESS) ON (DATE) AT (TIME)
________________________________________
“RESOLVED THAT pursuant to the provisions of Section 77A, 77AA, 77B and other applicable provisions, if any, of the Companies Act, 1956 or subject to such modification and re-enactment thereof or subject to the approval of Articles of Association of the Company, the Company do buy-back from the existing shareholders of the company fully paid up [Number of Shares] of its equity shares of Rs. _____ each constituting upto ____ % of the total existing paid up equity share capital of the Company”.
“RESOVLED FURTHER THAT the buyback as aforesaid from the existing shareholders on a proportionate basis through the tender offer shall be completed within a period of 12 months from the date hereof or such extended time as may be permitted under the act or the Regulation or by appropriate authorities.
“RESOLVED FURTHER THAT the Board of directors of the Company be and are hereby authorized to determine the time frame for such buyback and the specific price for the buyback of equity shares of the company as aforesaid at a price not exceeding Rs. ____ per equity share, for which purpose the board is authorized to invest a maximum sum of Rs. ______________ towards buyback as aforesaid, provided that the maximum amount does not exceed 25% of the paid up capital and free reserves of the Company and the said amount towards funding the buyback be drawn out of free reserve of the Company.”
“RESOLVED FURTHER THAT the Board of directors be and are hereby authorized to do all such acts, deeds, matters and things including the appointment of Merchant Banker, Brokers, Bankers, Solicitors, Accountants, Registrar, Advertisement Agencies, other advisors or consultants incidental to the implementation of the scheme of buy-back as also to prefer all applications to the appropriate authorities, parties and the institutions for their requisite approvals as also to initiate all necessary actions for such questions or difficulties whatsoever which may arise in the matter and take all such steps and decisions in this regard as it may in its absolute discretion deed fit, necessary or proper.”
“RESOLVED THAT a certified copy of the resolution be given to any one concerned or interested in the matter.”
TYPE OF RESOLUTION SPECIAL RESOLUTION
CERTIFIED TRUE COPY OF THE EXTRA-ORDINARY MEETING OF THE SHAREHOLDERS OF (NAME OF THE COMPANY) HELD AT THE REGISTERED OFFICE OF THE COMPANY AT (ADDRESS) ON (DATE) AT (TIME)
________________________________________
“RESOLVED THAT pursuant to the provisions of Section 77A, 77AA, 77B and other applicable provisions, if any, of the Companies Act, 1956 or subject to such modification and re-enactment thereof or subject to the approval of Articles of Association of the Company, the Company do buy-back from the existing shareholders of the company fully paid up [Number of Shares] of its equity shares of Rs. _____ each constituting upto ____ % of the total existing paid up equity share capital of the Company”.
“RESOVLED FURTHER THAT the buyback as aforesaid from the existing shareholders on a proportionate basis through the tender offer shall be completed within a period of 12 months from the date hereof or such extended time as may be permitted under the act or the Regulation or by appropriate authorities.
“RESOLVED FURTHER THAT the Board of directors of the Company be and are hereby authorized to determine the time frame for such buyback and the specific price for the buyback of equity shares of the company as aforesaid at a price not exceeding Rs. ____ per equity share, for which purpose the board is authorized to invest a maximum sum of Rs. ______________ towards buyback as aforesaid, provided that the maximum amount does not exceed 25% of the paid up capital and free reserves of the Company and the said amount towards funding the buyback be drawn out of free reserve of the Company.”
“RESOLVED FURTHER THAT the Board of directors be and are hereby authorized to do all such acts, deeds, matters and things including the appointment of Merchant Banker, Brokers, Bankers, Solicitors, Accountants, Registrar, Advertisement Agencies, other advisors or consultants incidental to the implementation of the scheme of buy-back as also to prefer all applications to the appropriate authorities, parties and the institutions for their requisite approvals as also to initiate all necessary actions for such questions or difficulties whatsoever which may arise in the matter and take all such steps and decisions in this regard as it may in its absolute discretion deed fit, necessary or proper.”
“RESOLVED THAT a certified copy of the resolution be given to any one concerned or interested in the matter.”
Resolution for Buy back General meeting
TYPE OF MEETING GENERAL MEETING
TYPE OF RESOLUTION SPECIAL RESOLUTION
CERTIFIED TRUE COPY OF THE EXTRA-ORDINARY MEETING OF THE SHAREHOLDERS OF (NAME OF THE COMPANY) HELD AT THE REGISTERED OFFICE OF THE COMPANY AT (ADDRESS) ON (DATE) AT (TIME)
________________________________________
“RESOLVED THAT pursuant to the provisions of Section 77A, 77AA, 77B and other applicable provisions, if any, of the Companies Act, 1956 or subject to such modification and re-enactment thereof or subject to the approval of Articles of Association of the Company, the Company do buy-back from the existing shareholders of the company fully paid up [Number of Shares] of its equity shares of Rs. _____ each constituting upto ____ % of the total existing paid up equity share capital of the Company”.
“RESOVLED FURTHER THAT the buyback as aforesaid from the existing shareholders on a proportionate basis through the tender offer shall be completed within a period of 12 months from the date hereof or such extended time as may be permitted under the act or the Regulation or by appropriate authorities.
“RESOLVED FURTHER THAT the Board of directors of the Company be and are hereby authorized to determine the time frame for such buyback and the specific price for the buyback of equity shares of the company as aforesaid at a price not exceeding Rs. ____ per equity share, for which purpose the board is authorized to invest a maximum sum of Rs. ______________ towards buyback as aforesaid, provided that the maximum amount does not exceed 25% of the paid up capital and free reserves of the Company and the said amount towards funding the buyback be drawn out of free reserve of the Company.”
“RESOLVED FURTHER THAT the Board of directors be and are hereby authorized to do all such acts, deeds, matters and things including the appointment of Merchant Banker, Brokers, Bankers, Solicitors, Accountants, Registrar, Advertisement Agencies, other advisors or consultants incidental to the implementation of the scheme of buy-back as also to prefer all applications to the appropriate authorities, parties and the institutions for their requisite approvals as also to initiate all necessary actions for such questions or difficulties whatsoever which may arise in the matter and take all such steps and decisions in this regard as it may in its absolute discretion deed fit, necessary or proper.”
“RESOLVED THAT a certified copy of the resolution be given to any one concerned or interested in the matter.”
TYPE OF RESOLUTION SPECIAL RESOLUTION
CERTIFIED TRUE COPY OF THE EXTRA-ORDINARY MEETING OF THE SHAREHOLDERS OF (NAME OF THE COMPANY) HELD AT THE REGISTERED OFFICE OF THE COMPANY AT (ADDRESS) ON (DATE) AT (TIME)
________________________________________
“RESOLVED THAT pursuant to the provisions of Section 77A, 77AA, 77B and other applicable provisions, if any, of the Companies Act, 1956 or subject to such modification and re-enactment thereof or subject to the approval of Articles of Association of the Company, the Company do buy-back from the existing shareholders of the company fully paid up [Number of Shares] of its equity shares of Rs. _____ each constituting upto ____ % of the total existing paid up equity share capital of the Company”.
“RESOVLED FURTHER THAT the buyback as aforesaid from the existing shareholders on a proportionate basis through the tender offer shall be completed within a period of 12 months from the date hereof or such extended time as may be permitted under the act or the Regulation or by appropriate authorities.
“RESOLVED FURTHER THAT the Board of directors of the Company be and are hereby authorized to determine the time frame for such buyback and the specific price for the buyback of equity shares of the company as aforesaid at a price not exceeding Rs. ____ per equity share, for which purpose the board is authorized to invest a maximum sum of Rs. ______________ towards buyback as aforesaid, provided that the maximum amount does not exceed 25% of the paid up capital and free reserves of the Company and the said amount towards funding the buyback be drawn out of free reserve of the Company.”
“RESOLVED FURTHER THAT the Board of directors be and are hereby authorized to do all such acts, deeds, matters and things including the appointment of Merchant Banker, Brokers, Bankers, Solicitors, Accountants, Registrar, Advertisement Agencies, other advisors or consultants incidental to the implementation of the scheme of buy-back as also to prefer all applications to the appropriate authorities, parties and the institutions for their requisite approvals as also to initiate all necessary actions for such questions or difficulties whatsoever which may arise in the matter and take all such steps and decisions in this regard as it may in its absolute discretion deed fit, necessary or proper.”
“RESOLVED THAT a certified copy of the resolution be given to any one concerned or interested in the matter.”
Resolution for buy back
TYPE OF MEETING BOARD MEETING
TYPE OF RESOLUTION SIMPLE MAJORITY
CERTIFIED TRUE COPY OF THE RESOLUTION PASSED AT THE MEETING OF THE BOARD OF DIRECTORS OF (NAME OF THE COMPANY) HELD AT THE REGISTERED OFFICE OF THE COMPANY AT (ADDRESS) ON (DATE) AT (TIME)
________________________________________
“RESOLVED THAT pursuant to the provisions of Section 77A, 77AA, 77B and other applicable provisions, if any, of the Companies Act, 1956 or subject to such modification and re-enactment thereof or subject to the approval of Articles of Association of the Company, the Company do buy-back from the existing shareholders of the company fully paid up [Number of Shares] of its equity shares of Rs. _____ each constituting upto ____ % of the total existing paid up equity share capital of the Company”.
“RESOVLED FURTHER THAT a draft of the declaration of solvency prepared in the prescribed form and placed before this meeting duly signed by the [Name of the Managing director] director of the Company be and is hereby approved for filing with the Registrar of Companies.”
“RESOLVED FURTHER THAT [Name of the Merchant Banker] be and is hereby appointed as the Merchant Banker of the purpose of purchase of equity shares as aforesaid and [Name of the Managing director], Managing director of the Company be and is hereby authorized to negotiate with the said Merchant Banker to fix the terms of appointment and enter into an agreement concerning their appointment.
“RESOVLED FURTHER THAT the buyback as aforesaid from the existing shareholders on a proportionate basis through the tender offer shall be completed within a period of 12 months from the date hereof or such extended time as may be permitted under the act or the Regulation or by appropriate authorities.
“RESOLVED FURTHER THAT the Board of directors of the Company be and are hereby authorized to determine the time frame for such buyback and the specific price for the buyback of equity shares of the company as aforesaid at a price not exceeding Rs. ____ per equity share, for which purpose the board is authorized to invest a maximum sum of Rs. ______________ towards buyback as aforesaid, provided that the maximum amount does not exceed 10% of the paid up capital and free reserves of the Company and the said amount towards funding the buyback be drawn out of free reserve of the Company.”
“RESOLVED FURTHER THAT the Board of directors be and are hereby authorized to do all such acts, deeds, matters and things incidental to the implementation of the scheme of buy-back as also to prefer all applications to the appropriate authorities, parties and the institutions for their requisite approvals as also to initiate all necessary actions for such questions or difficulties whatsoever which may arise in the matter and take all such steps and decisions in this regard as it may in its absolute discretion deed fit, necessary or proper.”
“RESOLVED THAT a certified copy of the resolution be given to any one concerned or interested in the matter.”
TYPE OF RESOLUTION SIMPLE MAJORITY
CERTIFIED TRUE COPY OF THE RESOLUTION PASSED AT THE MEETING OF THE BOARD OF DIRECTORS OF (NAME OF THE COMPANY) HELD AT THE REGISTERED OFFICE OF THE COMPANY AT (ADDRESS) ON (DATE) AT (TIME)
________________________________________
“RESOLVED THAT pursuant to the provisions of Section 77A, 77AA, 77B and other applicable provisions, if any, of the Companies Act, 1956 or subject to such modification and re-enactment thereof or subject to the approval of Articles of Association of the Company, the Company do buy-back from the existing shareholders of the company fully paid up [Number of Shares] of its equity shares of Rs. _____ each constituting upto ____ % of the total existing paid up equity share capital of the Company”.
“RESOVLED FURTHER THAT a draft of the declaration of solvency prepared in the prescribed form and placed before this meeting duly signed by the [Name of the Managing director] director of the Company be and is hereby approved for filing with the Registrar of Companies.”
“RESOLVED FURTHER THAT [Name of the Merchant Banker] be and is hereby appointed as the Merchant Banker of the purpose of purchase of equity shares as aforesaid and [Name of the Managing director], Managing director of the Company be and is hereby authorized to negotiate with the said Merchant Banker to fix the terms of appointment and enter into an agreement concerning their appointment.
“RESOVLED FURTHER THAT the buyback as aforesaid from the existing shareholders on a proportionate basis through the tender offer shall be completed within a period of 12 months from the date hereof or such extended time as may be permitted under the act or the Regulation or by appropriate authorities.
“RESOLVED FURTHER THAT the Board of directors of the Company be and are hereby authorized to determine the time frame for such buyback and the specific price for the buyback of equity shares of the company as aforesaid at a price not exceeding Rs. ____ per equity share, for which purpose the board is authorized to invest a maximum sum of Rs. ______________ towards buyback as aforesaid, provided that the maximum amount does not exceed 10% of the paid up capital and free reserves of the Company and the said amount towards funding the buyback be drawn out of free reserve of the Company.”
“RESOLVED FURTHER THAT the Board of directors be and are hereby authorized to do all such acts, deeds, matters and things incidental to the implementation of the scheme of buy-back as also to prefer all applications to the appropriate authorities, parties and the institutions for their requisite approvals as also to initiate all necessary actions for such questions or difficulties whatsoever which may arise in the matter and take all such steps and decisions in this regard as it may in its absolute discretion deed fit, necessary or proper.”
“RESOLVED THAT a certified copy of the resolution be given to any one concerned or interested in the matter.”
Resolution under Section 314
“RESOLVED THAT pursuant to the provisions of Section 314 and other applicable provisions, if any, of the Companies Act, 1956 ( including any statutory modification(s) or re-enactment thereof for the time being in force) and subject to the approval of Central Government and subject to such other consents, approvals, permissions as may be required, the appointment of (Name of the person appointed), aged ______and (degree) and who is (relation with the director of the company) with the Director of the Company, to hold an office or place of profit under the Company as (post) with effect from (date) on such terms & conditions and on such remuneration as set out below :
1) Basic Salary
2) Perquisite and allowance :
a. Education Allowance
b. Special Allowance
c. Leave Travel Allowanced.
d. Medical Allowance/ Reimbursement of medical expenses
e. Medical Reimbursement
f. Group Accident and Medical insurance policy (ies)
g. Contribution to provident fund, superannuation fund or Annuity fund
h. Bonus/ Ex-gratia
i. Gratuity
j. Leave encashment
k. Other usual allowance and benefits, amenities and facilities applicable to other employees occupying the similar post or posts within the same salary or scale.
"RESOLVED FURTHER THAT (Name of the person authorized) be and is hereby authorised on behalf of the Board to sanction the promotion of (Name of the person appointed) to the next higher grade or grades during the tenure of her services".
"RESOLVED FURTHER THAT the remuneration payable to (Name of the person appointed) as aforesaid would be subject to such modifications as the Selection Committee in their meeting and/or Shareholders in their general meeting and / or the Central Government may suggest or require while granting their approval Central Government may suggest or require while granting their approval (which the which the above said persons are hereby authorised to accept on behalf of the Company )and which may be acceptable to (Name of the person appointed) and are not less favourable to the Company".
"RESOLVED FURTHER THAT (Name of the person authorized) be and are hereby severally authorized to file the necessary returns with applicable authorities, to obtain necessary approvals and to all such acts, deeds and things and to sign all such documents, papers and writings as may be necessary to give effect to the resolution.”
1) Basic Salary
2) Perquisite and allowance :
a. Education Allowance
b. Special Allowance
c. Leave Travel Allowanced.
d. Medical Allowance/ Reimbursement of medical expenses
e. Medical Reimbursement
f. Group Accident and Medical insurance policy (ies)
g. Contribution to provident fund, superannuation fund or Annuity fund
h. Bonus/ Ex-gratia
i. Gratuity
j. Leave encashment
k. Other usual allowance and benefits, amenities and facilities applicable to other employees occupying the similar post or posts within the same salary or scale.
"RESOLVED FURTHER THAT (Name of the person authorized) be and is hereby authorised on behalf of the Board to sanction the promotion of (Name of the person appointed) to the next higher grade or grades during the tenure of her services".
"RESOLVED FURTHER THAT the remuneration payable to (Name of the person appointed) as aforesaid would be subject to such modifications as the Selection Committee in their meeting and/or Shareholders in their general meeting and / or the Central Government may suggest or require while granting their approval Central Government may suggest or require while granting their approval (which the which the above said persons are hereby authorised to accept on behalf of the Company )and which may be acceptable to (Name of the person appointed) and are not less favourable to the Company".
"RESOLVED FURTHER THAT (Name of the person authorized) be and are hereby severally authorized to file the necessary returns with applicable authorities, to obtain necessary approvals and to all such acts, deeds and things and to sign all such documents, papers and writings as may be necessary to give effect to the resolution.”
Resolution requires special notice
RESOLUTIONS REQUIRING SPECIAL NOTICE
1. Appointment of a person other than a retiring auditor at an
annual general meeting. [Section 225(1)]
2. Resolution that a retiring auditor shall not be re-appointed.
[Section 225(1)]
3. Appointment of first auditors at a general meeting after
removal therein. [Sections 224(5) and 225(4)]
4. Removal of a director under section 284 and appointment of a
director in his place. [Section 284]
5. Allowing a person to stand for election as director
by giving notice to the company appears to be another provision
of special notice [Section 257] But this is an independent provision and not
related to section 190.
6. Appointment of small shareholders' director [Section 252]
7. Nomination of auditor in place of first auditor removed at a
general meeting. As soon as nomination is received from a
member nominating a person as auditor in place of the first
auditor removed, the company shall give notice to the members
not less than 14 days before the meeting. [Section 224(5)
proviso]
1. Appointment of a person other than a retiring auditor at an
annual general meeting. [Section 225(1)]
2. Resolution that a retiring auditor shall not be re-appointed.
[Section 225(1)]
3. Appointment of first auditors at a general meeting after
removal therein. [Sections 224(5) and 225(4)]
4. Removal of a director under section 284 and appointment of a
director in his place. [Section 284]
5. Allowing a person to stand for election as director
by giving notice to the company appears to be another provision
of special notice [Section 257] But this is an independent provision and not
related to section 190.
6. Appointment of small shareholders' director [Section 252]
7. Nomination of auditor in place of first auditor removed at a
general meeting. As soon as nomination is received from a
member nominating a person as auditor in place of the first
auditor removed, the company shall give notice to the members
not less than 14 days before the meeting. [Section 224(5)
proviso]
matters requires ordinary resolution
Matters requiring Ordinary Resolutions for Companies (other than Producer Companies):
S.No Section Purpose
1 22 To change the company’s name in accordance with section 22 [subject to previous approval of CG]
2 61 To vary the terms of a contract referred to in the prospectus or statement in lieu of prospectus.
3 79 To authorize the issue of shares at discount [subject to approval of CG]
4 81 To give direction contrary to provisions of section 81(1) regarding further issue of capital by a public company with CG approval and where there is no special resolution to that effect.
5 94(2) To exercise the powers of altering the company’s share capital u/s 94(1)
6 121 To reissue redeemed debentures
7 149(2B) Commencement of new business with Govt. consent where special resolution is passed
8 165 Adoption of statutory report
9 205 Declaration of dividend
10 210 To consider and adopt annual accounts together with the report of board of directors and of auditors
11 214 By a holding company to authorize representatives named in the resolution to inspect the books of account kept by any of its subsidiaries
12 224(1) To appoint auditors and fix their remuneration
13 224(2) Appointment of an auditor, other than retiring auditor or a
resolution that retiring auditor shall not be reappointed.
14 224(5) Proviso (a) To remove auditors and appoint another
15 224(5) Proviso (b) Appointment of first auditors and fixing of their remuneration
16 224(6) Filling of casual vacancy caused by resignation
17 228(3)(a) Audit of accounts of a branch office other than by
company's auditors.
18 255 To appoint not less than two-thirds of the total number of directors of a public company or its subsidiary private company who are liable to retire by rotation; and also the remaining directors of any such company and the directors generally of a private company, in default and subject to any regulations in its articles
19 256 To appoint directors retiring by rotation or some other person in accordance with sub-sections(3) and (4) of section 256
20 257 Appointment of a director who is not a retiring director
proposed by notice from a member.
21 258 Subject to the provisions of sections 252,255 and 259, to increase or reduce the number of directors of the company within the limits fixed by its articles
22 269 &
Sch.-XIII To appoint managing director/whole-time director/manager
23 284 Subject to the provisions of section 284, to remove a director before the expiry of his period of office, and to fill the vacancy by the appointment of another director in his stead at the same meeting, provided special notice of the intended appointment has been given u/s 284(2)
24 292(5) To impose restrictions and conditions on the exercise by the board of directors of any of the powers specified in section 292(1)
25
293(1)(a)
293(1)(b)
293(1)(c)
293(1)(d)
293(1)(e) Subject to the provisions of section 293(3), to give consent to the board of directors of a public company or its subsidiary private company for exercise of the following powers:
To sell, lease or otherwise dispose of whole, substantially the whole of company undertaking
To remit or give time for repayment of any debt due by a director
To invest, otherwise than in trust securities, amount of compensation received by the company in respect of compulsory acquisition after the commencement of the companies Act
To borrow moneys exceeding the aggregate of the paid-up capital and free reserves of the company
To contribute to charitable and other funds not relating directly to the business of the company or the welfare of its employees exceeding in aggregate 50,000 or 5 per cent of its average net profits
26 294 To approve or terminate the appointment of sole-selling agents of the company made by the Board of Directors
27 309 &
Sch.-XIII To approve remuneration payable to directors/managing/whole-time directors
28 313 To authorize the board of directors, in accordance with the provisions of section 313, to appoint alternate directors
29 484(1)(a) To require the company to be wound up voluntarily
30 490(1)(a) To appoint one or more liquidators in a member’s voluntary winding up and to fix his or their remuneration
31 491 To sanction continuance of the powers, if any, of the board of directors in a member’s voluntary winding-up
32 492 In a members’ voluntary winding-up, to fill vacancy in the office of liquidator, subject to any arrangement with creditors
33 502(1) In a creditors’ voluntary winding-up, to nominate a person to be liquidator
34 503(2) In a creditors’ voluntary winding-up, to appoint a number of persons, not exceeding five, to act as members of the committee of inspection
35 565(1)
Proviso (v) Registration of an existing company under the Companies Act, 1956
Matters requiring Ordinary Resolutions for Producer Companies:
S.No Section Purpose
1
581S(1)(a)
To give consent to the board of directors of a producer company to exercise following powers on behalf of that company:
Approval of budget and adoption of annual accounts of the Producer company
2 581S(1)(b) Approval of patronage bonus
3 581S(1)(c) issue of bonus shares
4 581S(1)(d) declaration of limited return and decision on the distribution of patronage
5 581S(1)(e) specify the conditions and limits of loans that may be given by the Board to any director; and
6 581S(1)(f) approval of any transaction of the nature as is to be reserved in the articles for approval by the members
7 581ZA(3)(a) Adoption of articles of producer company
8 581ZA(3)(a) Appointment of Board of Directors of producer company
9 581ZA(3) Issue of bonus shares by a producer company
10 581ZN(1)(a) To transfer its assets and liabilities, in whole or in part, to any other producer company, which agrees to such transfer by a resolution passed at its general meeting, for any of the objects specified in section 581B
11 581ZN(1)(b) divide itself into two or more new Producer companies
12 581ZN(2)(a) To amalgamate with other producer company(ies) and form a new producer company
13 581ZN(2)(b) To merge one producer company with another producer company
S.No Section Purpose
1 22 To change the company’s name in accordance with section 22 [subject to previous approval of CG]
2 61 To vary the terms of a contract referred to in the prospectus or statement in lieu of prospectus.
3 79 To authorize the issue of shares at discount [subject to approval of CG]
4 81 To give direction contrary to provisions of section 81(1) regarding further issue of capital by a public company with CG approval and where there is no special resolution to that effect.
5 94(2) To exercise the powers of altering the company’s share capital u/s 94(1)
6 121 To reissue redeemed debentures
7 149(2B) Commencement of new business with Govt. consent where special resolution is passed
8 165 Adoption of statutory report
9 205 Declaration of dividend
10 210 To consider and adopt annual accounts together with the report of board of directors and of auditors
11 214 By a holding company to authorize representatives named in the resolution to inspect the books of account kept by any of its subsidiaries
12 224(1) To appoint auditors and fix their remuneration
13 224(2) Appointment of an auditor, other than retiring auditor or a
resolution that retiring auditor shall not be reappointed.
14 224(5) Proviso (a) To remove auditors and appoint another
15 224(5) Proviso (b) Appointment of first auditors and fixing of their remuneration
16 224(6) Filling of casual vacancy caused by resignation
17 228(3)(a) Audit of accounts of a branch office other than by
company's auditors.
18 255 To appoint not less than two-thirds of the total number of directors of a public company or its subsidiary private company who are liable to retire by rotation; and also the remaining directors of any such company and the directors generally of a private company, in default and subject to any regulations in its articles
19 256 To appoint directors retiring by rotation or some other person in accordance with sub-sections(3) and (4) of section 256
20 257 Appointment of a director who is not a retiring director
proposed by notice from a member.
21 258 Subject to the provisions of sections 252,255 and 259, to increase or reduce the number of directors of the company within the limits fixed by its articles
22 269 &
Sch.-XIII To appoint managing director/whole-time director/manager
23 284 Subject to the provisions of section 284, to remove a director before the expiry of his period of office, and to fill the vacancy by the appointment of another director in his stead at the same meeting, provided special notice of the intended appointment has been given u/s 284(2)
24 292(5) To impose restrictions and conditions on the exercise by the board of directors of any of the powers specified in section 292(1)
25
293(1)(a)
293(1)(b)
293(1)(c)
293(1)(d)
293(1)(e) Subject to the provisions of section 293(3), to give consent to the board of directors of a public company or its subsidiary private company for exercise of the following powers:
To sell, lease or otherwise dispose of whole, substantially the whole of company undertaking
To remit or give time for repayment of any debt due by a director
To invest, otherwise than in trust securities, amount of compensation received by the company in respect of compulsory acquisition after the commencement of the companies Act
To borrow moneys exceeding the aggregate of the paid-up capital and free reserves of the company
To contribute to charitable and other funds not relating directly to the business of the company or the welfare of its employees exceeding in aggregate 50,000 or 5 per cent of its average net profits
26 294 To approve or terminate the appointment of sole-selling agents of the company made by the Board of Directors
27 309 &
Sch.-XIII To approve remuneration payable to directors/managing/whole-time directors
28 313 To authorize the board of directors, in accordance with the provisions of section 313, to appoint alternate directors
29 484(1)(a) To require the company to be wound up voluntarily
30 490(1)(a) To appoint one or more liquidators in a member’s voluntary winding up and to fix his or their remuneration
31 491 To sanction continuance of the powers, if any, of the board of directors in a member’s voluntary winding-up
32 492 In a members’ voluntary winding-up, to fill vacancy in the office of liquidator, subject to any arrangement with creditors
33 502(1) In a creditors’ voluntary winding-up, to nominate a person to be liquidator
34 503(2) In a creditors’ voluntary winding-up, to appoint a number of persons, not exceeding five, to act as members of the committee of inspection
35 565(1)
Proviso (v) Registration of an existing company under the Companies Act, 1956
Matters requiring Ordinary Resolutions for Producer Companies:
S.No Section Purpose
1
581S(1)(a)
To give consent to the board of directors of a producer company to exercise following powers on behalf of that company:
Approval of budget and adoption of annual accounts of the Producer company
2 581S(1)(b) Approval of patronage bonus
3 581S(1)(c) issue of bonus shares
4 581S(1)(d) declaration of limited return and decision on the distribution of patronage
5 581S(1)(e) specify the conditions and limits of loans that may be given by the Board to any director; and
6 581S(1)(f) approval of any transaction of the nature as is to be reserved in the articles for approval by the members
7 581ZA(3)(a) Adoption of articles of producer company
8 581ZA(3)(a) Appointment of Board of Directors of producer company
9 581ZA(3) Issue of bonus shares by a producer company
10 581ZN(1)(a) To transfer its assets and liabilities, in whole or in part, to any other producer company, which agrees to such transfer by a resolution passed at its general meeting, for any of the objects specified in section 581B
11 581ZN(1)(b) divide itself into two or more new Producer companies
12 581ZN(2)(a) To amalgamate with other producer company(ies) and form a new producer company
13 581ZN(2)(b) To merge one producer company with another producer company
First Board meeting Minutes Private limited company
Minutes of First Board Meeting of Private Company
MINUTES OF THE FIRST BOARD MEETING OF THE BOARD OF DIRECTORS OF [NAME OF THE COMPANY] HELD ON [DATE] AT [TIME] AT [ADDRESS], THE REGISTERED OFFICE OF THE COMPANY
DIRECTORS PRESENT
[Name of the Directors]
CHAIRMAN OF THE MEETING
[Name of the Chairman] was unanimously elected pro-term Chairman of the Meeting till a permanent Chairman was appointed. He welcomed the Directors at the First Meeting of the Board of Directors. Thereafter he ascertained the quorum, and taken that the meeting was duly convened and properly constituted and agenda of the meeting was taken up.
1.CERTIFICATE OF INCORPORATION
The Certificate of Incorporation having Registration No. [CIN Number] dated [Date of incorporation] and a copy of Memorandum and Articles of Association registered with the Registrar of Companies [concerned state] were placed before the Board. The Board noted the same.
2.CONSTITUTION OF THE BOARD - APPOINTMENT OF FIRST DIRECTORS
The Chairman informed the Board that as per Clause _____ of the Articles of Association of the Company, [Name of First Directors] are being named as first Directors of the Company, constitute the Board of Directors in terms of the provisions of the Companies Act, 1956. The copy of Form No. 32 filed with the Registrar of Companies, [concerned state] was also placed before the Board for perusal. The Board thereafter passed the following resolution:
“RESOLVED THAT pursuant to the Clause 20 of the Articles of Association of the Company and Form No. 32 filed with the Registrar of Companies, [concerned state] [Name of First Directors] constitute the first Directors of the Board of Directors of the Company from the date of incorporation of the Company till the conclusion of the first Annual General Meeting of the Company.”
3.TO TAKE NOTE OF THE DISCLOSURE OF INTEREST UNDER SECTION 299 AND CERTIFICATE UNDER SECTION 274 (1)(g) OF THE COMPANIES ACT, 1956
The Chairman informed the Board that the Company has received the General Notice of disclosure for the Year [Financial year], pursuant to the provisions of Section 299 and certificate under Section - 274(1) (g) of the Companies Act, 1956 from all the directors of the Company. The same was read in the meeting and the Board took note of the same and passed following resolution with unanimous consent:
“RESOLVED THAT notices of interest of directors under section 299 and certificate under Section- 274(1)(g) of the Companies Act, 1956 as submitted by all the directors of the Company for the Financial Year [Financial year] be and are hereby taken on the record.”
4.REGISTERED OFFICE OF THE COMPANY
A copy of Form No. 18 relating to the Registered Office of the Company filed with the Registrar of Companies, [concerned state], was placed before the Board. The Board discussed the matter and passed the following resolution:
“RESOLVED THAT the Registered Office of the company be situated at [Address of Registered Office]
"RESOLVED FURTHER THAT a name plate containing Company’s name and address of the Registered Office be affixed at the registered office and that the Company’s name and address of the Registered Office be mentioned in legible characters in all business letters, bill heads and letter papers and in all its notice and other official publications, etc., pursuant to Section 147 of the Companies Act, 1956.”
5.FIRST AUDITORS OF THE COMPANY
The Chairman informed the Board that pursuant to Section 224(5) of the Companies Act, 1956, the company is required to appoint Statutory Auditors of the Company. He proposed that [Name of the Statutory Auditors], Chartered Accountants, having its office at [Address of the Office] may be appointed as first Auditors of the company. The Company has received a consent letter from [Name of the Statutory Auditors], Chartered Accountants, to act as Statutory Auditors of the Company and a certificate to the effect that their appointment as an Statutory Auditors, if made would be in accordance with the limit specified in Section 224(IB) of the Companies Act, 1956.The Board noted the same and after discussion, passed the following resolution unanimously:
“RESOLVED THAT pursuant to section 224(5) of the Companies Act, 1956 [Name of the Statutory Auditors], Chartered Accountants, having its office at [Address of the Office] be and are hereby appointed as first auditors of the company to hold the office until the conclusion of the first Annual General Meeting.
6. ADOPTION OF COMMON SEAL
The Chairman placed before the Board the proposed Common Seal of the Company for perusal. The Board perused the Common Seal and after discussion passed the following resolution:
“RESOLVED THAT the Seal as produced at this meeting be and is hereby approved and adopted as the Common Seal of the Company and that an impression of same be affixed in the margin of the minutes of this meeting and initialed by the Chairman.
“RESOLVED FURTHER THAT the said Common Seal be kept in the safe custody of Directors of the Company.”
7. FINANCIAL YEAR OF THE COMPANY
The Board discussed the matter of fixing financial year of the Company and passed the following resolution :
“RESOLVED THAT the first “Financial Year” of the Company be the period starting from the date of incorporation of the Company viz [First Financial year] both days inclusive, and the first statement of accounts of the company shall relate to the same period.
“RESOLVED THAT the second and subsequent “Financial Year” of the company be the period from 1st April to 31st March, in each year unless decided otherwise.”
8.SUBSCRIBERS TO THE MEMORANDUM The Board was informed that following subscribers have agreed to subscribe to the equity shares of the company as per following details:
Sr.No. Name of Subscribers Numbers of equity shares subscribed
It was informed that the company is yet to receive share application money from the subscribers.The Board suggested that the subscribers may be approached for the subscription money and capital of the company be made fully paid up.
9. PRELIMINARY EXPENSES
The Chairman placed before the Board, a statement of preliminary expenses incurred in connection with the incorporation of the company and printing of Memorandum and Articles of Association of the Company and other expenses related thereto. It was pointed out that the total preliminary expenses amounting to Rs.___________ have so for been incurred. The Board discussed the matter whereupon, following resolution was passed :
“RESOLVED THAT the preliminary expenses amounting to Rs. ________ [In words] expended in connection with the incorporation/registration of the Company as per the statement placed before the meeting be and is hereby approved.
“RESOLVED FURTHER THAT the amount of preliminary expenses incurred by the Promoters in connection with the incorporation/registration of the Company be paid to them.”
10. DIRECTORS FEE
The Chairman placed before the Board the matter regarding payment of fee to Directors for attending the meeting of the Board of Directors. The Board discussed the matter in detail and decided that no fee, traveling or such other expenses shall be paid to any Directors for attending the meeting of the Board of Directors for the time being. Thereafter the Board passed the following resolution:
“RESOLVED THAT no fee, travelling or such expenses shall be paid to any Director for attending the meeting of the Board of Directors or of a Sub-committee thereof, till such time the Board determines otherwise.”
11. VOTE OF THANKS
There being no other business to transact, the meeting concluded with a vote of thanks to the chair.
Dated : CHAIRMAN
MINUTES OF THE FIRST BOARD MEETING OF THE BOARD OF DIRECTORS OF [NAME OF THE COMPANY] HELD ON [DATE] AT [TIME] AT [ADDRESS], THE REGISTERED OFFICE OF THE COMPANY
DIRECTORS PRESENT
[Name of the Directors]
CHAIRMAN OF THE MEETING
[Name of the Chairman] was unanimously elected pro-term Chairman of the Meeting till a permanent Chairman was appointed. He welcomed the Directors at the First Meeting of the Board of Directors. Thereafter he ascertained the quorum, and taken that the meeting was duly convened and properly constituted and agenda of the meeting was taken up.
1.CERTIFICATE OF INCORPORATION
The Certificate of Incorporation having Registration No. [CIN Number] dated [Date of incorporation] and a copy of Memorandum and Articles of Association registered with the Registrar of Companies [concerned state] were placed before the Board. The Board noted the same.
2.CONSTITUTION OF THE BOARD - APPOINTMENT OF FIRST DIRECTORS
The Chairman informed the Board that as per Clause _____ of the Articles of Association of the Company, [Name of First Directors] are being named as first Directors of the Company, constitute the Board of Directors in terms of the provisions of the Companies Act, 1956. The copy of Form No. 32 filed with the Registrar of Companies, [concerned state] was also placed before the Board for perusal. The Board thereafter passed the following resolution:
“RESOLVED THAT pursuant to the Clause 20 of the Articles of Association of the Company and Form No. 32 filed with the Registrar of Companies, [concerned state] [Name of First Directors] constitute the first Directors of the Board of Directors of the Company from the date of incorporation of the Company till the conclusion of the first Annual General Meeting of the Company.”
3.TO TAKE NOTE OF THE DISCLOSURE OF INTEREST UNDER SECTION 299 AND CERTIFICATE UNDER SECTION 274 (1)(g) OF THE COMPANIES ACT, 1956
The Chairman informed the Board that the Company has received the General Notice of disclosure for the Year [Financial year], pursuant to the provisions of Section 299 and certificate under Section - 274(1) (g) of the Companies Act, 1956 from all the directors of the Company. The same was read in the meeting and the Board took note of the same and passed following resolution with unanimous consent:
“RESOLVED THAT notices of interest of directors under section 299 and certificate under Section- 274(1)(g) of the Companies Act, 1956 as submitted by all the directors of the Company for the Financial Year [Financial year] be and are hereby taken on the record.”
4.REGISTERED OFFICE OF THE COMPANY
A copy of Form No. 18 relating to the Registered Office of the Company filed with the Registrar of Companies, [concerned state], was placed before the Board. The Board discussed the matter and passed the following resolution:
“RESOLVED THAT the Registered Office of the company be situated at [Address of Registered Office]
"RESOLVED FURTHER THAT a name plate containing Company’s name and address of the Registered Office be affixed at the registered office and that the Company’s name and address of the Registered Office be mentioned in legible characters in all business letters, bill heads and letter papers and in all its notice and other official publications, etc., pursuant to Section 147 of the Companies Act, 1956.”
5.FIRST AUDITORS OF THE COMPANY
The Chairman informed the Board that pursuant to Section 224(5) of the Companies Act, 1956, the company is required to appoint Statutory Auditors of the Company. He proposed that [Name of the Statutory Auditors], Chartered Accountants, having its office at [Address of the Office] may be appointed as first Auditors of the company. The Company has received a consent letter from [Name of the Statutory Auditors], Chartered Accountants, to act as Statutory Auditors of the Company and a certificate to the effect that their appointment as an Statutory Auditors, if made would be in accordance with the limit specified in Section 224(IB) of the Companies Act, 1956.The Board noted the same and after discussion, passed the following resolution unanimously:
“RESOLVED THAT pursuant to section 224(5) of the Companies Act, 1956 [Name of the Statutory Auditors], Chartered Accountants, having its office at [Address of the Office] be and are hereby appointed as first auditors of the company to hold the office until the conclusion of the first Annual General Meeting.
6. ADOPTION OF COMMON SEAL
The Chairman placed before the Board the proposed Common Seal of the Company for perusal. The Board perused the Common Seal and after discussion passed the following resolution:
“RESOLVED THAT the Seal as produced at this meeting be and is hereby approved and adopted as the Common Seal of the Company and that an impression of same be affixed in the margin of the minutes of this meeting and initialed by the Chairman.
“RESOLVED FURTHER THAT the said Common Seal be kept in the safe custody of Directors of the Company.”
7. FINANCIAL YEAR OF THE COMPANY
The Board discussed the matter of fixing financial year of the Company and passed the following resolution :
“RESOLVED THAT the first “Financial Year” of the Company be the period starting from the date of incorporation of the Company viz [First Financial year] both days inclusive, and the first statement of accounts of the company shall relate to the same period.
“RESOLVED THAT the second and subsequent “Financial Year” of the company be the period from 1st April to 31st March, in each year unless decided otherwise.”
8.SUBSCRIBERS TO THE MEMORANDUM The Board was informed that following subscribers have agreed to subscribe to the equity shares of the company as per following details:
Sr.No. Name of Subscribers Numbers of equity shares subscribed
It was informed that the company is yet to receive share application money from the subscribers.The Board suggested that the subscribers may be approached for the subscription money and capital of the company be made fully paid up.
9. PRELIMINARY EXPENSES
The Chairman placed before the Board, a statement of preliminary expenses incurred in connection with the incorporation of the company and printing of Memorandum and Articles of Association of the Company and other expenses related thereto. It was pointed out that the total preliminary expenses amounting to Rs.___________ have so for been incurred. The Board discussed the matter whereupon, following resolution was passed :
“RESOLVED THAT the preliminary expenses amounting to Rs. ________ [In words] expended in connection with the incorporation/registration of the Company as per the statement placed before the meeting be and is hereby approved.
“RESOLVED FURTHER THAT the amount of preliminary expenses incurred by the Promoters in connection with the incorporation/registration of the Company be paid to them.”
10. DIRECTORS FEE
The Chairman placed before the Board the matter regarding payment of fee to Directors for attending the meeting of the Board of Directors. The Board discussed the matter in detail and decided that no fee, traveling or such other expenses shall be paid to any Directors for attending the meeting of the Board of Directors for the time being. Thereafter the Board passed the following resolution:
“RESOLVED THAT no fee, travelling or such expenses shall be paid to any Director for attending the meeting of the Board of Directors or of a Sub-committee thereof, till such time the Board determines otherwise.”
11. VOTE OF THANKS
There being no other business to transact, the meeting concluded with a vote of thanks to the chair.
Dated : CHAIRMAN
Filing of XBRL Balance sheet
Circular No: 57/2011
No. HQ/MCA/DigitisedBS/AR/2009
Government of India
Ministry of Corporate Affairs
5th Floor, “A” Wing, Shastri Bhawan,
Dr. R.P. Road, New Delhi – 110001
Dated: 28.07.2011
All the Regional Directors,
All the Registrar of Companies/Official Liquidators
All Stakeholders
Sub: Filing of Balance Sheet and Profit and Loss Account in eXtensible Business Reporting Language (XBRL) mode.
Sir,
The Para 3 of the Circular no. 37/2011 dated 07.06.2011 may be read as under:-
“All Companies falling in Phase-I class of companies (excluding exempted class) are permitted to file their financial statements without any additional fee up to 30.11.2011 or within 60 days of their due date, whichever is later.”
2. Further, in supersession of Para 2 (i) of Ministry’s Circular No. 43/2011 dated 07.07.2011, it is informed that the verification and certification of the XBRL document of financial statements on the e-forms would continue to be done by authorized signatory of the company as well as professional like Chartered Accountant or Company Secretary or Cost Accountant in whole time practice.
3. This issue with approval of Competent Authority.
Yours faithfully,
(J.N. Tikku)
Joint Director
No. HQ/MCA/DigitisedBS/AR/2009
Government of India
Ministry of Corporate Affairs
5th Floor, “A” Wing, Shastri Bhawan,
Dr. R.P. Road, New Delhi – 110001
Dated: 28.07.2011
All the Regional Directors,
All the Registrar of Companies/Official Liquidators
All Stakeholders
Sub: Filing of Balance Sheet and Profit and Loss Account in eXtensible Business Reporting Language (XBRL) mode.
Sir,
The Para 3 of the Circular no. 37/2011 dated 07.06.2011 may be read as under:-
“All Companies falling in Phase-I class of companies (excluding exempted class) are permitted to file their financial statements without any additional fee up to 30.11.2011 or within 60 days of their due date, whichever is later.”
2. Further, in supersession of Para 2 (i) of Ministry’s Circular No. 43/2011 dated 07.07.2011, it is informed that the verification and certification of the XBRL document of financial statements on the e-forms would continue to be done by authorized signatory of the company as well as professional like Chartered Accountant or Company Secretary or Cost Accountant in whole time practice.
3. This issue with approval of Competent Authority.
Yours faithfully,
(J.N. Tikku)
Joint Director
Notification No. FEMA 205 / 2010- RB Dated April 7 , 2010
Annex-II
[Annex to A.P. (DIR Series) Circular No. 49
dated May 04. 2010]
Reserve Bank of India
Foreign Exchange Department
Central Office
Mumbai- 400 001
Notification No. FEMA 205 / 2010- RB Dated April 7 , 2010
Foreign Exchange Management (Transfer or Issue of Security by a Person
Resident Outside India) (Amendment) Regulations, 2010
In exercise of the powers conferred by clause (b) of sub-section (3) of Section 6 and Section 47 of the Foreign Exchange Management Act, 1999 (42 of 1999), the Reserve Bank of India hereby makes the following amendments in the Foreign Exchange Management (Transfer or Issue of Security by a Person Resident Outside India) Regulations, 2000 (Notification No. FEMA 20 / 2000-RB dated 3rd May 2000), namely:-
1. Short Title & Commencement:-
(i) These Regulations may be called the Foreign Exchange Management (Transfer or Issue of Security by a Person Resident Outside India) (Amendment) Regulations, 2010.
(ii) They shall come into force from the date of their publication in the Official Gazette.
2. Amendment of Regulation
In the Foreign Exchange Management (Transfer or Issue of Security by a Person Resident Outside India) Regulations 2000, (Notification No. FEMA 20 / 2000-RB dated 3rd May, 2000), (hereafter referred to as "the principal regulations")
(i) In Regulation 6, in sub-Regulation (2), for clause (iv), the following shall be substituted, namely:-
“(iv) The offer on right basis to the persons resident outside India shall be:
(a) in the case of shares of a company listed on a recognized stock
exchange in India, at a price as determined by the company;
(b) in the case of shares of a company not listed on a recognized stock exchange in India, at a price which is not less than the price at which the offer on right basis is made to resident shareholders.”
(ii) In Schedule 1, for paragraph 5, the following paragraph shall be substituted, namely:-
"5. Issue price
Price of shares issued to persons resident outside India under this Schedule, shall not be less than -
(a) the price worked out in accordance with the SEBI guidelines, as applicable, where the shares of the company is listed on any recognised stock exchange in India;
(b) the fair valuation of shares done by a SEBI registered Category - I Merchant Banker or a Chartered Accountant as per the discounted free cash flow method, where the shares of the company is not listed on any recognised stock exchange in India ; and
(c) the price as applicable to transfer of shares from resident to non-resident as per the pricing guidelines laid down by the Reserve Bank from time to time, where the issue of shares is on preferential allotment."
(Salim Gangadharan)
Chief General Manager-in-Charge
Foot Note: The Principal Regulations were published in the Official Gazette vide G.S.R.No. 406(E) dated May 8, 2000 in Part II, Section 3, sub-section (i) and subsequently amended as under:
G.S.R.No. 158(E) dated 02.03.2001
G.S.R.No. 175(E) dated 13.03.2001
G.S.R.No. 182(E) dated 14.03.2001
G.S.R.No. 4(E) dated 02.01.2002
G.S.R.No. 574(E) dated 19.08.2002
G.S.R.No. 223(E) dated 18.03.2003
G.S.R.No. 225(E) dated 18.03.2003
G.S.R.No. 558(E) dated 22.07.2003
G.S.R.No. 835(E) dated 23.10.2003
G.S.R.No. 899(E) dated 22.11.2003
G.S.R.No. 12(E) dated 07.01.2004
G.S.R.No. 278(E) dated 23.04.2004
G.S.R.No. 454(E) dated 16.07.2004
G.S.R.No. 625(E) dated 21.09.2004
G.S.R.No. 799(E) dated 08.12.2004
G.S.R.No. 201(E) dated 01.04.2005
G.S.R.No. 202(E) dated 01.04.2005
G.S.R.No. 504(E) dated 25.07.2005
G.S.R.No. 505(E) dated 25.07.2005
G.S.R.No. 513(E) dated 29.07.2005
G.S.R.No. 738(E) dated 22.12.2005
G.S.R.No. 29(E) dated 19.01.2006
G.S.R.No. 413(E) dated 11.07.2006
G.S.R.No. 712(E) dated 14.11.2007
G.S.R.No. 713(E) dated 14.11.2007
G.S.R.No. 737(E) dated 29.11.2007
G.S.R.No. 575(E) dated 05.08.2008
G.S.R.No. 896(E) dated 30.12.2008
G.S.R.No. 851(E) dated 01.12.2009
Published in the Official Gazette of Government
of India- Extraordinary – Part-II, Section 3,
Sub-section(i) dated 21.04.2010-G.S.R. No.341(E)
[Annex to A.P. (DIR Series) Circular No. 49
dated May 04. 2010]
Reserve Bank of India
Foreign Exchange Department
Central Office
Mumbai- 400 001
Notification No. FEMA 205 / 2010- RB Dated April 7 , 2010
Foreign Exchange Management (Transfer or Issue of Security by a Person
Resident Outside India) (Amendment) Regulations, 2010
In exercise of the powers conferred by clause (b) of sub-section (3) of Section 6 and Section 47 of the Foreign Exchange Management Act, 1999 (42 of 1999), the Reserve Bank of India hereby makes the following amendments in the Foreign Exchange Management (Transfer or Issue of Security by a Person Resident Outside India) Regulations, 2000 (Notification No. FEMA 20 / 2000-RB dated 3rd May 2000), namely:-
1. Short Title & Commencement:-
(i) These Regulations may be called the Foreign Exchange Management (Transfer or Issue of Security by a Person Resident Outside India) (Amendment) Regulations, 2010.
(ii) They shall come into force from the date of their publication in the Official Gazette.
2. Amendment of Regulation
In the Foreign Exchange Management (Transfer or Issue of Security by a Person Resident Outside India) Regulations 2000, (Notification No. FEMA 20 / 2000-RB dated 3rd May, 2000), (hereafter referred to as "the principal regulations")
(i) In Regulation 6, in sub-Regulation (2), for clause (iv), the following shall be substituted, namely:-
“(iv) The offer on right basis to the persons resident outside India shall be:
(a) in the case of shares of a company listed on a recognized stock
exchange in India, at a price as determined by the company;
(b) in the case of shares of a company not listed on a recognized stock exchange in India, at a price which is not less than the price at which the offer on right basis is made to resident shareholders.”
(ii) In Schedule 1, for paragraph 5, the following paragraph shall be substituted, namely:-
"5. Issue price
Price of shares issued to persons resident outside India under this Schedule, shall not be less than -
(a) the price worked out in accordance with the SEBI guidelines, as applicable, where the shares of the company is listed on any recognised stock exchange in India;
(b) the fair valuation of shares done by a SEBI registered Category - I Merchant Banker or a Chartered Accountant as per the discounted free cash flow method, where the shares of the company is not listed on any recognised stock exchange in India ; and
(c) the price as applicable to transfer of shares from resident to non-resident as per the pricing guidelines laid down by the Reserve Bank from time to time, where the issue of shares is on preferential allotment."
(Salim Gangadharan)
Chief General Manager-in-Charge
Foot Note: The Principal Regulations were published in the Official Gazette vide G.S.R.No. 406(E) dated May 8, 2000 in Part II, Section 3, sub-section (i) and subsequently amended as under:
G.S.R.No. 158(E) dated 02.03.2001
G.S.R.No. 175(E) dated 13.03.2001
G.S.R.No. 182(E) dated 14.03.2001
G.S.R.No. 4(E) dated 02.01.2002
G.S.R.No. 574(E) dated 19.08.2002
G.S.R.No. 223(E) dated 18.03.2003
G.S.R.No. 225(E) dated 18.03.2003
G.S.R.No. 558(E) dated 22.07.2003
G.S.R.No. 835(E) dated 23.10.2003
G.S.R.No. 899(E) dated 22.11.2003
G.S.R.No. 12(E) dated 07.01.2004
G.S.R.No. 278(E) dated 23.04.2004
G.S.R.No. 454(E) dated 16.07.2004
G.S.R.No. 625(E) dated 21.09.2004
G.S.R.No. 799(E) dated 08.12.2004
G.S.R.No. 201(E) dated 01.04.2005
G.S.R.No. 202(E) dated 01.04.2005
G.S.R.No. 504(E) dated 25.07.2005
G.S.R.No. 505(E) dated 25.07.2005
G.S.R.No. 513(E) dated 29.07.2005
G.S.R.No. 738(E) dated 22.12.2005
G.S.R.No. 29(E) dated 19.01.2006
G.S.R.No. 413(E) dated 11.07.2006
G.S.R.No. 712(E) dated 14.11.2007
G.S.R.No. 713(E) dated 14.11.2007
G.S.R.No. 737(E) dated 29.11.2007
G.S.R.No. 575(E) dated 05.08.2008
G.S.R.No. 896(E) dated 30.12.2008
G.S.R.No. 851(E) dated 01.12.2009
Published in the Official Gazette of Government
of India- Extraordinary – Part-II, Section 3,
Sub-section(i) dated 21.04.2010-G.S.R. No.341(E)
RBI/2010-11/7 Master Circular No.07/2010-11 July 01, 2010
RBI/2010-11/7 Master Circular No.07/2010-11 July 01, 2010
To,
All Authorised Dealer Category - I banks and Authorised Banks
Madam / Sir,
Master Circular on Compounding of Contraventions under FEMA, 1999
The compounding of contraventions under Foreign Exchange Management Act (FEMA), 1999 is a voluntary process available to the citizens of India, by which an applicant can seek compounding of an admitted contravention of any provision of FEMA, 1999 under Section 13(1) of the FEMA, 1999.
2. This Master Circular consolidates the existing instructions on the subject of "Compounding of Contraventions under FEMA, 1999" at one place. The list of underlying circulars / notifications, consolidated in this Master Circular, is furnished in the Appendix.
3. This Master Circular is being issued with a sunset clause of one year. This circular will stand withdrawn on July 1, 2011 and be replaced by an updated Master Circular on the subject.
Yours faithfully,
(Dr.Sujatha Elizabeth Prasad)
Chief General Manager
INDEX
1 General..........................................................................................................2
2. Compounding Powers...................................................................................2
3. Process of Compounding..............................................................................3
4. Scope and Manner of Compounding.............................................................5
5. Issue of the Compounding Order...................................................................6
6. Post-compounding Procedure.......................................................................6
7. Pre-requisites of Compounding.....................................................................7
Annex....................................................................................................................9
Foreign Exchange (Compounding Rules), 2000...............................................9
Format of Application......................................................................................13
Appendix.............................................................................................................14
List of Rules/ A.P. (DIR Series) Circulars consolidated...................................14
1
1 General
1.1 If any person contravenes any provision of FEMA, 1999, or contravenes any rule, regulation, notification, direction or order issued in exercise of the powers under this Act, or contravenes any condition subject to which an authorization is issued by the Reserve Bank, he shall, upon adjudication, be liable to a penalty up to thrice the sum involved in such contravention where the amount is quantifiable or up to Rupees Two lakh, where the amount is not quantifiable and where the contravention is a continuing one, further penalty which may extend to Rupees Five thousand for every day after the first day during which the contravention continues (Section 13(1), Chapter IV of FEMA, 1999).
1.2 Foreign Exchange (Compounding Proceedings) Rules, 2000 have been published by the Government of India empowering the Reserve Bank to compound contraventions under FEMA, 1999. The provisions of Section 15 of FEMA, 1999 permit compounding of contraventions and empower the Compounding Authority to compound any contravention as defined under Section 13 of the Act on an application made by the person committing such contravention either before or after the institution of adjudication proceedings.
1.3 The Government of India has, in consultation with the Reserve Bank placed the responsibilities of administering compounding of cases with the Reserve Bank, except under Section 3(a) of FEMA, 1999. Accordingly, the procedure for compounding of contraventions under FEMA, 1999 have been framed with a view to provide comfort to the citizens and corporate community by minimizing transaction costs, while taking severe view of willful, malafide and fraudulent transactions.
2. Compounding Powers
2.1 The compounding powers of the Reserve Bank and the Directorate of Enforcement (DoE), respectively, are as under:
2
(a) Reserve Bank has been empowered to compound the contraventions of all the Sections of FEMA, 1999, except clause (a) of Section 3 of the Act, ibid.
(b) Directorate of Enforcement would exercise powers of compounding under clause (a) of Section 3 of FEMA, 1999 (dealing essentially with Hawala transactions).
2.2 For effective implementation of compounding process under FEMA, 1999, the Reserve Bank has framed the procedure for compounding of contravention. Once a contravention has been compounded by the Compounding Authority, no proceeding or further proceeding will be initiated or continued, as the case may be, against the contravener.
3. Process of Compounding
3.1 An application for compounding of a contravention under FEMA, 1999 may be submitted to the Compounding Authority (CA) on being advised of a contravention under FEMA, 1999, either through a memorandum or suo moto on being made or on becoming aware of the contravention. The format of the application is appended to the Foreign Exchange (Compounding Proceedings) Rules, 2000 (Annex).
3.2 The application for compounding any contravention in prescribed form together with a copy of the memorandum, wherever applicable, with the prescribed fee of Rs.5000/- by way of a demand draft drawn in favour of “Reserve Bank of India” and payable at Mumbai may be submitted with relevant facts and supporting documents to: The Compounding Authority, [Cell for Effective implementation of FEMA (CEFA)], Foreign Exchange Department, 3rd floor, Amar Building, Sir P.M. Road, Fort, Mumbai- 400001.
3.3 On receipt of the application for compounding, the proceedings would be concluded and order issued by the CA within 180 days from the date of the receipt of the application for compounding. The time limit for this purpose would be reckoned from the date of receipt of the completed application for compounding by the Reserve Bank. The CA may call for any information, record 3
or any other documents relevant to the compounding proceedings and will hold the proceedings. The Compounding Order will be passed by the CA after affording the contravener and others concerned, an opportunity of being heard.
3.4 The application will be examined based on the documents and submissions made in the application, in terms of sub rule (1) of rule (4) of the Foreign Exchange (Compounding Proceedings) Rules, 2000 and assess whether the contravention is compoundable and if so, the amount of contravention is accordingly quantified.
3.5 The nature of contravention is ascertained keeping in view, inter alia, the following indicative points :
a. whether the contravention is technical and / or minor in nature and needs only an administrative cautionary advice;
b. whether the contravention is serious in nature and warrants compounding of the contravention; and
c. whether the contravention, prima facie, involves money-laundering, national and security concerns involving serious infringement of the regulatory framework.
3.6 The disposal of the compounding application is made by issue of a Compounding Order specifying the provisions of FEMA,1999 or any rule, regulation, notification, direction or order issued in exercise of the powers under FEMA, 1999, in respect of which contravention has taken place.
3.7 The CA may call for any additional information, record or any other document relevant to the compounding proceedings. Such additional information/ document are required to be submitted within the period as may be specified by the CA and the application may be rejected if such information/document is not submitted within the prescribed time.
3.8 Where there is sufficient cause for further investigation, the Reserve Bank may refer the matter to the Directorate of Enforcement for further investigation and necessary action under FEMA, 1999, as deemed fit by them or to the Anti-
4
Money Laundering Authority instituted under the Prevention of Money Laundering Act (PMLA), 2002 or to any other agencies, as deemed fit. Such applications will be disposed of by returning the application to the applicant since the compounding application will have to be disposed of within 180 days.
4. Scope and Manner of Compounding
4.1 The CA will exercise jurisdiction in respect of the contraventions alleged to have been committed in relation to any of the provisions of the FEMA, 1999, or any rule, regulation, notification, direction or order issued in exercise of the powers under FEMA, 1999.
4.2 The CA will form an opinion on the basis of the application, together with the documents submitted and on the basis of submissions made during the personal hearing on the nature of the contravention.
4.3 The application for compounding will be disposed of on merits, upon consideration of the records and submissions and at the absolute discretion of the CA. The following factors, which are only indicative, may be taken into consideration for the purpose of passing the Compounding Order and for arriving at the quantum of sum on payment of which contravention shall be compounded:
(i) the amount of gain of unfair advantage, wherever quantifiable, made as a result of the contravention;
(ii) the amount of loss caused to any authority / agency / exchequer as a result of the contravention;
(iii) economic benefits accruing to the contravener from delayed compliance or compliance avoided;
(iv) the repetitive nature of the contravention, the track record and / or history of non-compliance of the contravener;
(v) contravener’s conduct in undertaking the transaction and disclosure of full facts in the application and submissions made during the personal hearing; and
5
(vi) any other factor considered relevant and appropriate.
5. Issue of the Compounding Order
5.1 An opportunity for personal hearing is given to the applicant for further submission of documents in person in support of the application within a specified period. If the contravener or its authorized representative fails to appear in person or make any submissions before the CA for personal hearing, the CA may proceed with the processing of the compounding application on the basis of information and documents available in the application for compounding.
5.2 The Compounding Authority will pass a compounding order on the basis of the averments made in the application as well as other documents and submissions made in this context by the contravener during the personal hearings, if any.
5.3 Where the compounding of any contravention is made after making of a complaint under sub-section (3) of section 16 of FEMA, 1999 as the case may be, one copy of the compounding order made under sub rule (2) of Rule 8 of Foreign Exchange (Compounding Proceedings) Rules, 2000 will be supplied to the applicant (the contravener) and also to the Adjudicating Authority.
6. Post-compounding procedure
6.1 The sum for which the contravention is compounded as specified in the order of compounding under sub-rule (2) of Rule 8 of Foreign Exchange (Compounding Proceedings) Rules, 2000 is payable by way of a demand draft in favour of the “Reserve Bank of India” within fifteen days from the date of the order of compounding of such contravention. The demand draft has to be deposited in the manner as directed in the compounding order.
6.2 The provisions of the Rules do not confer any right on the contravener, after a compounding order is passed, to seek to withdraw the order or to hold the compounding order as void or request a review of the order passed by the CA.
6
6.3 In case of failure to pay the sum compounded within the time specified in the compounding order, it shall be deemed in terms of Rule 10 of the Foreign Exchange (Compounding Proceedings) Rules, 2000, that the contravener had never made an application for compounding of any contravention under these Rules.
6.4 On realization of the sum for which contravention is compounded a certificate in this regard shall be issued by the Reserve Bank subject to the specified conditions, if any, in the order.
6.5 In respect of the contraventions of FEMA, 1999 (as defined in section 13 of the FEMA, 1999), which are not compounded by the Compounding Authority, other relevant provisions of FEMA, 1999, shall apply.
7. Pre-requisites for compounding process
7.1 In respect of a contravention committed by any person within a period of three years from the date on which a similar contravention committed by him was compounded under the Compounding Rules, such contraventions would not be compounded. Such contravention would be dealt with under relevant provisions of the FEMA, 1999 for contravention. Any second or subsequent contravention committed after the expiry of a period of three years from the date on which the contravention was previously compounded shall be deemed to be a first contravention.
7.2 Contraventions relating to any transaction where proper approvals or permission from the Government or statutory authority concerned, as the case may be, have not been obtained, such contraventions would not be compounded unless the required approvals are obtained from the authorities concerned.
7.3 Cases of contravention, such as, those having a money laundering angle, national security concern and / or involving serious infringements of the regulatory framework or where the contravener fails to pay the sum for which contravention was compounded within the specified period in terms of the
7
compounding order, shall be referred to the Directorate of Enforcement for further investigation and necessary action under FEMA, 1999 or to the authority instituted for implementation of the Prevention of Money Laundering Act 2002, (PMLA) or to any other agencies, for necessary action , as deemed fit.
7.4 The Reserve Bank generally advises the persons concerned of their choice and option to make an application for compounding as and when such contraventions come to its notice. The facts constituting such contraventions will be brought to the notice of the Directorate of Enforcement in case no application for compounding is made within the time indicated by the Reserve Bank.
8
Annex
Foreign Exchange (Compounding Rules), 2000
Notification No. G.S.R.383(E) dated 3rd May 2000
As amended vide
G.S.R.443(E) dated November 2, 2002
G.S.R. 609 (E) dated September 13, 2004 and
G.S.R. 613 (E) dated August 27, 2008
In exercise of the powers conferred by section 46 read with sub-section (1) of section 15 of the Foreign Exchange Management Act, 1999 (42 of 1999) the Central Government hereby makes the following rules relating to compounding contraventions under chapter IV of the said Act, namely:-
1. Short title and commencement –
(1) These rules may be called the Foreign Exchange (Compounding Proceedings) Rules 2000.
(2) They shall come into force on the 1st day of June, 2000.
2. Definitions - In these rules, unless the context otherwise requires -
(a) 'Act' means the Foreign Exchange Management Act, 1999 (42 of 1999);
(b) 'authorised officer' means an officer authorised under sub-rule (1) of rule 3;
(c) 'applicant' means a person who makes an application under section 15 (1) of the Act to the compounding authority;
(d) 'Compounding Order' means an order issued under sub-section (1) of Section 15 of the Act;
(e) 'Form' means a form appended to these rules;
(f) 'section' means a section of the Act;
(g) all other words and expressions used in these rules and not defined but defined in the Act, shall have the meaning respectively assigned to them in the Act.
3. (1) 'Compounding Authority' means the persons authorised by the Central Government under sub-section (1) of section 15 of the Act, namely;
(a) an officer of the Enforcement Directorate not below the rank of Deputy Director or Deputy Legal Adviser (DLA).
9
(b) An officer of the Reserve Bank of India not below the rank of the Assistant General Manager.
4. Power of Reserve Bank to compound contravention -
1[(1) If any Person contravenes any provisions of Foreign Exchange Management Act, 1999 (42 of 1999) except clause (a) of Section 3 of the Act.]
(a) in case where the sum involved in such contravention is ten lakhs rupees or below, by the Assistant General Manager of the Reserve Bank of India;
(b) in case where the sum involved in such contravention is more than rupees ten lakhs but less than rupees forty lakhs, by the Deputy General Manager of Reserve Bank of India ;
(c) in case where the sum involved in the contravention is rupees forty lakhs or more but less than rupees hundred lakhs by the General Manager of Reserve Bank of India;
(d) in case the sum involved in such contravention is rupees one hundred lakhs or more, by the Chief General Manager of the Reserve Bank of India;
Provided further that no contravention shall be compounded unless the amount involved in such contravention is quantifiable.
(2) Nothing contained in sub-section (1) shall apply to a contravention committed by any person within a period of three years from the date on which a similar contravention committed by him was compounded under these rules.
Explanation: For the purposes of this rule, any second or subsequent contravention committed after the expiry of a period of three years from the date on which the contravention was previously compounded shall be deemed to be a first contravention.
(3) Every officer specified under sub-rule (1) of rule 4 of the Reserve Bank of India shall exercise the powers to compound any contravention subject to the direction, control and supervision of the Governor of the Reserve Bank of India.
(4) Every application for compounding any contravention under this rule shall be made in Form to the Reserve Bank of India, Exchange Control Department, Central Office, Mumbai along with a fee of Rs. 5000/- by Demand Draft in favour of compounding authority.
5. The Power of Enforcement Directorate to compound contraventions -
2 [(1) If any Person contravenes provisions of Section 3(a) of Foreign Exchange Management Act.]
1 GSR 613(E) dated August 27, 2008
2 GSR 609 (E) dated September 13, 2004 10
(a) in case where the sum involved in such contravention is five lakhs rupees or below, by the Deputy Director of the Directorate of Enforcement;
(b) in case where the sum involved in such contravention is more than rupees five lakhs but less than rupees ten lakhs, by the Additional Director of the Directorate of Enforcement;
(c) in case where the sum involved in the contravention is rupees ten lakhs or more but less than fifty lakhs rupees by the Special Director of the Directorate of Enforcement;
(d) in case where the sum involved in the contravention is rupees fifty lakhs or more but less than one crore rupees by Special Director with Deputy Legal Adviser of the Directorate of Enforcement;
(e) in case the sum involved in such contravention is one crore rupees or more, by the Director of Enforcement with Special Director of the Enforcement Directorate.
Provided further that no contravention shall be compounded unless the amount involved in such contravention is quantifiable.
(2) Nothing contained in sub-section (1) shall apply to a contravention committed by any person within a period of three years from the date on which a similar contravention committed by him was compounded under these rules.
Explanation: For the purposes of this rule, any second or subsequent contravention committed after the expiry of a period of three years from the date on which the contravention was previously compounded shall be deemed to be a first contravention.
(3) Every officer of the Directorate of Enforcement specified under sub-rule (1) of this rule shall exercise the powers to compound any contravention subject to the direction, control and supervision of the Director of Enforcement.
(4) Every application for compounding any contravention under this rule shall be made in Form to the Director, Directorate of Enforcement, New Delhi, along with a fee of Rs.5000 by DD in favour of the Compounding Authority.
6. Where any contravention is compounded before the adjudication of any contravention under section 16, no inquiry shall be held for adjudication of such contravention in relation to such contravention against the person in relation to whom the contravention is so compounded.
7. Where the compounding of any contravention is made after making of a complaint under sub-section (3) of section 16, such compounding shall be brought by the authority specified in rule 4 or rule 5 in writing, to the notice of the Adjudicating Authority and on such notice of the compounding of the contravention being given, the person in relation to whom the contravention is so compounded shall be discharged.
11
8. Procedure for Compounding -
(1) The Compounding Authority may call for any information, record or any other documents relevant to the compounding proceedings.
(2) The Compounding Authority shall pass an order of compounding after affording an opportunity of being heard to all the concerned as expeditiously as possible as and not later than 180 days from the date of application.
9. Payment of amount compounded -
3The sum for which the contravention is compounded as specified in the order of compounding under sub-rule (2) of rule 8, shall be paid by demand draft in favour of the Compounding Authority within fifteen days from the date of the order of compounding of such contravention.
10. In case a person fails to pay the sum compounded in accordance with the rule 9 within the time specified in that rule, he shall be deemed to have never made an application for compounding of any contravention under these rules and the provisions of the Act for contravention shall apply to him.
11. No contravention shall be compounded if an appeal has been filed under section 17 or section 19 of the Act.
12. Contents of the order of the Compounding Authority -
(1) Every order shall specify the provisions of the Act or of the rules, directions, requisitions or orders made there under in respect of which contravention has taken place along with details of the alleged contravention.
(2) Every such order shall be dated and signed by the Compounding Authority under his seal.
13. Copy of the order - One copy of the order made under rule 8(2) shall be supplied to the applicant and the Adjudicating Authority as the case may be.
3 GSR 443(E) dated November 2, 2002
12
Format of Application
Form (See Rule 4 or 5)
(To be filled in duplicate and shall be accompanied by certified copy of the Memorandum issued)
1. Name of the applicant (in BLOCK LETTERS)
2. Full address of the applicant (including Phone and Fax Number and email id)
3. Whether the applicant is resident in India or resident outside India [Please refer to Section 2(v) of the Act]
4. Name of the Adjudicating Authority before whom the case is pending
5. Nature of the contravention [according to sub-section (1) of Section 13]
6. Brief facts of the case
7. Details of fee for application of compounding
8. Any other information relevant to the case
I/We declare that the particulars given above are true and correct to the best of my/our knowledge and belief and that I/We am/are willing to accept any direction/order of the Compounding Authority in connection with compounding of my/our case.
Dated: (Signature of the Applicant)
Name 13
Appendix
List of Rules/ A.P. (DIR Series) Circulars consolidated
in the Master Circular Compounding of contraventions of FEMA, 1999
Rules
Sl No
Rules No.
Date
1
Foreign Exchange (Compounding Proceedings) Rules, 2000
May 3, 2000
2
Foreign Exchange (Compounding Proceedings) Rules 2002
November 2, 2002
3
Foreign Exchange (Compounding Proceedings) Rules, 2004
September 13, 2004
4
Foreign Exchange (Compounding Proceedings) Rules, 2004
August 27,2008
A.P. (DIR Series) Circulars
Sl No
Circular No
Date
1
AP (DIR Series ) Circular No. 31
February 1, 2005
2
AP (DIR Series ) Circular No. 56
June 28, 2010
14
To,
All Authorised Dealer Category - I banks and Authorised Banks
Madam / Sir,
Master Circular on Compounding of Contraventions under FEMA, 1999
The compounding of contraventions under Foreign Exchange Management Act (FEMA), 1999 is a voluntary process available to the citizens of India, by which an applicant can seek compounding of an admitted contravention of any provision of FEMA, 1999 under Section 13(1) of the FEMA, 1999.
2. This Master Circular consolidates the existing instructions on the subject of "Compounding of Contraventions under FEMA, 1999" at one place. The list of underlying circulars / notifications, consolidated in this Master Circular, is furnished in the Appendix.
3. This Master Circular is being issued with a sunset clause of one year. This circular will stand withdrawn on July 1, 2011 and be replaced by an updated Master Circular on the subject.
Yours faithfully,
(Dr.Sujatha Elizabeth Prasad)
Chief General Manager
INDEX
1 General..........................................................................................................2
2. Compounding Powers...................................................................................2
3. Process of Compounding..............................................................................3
4. Scope and Manner of Compounding.............................................................5
5. Issue of the Compounding Order...................................................................6
6. Post-compounding Procedure.......................................................................6
7. Pre-requisites of Compounding.....................................................................7
Annex....................................................................................................................9
Foreign Exchange (Compounding Rules), 2000...............................................9
Format of Application......................................................................................13
Appendix.............................................................................................................14
List of Rules/ A.P. (DIR Series) Circulars consolidated...................................14
1
1 General
1.1 If any person contravenes any provision of FEMA, 1999, or contravenes any rule, regulation, notification, direction or order issued in exercise of the powers under this Act, or contravenes any condition subject to which an authorization is issued by the Reserve Bank, he shall, upon adjudication, be liable to a penalty up to thrice the sum involved in such contravention where the amount is quantifiable or up to Rupees Two lakh, where the amount is not quantifiable and where the contravention is a continuing one, further penalty which may extend to Rupees Five thousand for every day after the first day during which the contravention continues (Section 13(1), Chapter IV of FEMA, 1999).
1.2 Foreign Exchange (Compounding Proceedings) Rules, 2000 have been published by the Government of India empowering the Reserve Bank to compound contraventions under FEMA, 1999. The provisions of Section 15 of FEMA, 1999 permit compounding of contraventions and empower the Compounding Authority to compound any contravention as defined under Section 13 of the Act on an application made by the person committing such contravention either before or after the institution of adjudication proceedings.
1.3 The Government of India has, in consultation with the Reserve Bank placed the responsibilities of administering compounding of cases with the Reserve Bank, except under Section 3(a) of FEMA, 1999. Accordingly, the procedure for compounding of contraventions under FEMA, 1999 have been framed with a view to provide comfort to the citizens and corporate community by minimizing transaction costs, while taking severe view of willful, malafide and fraudulent transactions.
2. Compounding Powers
2.1 The compounding powers of the Reserve Bank and the Directorate of Enforcement (DoE), respectively, are as under:
2
(a) Reserve Bank has been empowered to compound the contraventions of all the Sections of FEMA, 1999, except clause (a) of Section 3 of the Act, ibid.
(b) Directorate of Enforcement would exercise powers of compounding under clause (a) of Section 3 of FEMA, 1999 (dealing essentially with Hawala transactions).
2.2 For effective implementation of compounding process under FEMA, 1999, the Reserve Bank has framed the procedure for compounding of contravention. Once a contravention has been compounded by the Compounding Authority, no proceeding or further proceeding will be initiated or continued, as the case may be, against the contravener.
3. Process of Compounding
3.1 An application for compounding of a contravention under FEMA, 1999 may be submitted to the Compounding Authority (CA) on being advised of a contravention under FEMA, 1999, either through a memorandum or suo moto on being made or on becoming aware of the contravention. The format of the application is appended to the Foreign Exchange (Compounding Proceedings) Rules, 2000 (Annex).
3.2 The application for compounding any contravention in prescribed form together with a copy of the memorandum, wherever applicable, with the prescribed fee of Rs.5000/- by way of a demand draft drawn in favour of “Reserve Bank of India” and payable at Mumbai may be submitted with relevant facts and supporting documents to: The Compounding Authority, [Cell for Effective implementation of FEMA (CEFA)], Foreign Exchange Department, 3rd floor, Amar Building, Sir P.M. Road, Fort, Mumbai- 400001.
3.3 On receipt of the application for compounding, the proceedings would be concluded and order issued by the CA within 180 days from the date of the receipt of the application for compounding. The time limit for this purpose would be reckoned from the date of receipt of the completed application for compounding by the Reserve Bank. The CA may call for any information, record 3
or any other documents relevant to the compounding proceedings and will hold the proceedings. The Compounding Order will be passed by the CA after affording the contravener and others concerned, an opportunity of being heard.
3.4 The application will be examined based on the documents and submissions made in the application, in terms of sub rule (1) of rule (4) of the Foreign Exchange (Compounding Proceedings) Rules, 2000 and assess whether the contravention is compoundable and if so, the amount of contravention is accordingly quantified.
3.5 The nature of contravention is ascertained keeping in view, inter alia, the following indicative points :
a. whether the contravention is technical and / or minor in nature and needs only an administrative cautionary advice;
b. whether the contravention is serious in nature and warrants compounding of the contravention; and
c. whether the contravention, prima facie, involves money-laundering, national and security concerns involving serious infringement of the regulatory framework.
3.6 The disposal of the compounding application is made by issue of a Compounding Order specifying the provisions of FEMA,1999 or any rule, regulation, notification, direction or order issued in exercise of the powers under FEMA, 1999, in respect of which contravention has taken place.
3.7 The CA may call for any additional information, record or any other document relevant to the compounding proceedings. Such additional information/ document are required to be submitted within the period as may be specified by the CA and the application may be rejected if such information/document is not submitted within the prescribed time.
3.8 Where there is sufficient cause for further investigation, the Reserve Bank may refer the matter to the Directorate of Enforcement for further investigation and necessary action under FEMA, 1999, as deemed fit by them or to the Anti-
4
Money Laundering Authority instituted under the Prevention of Money Laundering Act (PMLA), 2002 or to any other agencies, as deemed fit. Such applications will be disposed of by returning the application to the applicant since the compounding application will have to be disposed of within 180 days.
4. Scope and Manner of Compounding
4.1 The CA will exercise jurisdiction in respect of the contraventions alleged to have been committed in relation to any of the provisions of the FEMA, 1999, or any rule, regulation, notification, direction or order issued in exercise of the powers under FEMA, 1999.
4.2 The CA will form an opinion on the basis of the application, together with the documents submitted and on the basis of submissions made during the personal hearing on the nature of the contravention.
4.3 The application for compounding will be disposed of on merits, upon consideration of the records and submissions and at the absolute discretion of the CA. The following factors, which are only indicative, may be taken into consideration for the purpose of passing the Compounding Order and for arriving at the quantum of sum on payment of which contravention shall be compounded:
(i) the amount of gain of unfair advantage, wherever quantifiable, made as a result of the contravention;
(ii) the amount of loss caused to any authority / agency / exchequer as a result of the contravention;
(iii) economic benefits accruing to the contravener from delayed compliance or compliance avoided;
(iv) the repetitive nature of the contravention, the track record and / or history of non-compliance of the contravener;
(v) contravener’s conduct in undertaking the transaction and disclosure of full facts in the application and submissions made during the personal hearing; and
5
(vi) any other factor considered relevant and appropriate.
5. Issue of the Compounding Order
5.1 An opportunity for personal hearing is given to the applicant for further submission of documents in person in support of the application within a specified period. If the contravener or its authorized representative fails to appear in person or make any submissions before the CA for personal hearing, the CA may proceed with the processing of the compounding application on the basis of information and documents available in the application for compounding.
5.2 The Compounding Authority will pass a compounding order on the basis of the averments made in the application as well as other documents and submissions made in this context by the contravener during the personal hearings, if any.
5.3 Where the compounding of any contravention is made after making of a complaint under sub-section (3) of section 16 of FEMA, 1999 as the case may be, one copy of the compounding order made under sub rule (2) of Rule 8 of Foreign Exchange (Compounding Proceedings) Rules, 2000 will be supplied to the applicant (the contravener) and also to the Adjudicating Authority.
6. Post-compounding procedure
6.1 The sum for which the contravention is compounded as specified in the order of compounding under sub-rule (2) of Rule 8 of Foreign Exchange (Compounding Proceedings) Rules, 2000 is payable by way of a demand draft in favour of the “Reserve Bank of India” within fifteen days from the date of the order of compounding of such contravention. The demand draft has to be deposited in the manner as directed in the compounding order.
6.2 The provisions of the Rules do not confer any right on the contravener, after a compounding order is passed, to seek to withdraw the order or to hold the compounding order as void or request a review of the order passed by the CA.
6
6.3 In case of failure to pay the sum compounded within the time specified in the compounding order, it shall be deemed in terms of Rule 10 of the Foreign Exchange (Compounding Proceedings) Rules, 2000, that the contravener had never made an application for compounding of any contravention under these Rules.
6.4 On realization of the sum for which contravention is compounded a certificate in this regard shall be issued by the Reserve Bank subject to the specified conditions, if any, in the order.
6.5 In respect of the contraventions of FEMA, 1999 (as defined in section 13 of the FEMA, 1999), which are not compounded by the Compounding Authority, other relevant provisions of FEMA, 1999, shall apply.
7. Pre-requisites for compounding process
7.1 In respect of a contravention committed by any person within a period of three years from the date on which a similar contravention committed by him was compounded under the Compounding Rules, such contraventions would not be compounded. Such contravention would be dealt with under relevant provisions of the FEMA, 1999 for contravention. Any second or subsequent contravention committed after the expiry of a period of three years from the date on which the contravention was previously compounded shall be deemed to be a first contravention.
7.2 Contraventions relating to any transaction where proper approvals or permission from the Government or statutory authority concerned, as the case may be, have not been obtained, such contraventions would not be compounded unless the required approvals are obtained from the authorities concerned.
7.3 Cases of contravention, such as, those having a money laundering angle, national security concern and / or involving serious infringements of the regulatory framework or where the contravener fails to pay the sum for which contravention was compounded within the specified period in terms of the
7
compounding order, shall be referred to the Directorate of Enforcement for further investigation and necessary action under FEMA, 1999 or to the authority instituted for implementation of the Prevention of Money Laundering Act 2002, (PMLA) or to any other agencies, for necessary action , as deemed fit.
7.4 The Reserve Bank generally advises the persons concerned of their choice and option to make an application for compounding as and when such contraventions come to its notice. The facts constituting such contraventions will be brought to the notice of the Directorate of Enforcement in case no application for compounding is made within the time indicated by the Reserve Bank.
8
Annex
Foreign Exchange (Compounding Rules), 2000
Notification No. G.S.R.383(E) dated 3rd May 2000
As amended vide
G.S.R.443(E) dated November 2, 2002
G.S.R. 609 (E) dated September 13, 2004 and
G.S.R. 613 (E) dated August 27, 2008
In exercise of the powers conferred by section 46 read with sub-section (1) of section 15 of the Foreign Exchange Management Act, 1999 (42 of 1999) the Central Government hereby makes the following rules relating to compounding contraventions under chapter IV of the said Act, namely:-
1. Short title and commencement –
(1) These rules may be called the Foreign Exchange (Compounding Proceedings) Rules 2000.
(2) They shall come into force on the 1st day of June, 2000.
2. Definitions - In these rules, unless the context otherwise requires -
(a) 'Act' means the Foreign Exchange Management Act, 1999 (42 of 1999);
(b) 'authorised officer' means an officer authorised under sub-rule (1) of rule 3;
(c) 'applicant' means a person who makes an application under section 15 (1) of the Act to the compounding authority;
(d) 'Compounding Order' means an order issued under sub-section (1) of Section 15 of the Act;
(e) 'Form' means a form appended to these rules;
(f) 'section' means a section of the Act;
(g) all other words and expressions used in these rules and not defined but defined in the Act, shall have the meaning respectively assigned to them in the Act.
3. (1) 'Compounding Authority' means the persons authorised by the Central Government under sub-section (1) of section 15 of the Act, namely;
(a) an officer of the Enforcement Directorate not below the rank of Deputy Director or Deputy Legal Adviser (DLA).
9
(b) An officer of the Reserve Bank of India not below the rank of the Assistant General Manager.
4. Power of Reserve Bank to compound contravention -
1[(1) If any Person contravenes any provisions of Foreign Exchange Management Act, 1999 (42 of 1999) except clause (a) of Section 3 of the Act.]
(a) in case where the sum involved in such contravention is ten lakhs rupees or below, by the Assistant General Manager of the Reserve Bank of India;
(b) in case where the sum involved in such contravention is more than rupees ten lakhs but less than rupees forty lakhs, by the Deputy General Manager of Reserve Bank of India ;
(c) in case where the sum involved in the contravention is rupees forty lakhs or more but less than rupees hundred lakhs by the General Manager of Reserve Bank of India;
(d) in case the sum involved in such contravention is rupees one hundred lakhs or more, by the Chief General Manager of the Reserve Bank of India;
Provided further that no contravention shall be compounded unless the amount involved in such contravention is quantifiable.
(2) Nothing contained in sub-section (1) shall apply to a contravention committed by any person within a period of three years from the date on which a similar contravention committed by him was compounded under these rules.
Explanation: For the purposes of this rule, any second or subsequent contravention committed after the expiry of a period of three years from the date on which the contravention was previously compounded shall be deemed to be a first contravention.
(3) Every officer specified under sub-rule (1) of rule 4 of the Reserve Bank of India shall exercise the powers to compound any contravention subject to the direction, control and supervision of the Governor of the Reserve Bank of India.
(4) Every application for compounding any contravention under this rule shall be made in Form to the Reserve Bank of India, Exchange Control Department, Central Office, Mumbai along with a fee of Rs. 5000/- by Demand Draft in favour of compounding authority.
5. The Power of Enforcement Directorate to compound contraventions -
2 [(1) If any Person contravenes provisions of Section 3(a) of Foreign Exchange Management Act.]
1 GSR 613(E) dated August 27, 2008
2 GSR 609 (E) dated September 13, 2004 10
(a) in case where the sum involved in such contravention is five lakhs rupees or below, by the Deputy Director of the Directorate of Enforcement;
(b) in case where the sum involved in such contravention is more than rupees five lakhs but less than rupees ten lakhs, by the Additional Director of the Directorate of Enforcement;
(c) in case where the sum involved in the contravention is rupees ten lakhs or more but less than fifty lakhs rupees by the Special Director of the Directorate of Enforcement;
(d) in case where the sum involved in the contravention is rupees fifty lakhs or more but less than one crore rupees by Special Director with Deputy Legal Adviser of the Directorate of Enforcement;
(e) in case the sum involved in such contravention is one crore rupees or more, by the Director of Enforcement with Special Director of the Enforcement Directorate.
Provided further that no contravention shall be compounded unless the amount involved in such contravention is quantifiable.
(2) Nothing contained in sub-section (1) shall apply to a contravention committed by any person within a period of three years from the date on which a similar contravention committed by him was compounded under these rules.
Explanation: For the purposes of this rule, any second or subsequent contravention committed after the expiry of a period of three years from the date on which the contravention was previously compounded shall be deemed to be a first contravention.
(3) Every officer of the Directorate of Enforcement specified under sub-rule (1) of this rule shall exercise the powers to compound any contravention subject to the direction, control and supervision of the Director of Enforcement.
(4) Every application for compounding any contravention under this rule shall be made in Form to the Director, Directorate of Enforcement, New Delhi, along with a fee of Rs.5000 by DD in favour of the Compounding Authority.
6. Where any contravention is compounded before the adjudication of any contravention under section 16, no inquiry shall be held for adjudication of such contravention in relation to such contravention against the person in relation to whom the contravention is so compounded.
7. Where the compounding of any contravention is made after making of a complaint under sub-section (3) of section 16, such compounding shall be brought by the authority specified in rule 4 or rule 5 in writing, to the notice of the Adjudicating Authority and on such notice of the compounding of the contravention being given, the person in relation to whom the contravention is so compounded shall be discharged.
11
8. Procedure for Compounding -
(1) The Compounding Authority may call for any information, record or any other documents relevant to the compounding proceedings.
(2) The Compounding Authority shall pass an order of compounding after affording an opportunity of being heard to all the concerned as expeditiously as possible as and not later than 180 days from the date of application.
9. Payment of amount compounded -
3The sum for which the contravention is compounded as specified in the order of compounding under sub-rule (2) of rule 8, shall be paid by demand draft in favour of the Compounding Authority within fifteen days from the date of the order of compounding of such contravention.
10. In case a person fails to pay the sum compounded in accordance with the rule 9 within the time specified in that rule, he shall be deemed to have never made an application for compounding of any contravention under these rules and the provisions of the Act for contravention shall apply to him.
11. No contravention shall be compounded if an appeal has been filed under section 17 or section 19 of the Act.
12. Contents of the order of the Compounding Authority -
(1) Every order shall specify the provisions of the Act or of the rules, directions, requisitions or orders made there under in respect of which contravention has taken place along with details of the alleged contravention.
(2) Every such order shall be dated and signed by the Compounding Authority under his seal.
13. Copy of the order - One copy of the order made under rule 8(2) shall be supplied to the applicant and the Adjudicating Authority as the case may be.
3 GSR 443(E) dated November 2, 2002
12
Format of Application
Form (See Rule 4 or 5)
(To be filled in duplicate and shall be accompanied by certified copy of the Memorandum issued)
1. Name of the applicant (in BLOCK LETTERS)
2. Full address of the applicant (including Phone and Fax Number and email id)
3. Whether the applicant is resident in India or resident outside India [Please refer to Section 2(v) of the Act]
4. Name of the Adjudicating Authority before whom the case is pending
5. Nature of the contravention [according to sub-section (1) of Section 13]
6. Brief facts of the case
7. Details of fee for application of compounding
8. Any other information relevant to the case
I/We declare that the particulars given above are true and correct to the best of my/our knowledge and belief and that I/We am/are willing to accept any direction/order of the Compounding Authority in connection with compounding of my/our case.
Dated: (Signature of the Applicant)
Name 13
Appendix
List of Rules/ A.P. (DIR Series) Circulars consolidated
in the Master Circular Compounding of contraventions of FEMA, 1999
Rules
Sl No
Rules No.
Date
1
Foreign Exchange (Compounding Proceedings) Rules, 2000
May 3, 2000
2
Foreign Exchange (Compounding Proceedings) Rules 2002
November 2, 2002
3
Foreign Exchange (Compounding Proceedings) Rules, 2004
September 13, 2004
4
Foreign Exchange (Compounding Proceedings) Rules, 2004
August 27,2008
A.P. (DIR Series) Circulars
Sl No
Circular No
Date
1
AP (DIR Series ) Circular No. 31
February 1, 2005
2
AP (DIR Series ) Circular No. 56
June 28, 2010
14
Remittance of assets by foreign nationals-
RESERVE BANK OF INDIA
Foreign Exchange Department
Central Office
Mumbai - 400 001
RBI/2010-11/ 560 June 9, 2011
A.P. (DIR Series) Circular No.70
To
All Category - I Authorised Dealer Banks
Madam / Sir,
Remittance of assets by foreign nationals-
Opening of NRO Accounts
The foreign nationals employed in India holding valid visas are eligible to maintain resident accounts with an Authorised Dealer Category - I (AD Category-I) bank in India. The AD Category-I banks are required to close the resident accounts of such foreign nationals on their leaving the country and transfer their assets to their accounts maintained abroad. In this connection, attention of the AD Category-I banks is invited to paragraph 8 of Schedule 3 to the Notification No. FEMA 5 /2000-RB dated 3rd May 2000, viz. Foreign Exchange Management (Deposit) Regulations, 2000, as amended from time to time, in terms of which when a person resident in India leaves India for a country (other than Nepal or Bhutan) for taking up employment, or for carrying on business or vocation outside India or for any other purpose indicating her / his stay outside India for an uncertain period, her / his existing account should be designated as a Non-Resident (Ordinary) [NRO] Account.
2. The extant instructions have been reviewed so as to facilitate the foreign nationals to collect their pending dues in India. AD Category-I banks may, therefore, permit such foreign nationals to re-designate their resident account maintained in India as NRO account on leaving the country after their employment to enable them to receive their pending bonafide dues, subject to the following conditions:
a) AD Category-I bank should obtain the full details from the account holder about his legitimate dues expected to be received into his account.
b) AD Category-I bank has to satisfy itself as regards the credit of amounts which have to be bonafide dues of the account holder when she / he was a resident in India.
c) The funds credited to the NRO account should be repatriated abroad immediately, subject to the AD Category-I bank satisfying itself regarding the payment of the applicable Income tax and other taxes in India.
d) The amount repatriated abroad should not exceed USD one million per financial year.
e) The debit to the account should be only for the purpose of repatriation to the account holder’s account maintained abroad.
f) There should not be any other inflow / credit to this account other than that mentioned at point (a) above.
g) AD Category-I bank should put in place proper internal control mechanism to monitor the credits and debits to this account.
h) The account should be closed immediately after all the dues have been received and repatriated as per the declaration made by the account holder mentioned at paragraph 2 (a) above.
3. AD Category-I banks may bring the contents of this circular to the notice of their constituents and customers concerned.
4. The directions contained in the circular have been issued under sections 10(4) and 11(1) of the Foreign Exchange Management Act, 1999 (FEMA) (42 of 1999) and are without prejudice to permissions / approvals, if any, required under any other law.
Yours faithfully,
Dr. (Smt. Sujatha Elizabeth Prasad)
Chief General Manager-in-Charge
Foreign Exchange Department
Central Office
Mumbai - 400 001
RBI/2010-11/ 560 June 9, 2011
A.P. (DIR Series) Circular No.70
To
All Category - I Authorised Dealer Banks
Madam / Sir,
Remittance of assets by foreign nationals-
Opening of NRO Accounts
The foreign nationals employed in India holding valid visas are eligible to maintain resident accounts with an Authorised Dealer Category - I (AD Category-I) bank in India. The AD Category-I banks are required to close the resident accounts of such foreign nationals on their leaving the country and transfer their assets to their accounts maintained abroad. In this connection, attention of the AD Category-I banks is invited to paragraph 8 of Schedule 3 to the Notification No. FEMA 5 /2000-RB dated 3rd May 2000, viz. Foreign Exchange Management (Deposit) Regulations, 2000, as amended from time to time, in terms of which when a person resident in India leaves India for a country (other than Nepal or Bhutan) for taking up employment, or for carrying on business or vocation outside India or for any other purpose indicating her / his stay outside India for an uncertain period, her / his existing account should be designated as a Non-Resident (Ordinary) [NRO] Account.
2. The extant instructions have been reviewed so as to facilitate the foreign nationals to collect their pending dues in India. AD Category-I banks may, therefore, permit such foreign nationals to re-designate their resident account maintained in India as NRO account on leaving the country after their employment to enable them to receive their pending bonafide dues, subject to the following conditions:
a) AD Category-I bank should obtain the full details from the account holder about his legitimate dues expected to be received into his account.
b) AD Category-I bank has to satisfy itself as regards the credit of amounts which have to be bonafide dues of the account holder when she / he was a resident in India.
c) The funds credited to the NRO account should be repatriated abroad immediately, subject to the AD Category-I bank satisfying itself regarding the payment of the applicable Income tax and other taxes in India.
d) The amount repatriated abroad should not exceed USD one million per financial year.
e) The debit to the account should be only for the purpose of repatriation to the account holder’s account maintained abroad.
f) There should not be any other inflow / credit to this account other than that mentioned at point (a) above.
g) AD Category-I bank should put in place proper internal control mechanism to monitor the credits and debits to this account.
h) The account should be closed immediately after all the dues have been received and repatriated as per the declaration made by the account holder mentioned at paragraph 2 (a) above.
3. AD Category-I banks may bring the contents of this circular to the notice of their constituents and customers concerned.
4. The directions contained in the circular have been issued under sections 10(4) and 11(1) of the Foreign Exchange Management Act, 1999 (FEMA) (42 of 1999) and are without prejudice to permissions / approvals, if any, required under any other law.
Yours faithfully,
Dr. (Smt. Sujatha Elizabeth Prasad)
Chief General Manager-in-Charge
Annual Return on Foreign Liabilities and Assets
Annex – I
Annex to A.P.(DIR Series) Circular No. 45
dated March 15, 2011
RESERVE BANK OF INDIA
Annual Return on Foreign Liabilities and Assets
INSTRUCTIONS
The Reserve Bank’s Co-ordinated Direct Investment Survey (CDIS) and Co-ordinated Portfolio Investment Survey (CPIS) are conducted under the auspices of the International Monetary Fund (IMF), wherein information is collected from Indian resident companies on their foreign financial liabilities and assets position as at end-March of the previous financial year (FY) as well as the end-December and end-March of the latest FY. This information is used in the compilation of India’s Balance of Payments (BoP), International Investment Position (IIP), Coordinated Direct Investment and Coordinated Portfolio Investment.
The completed return along with a copy of the reporting company’s Balance Sheet for the latest year should be sent by July 15 every year at the following address:
The Director
External Liabilities and Assets Statistics Division
Department of Statistics and Information Management (DSIM)
Reserve Bank of India
C 8, Bandra-Kurla Complex
Bandra (East)
Mumbai- 400 051
Confidentiality Clause: The company-wise information so provided will be kept confidential and only consolidated aggregates will be released by the Reserve Bank.
Guidelines for filling-in the Schedule:
1) Refer to the definitions given in Annex before filling-in the return.
2) If yours is a Group company, then please ensure that a consolidated return covering all the Branches/Offices in India is furnished.
3) All amounts should be reported as follows:
• Lakh of Indian rupees for Blocks 1 to 5 & Block 9
• Actual foreign currencies for Blocks 6 & 7
4) If any block is not sufficient to report all your data, additional sheets as per the respective block’s format may be enclosed.
5) It may be possible that all blocks of this schedule are not applicable to you. If there are no data to report in a block, please indicate “Nil” or “Not Applicable” depending upon the case.
6) In case balance sheet is not audited, kindly submit the information based on un-audited figures. The balance sheet may be forwarded in due course. After auditing, if there are major differences in the reported figures, revised return may be submitted along with a copy of balance sheet.
7) Balance Sheet for the reporting year of your company should be enclosed along with the return.
Methodology for valuation of foreign liabilities and foreign assets:
• Debt securities should be valued at market price, while all other types of debt, viz., loan, trade credit, deposits, other accounts payable/ receivable should be valued at nominal value.
• For the valuation of the outstanding investment, use the corresponding end-March/ end-December market price/exchange rate.
• For listed companies, the share price on the closing date of reporting period should be used for valuation of Equity.
• For unlisted companies, use the concept of "Own Funds at Book Value (OFBV)" for valuation of Equity, to have consistency in valuation. OFBV reflects the value of enterprise recorded in the book of Direct Investment Enterprise, which is the sum of (i) paid-up capital (excluding any shares on issue that the enterprise holds in itself and including share premium accounts); (ii) all types of reserves identified as equity in the enterprise's balance sheet (including investment grants when accounting guidelines considered them company reserves); and (iii) cumulated reinvested earnings (which may be negative), which would take into account charges for consumption of fixed capital.
Example:
Suppose company's paid up capital = Rs 250 lakh, with FDI 50 % (i.e. Rs 125 lakh)
Accumulated reinvested earnings = Rs 75 lakh
Revaluation of land & shares = Rs 159 lakh
Total = Rs 484 lakh
Therefore, Equity investment by foreign direct investor based on OFBV method is Rs 242 lakhs (50 per cent of Rs.484 lakh).
Before filling the return to the Reserve Bank of India, please check that:
• You have reported all the items of the return relevant to you and as per your records.
• You have signed and dated the schedule.
• All the Annexes, indicated by you, are attached with the return.
• You have enclosed a copy of balance sheet of your Company for the latest year along with the return.
• You have kept a copy of the filled-in schedule in your own records.
For any clarification, please contact:
Smt. Jolly Roy, Research Officer
or
Shri Rajesh Kavediya, Research Officer
External Liabilities and Assets Statistics Division
Department of Statistics and Information Management (DSIM)
Reserve Bank of India
C-8, 3rd floor, Bandra - Kurla Complex
Bandra (East)
MUMBAI - 400 051
Telephone No. : (022) 26571265 / 26578340 / 26578241
FAX No. : (022) 26571265 /26570848
e-mail : surveyfla@rbi.org.in; jroy@rbi.org.in; rkavediya@rbi.org.in
RESERVE BANK OF INDIA
Annual Return on Foreign Liabilities and Assets
(Return to be filed under A.P. (DIR Series) Circular No. A.P.(DIR Series) Circular No. 45 dated March 15, 2011
to the Department of Statistics and Information Management, RBI, Mumbai)
Please read the guidelines/definitions carefully before filing-in the Return
Section I: Identification Particulars
For RBI’s use
1. Name and Address of the Indian Company
City: Pin:
¬¬¬¬¬¬¬State:_______________________________________________
2. Income-Tax allotted PAN Number of Company:
3. Registration No given by the Registrar of Companies:
4. Name of the CONTACT PERSON : _____________________________DESIGNATION:____________________
Tel.No. (with STD code): _______________________Fax:_______________e-mail:________________________
3. Account closing date: (dd/mm/yy)________________ Web-site (if any):___________________________
4. In case of change in Company Name and\or activity, specify the old and new Company Name and activity:
Old Company Name :________________________________New Company Name _________________________
Effective Date ______________________________
Old Activity:________________________________ New Activity _________________________
5. Nature of Business: Please tick ( ) the appropriate group of activity to which your principal line of business pertains and also mention, if possible, the NIC code in the bracket.
Industry Revenue (%) Industry Revenue (%) Industry Revenue (%) Industry Revenue (%)
1. Power
( ) 2. Electrical & Electronics
( ) 3. Non - financial services
( ) 4. Financial Services
( )
5.Telecom
( ) 6. Hotels & Tourism
( ) 7. Metallurgical Industry & Mining
( ) 8. Food Processing Industry
( )
9. Transportation
( ) 10. Petroleum & Natural Gas
( ) 11. Chemicals (other than fertilizers)
( ) 12. Construction
( )
13. Software and ITES/BPO
( ) 14. Pharmaceutical
( ) 15. Other
( )
For RBI’s use (Industry Code)
Yes No
7. Whether your company is listed in India [please tick ( )]?
Yes No
8. Whether your company has any Foreign Collaboration?
If yes, please indicate whether it is (please tick the appropriate one)
(a) Technical collaboration (b) Financial collaboration (foreign equity participation) (c) Both
Block 1A : Total Paid up Capital of Indian Company
Item End-March of previous FY End-March current FY
Number of Shares Amount in ` lakh Number of Shares Amount in ` lakh
1.0 Total Paid-up Capital [(i)+(ii)]
(i) Ordinary/Equity Share
(ii) Preference Share [(a)+(b)]
(a) Participating
(b) Non-participating
2.0 Non-resident Equity Holdings
1 Individuals
2 Companies
3 FIIs
4 FVCIs
5 Foreign Trusts
6 Private Equity Funds
7 Pension/ Provident Funds
8 Sovereign Wealth Fund (SWF)§
9 Partnership/ Proprietorship firms
10 Financial Institutions
11 NRIs/PIO
12 Others (please specify)
Note: FY: Financial Year
Block 1B : Free Reserves & Surplus and Retained Profit
Item Amount in ` lakh as at the end – March of
Previous FY Current FY
3.1 Free Reserves & Surplus as at the end of
Amount in ` lakh
During Previous FY During Current FY
3.2 Profit (+) / Loss (-) after tax
3.3 Dividend Declared (excluding tax on dividend)
3.4 Retained Profit / loss ( 3.4 = 3.2 -3.3)
Section II
FOREIGN LIABILITIES
2. Investments made under Foreign Direct Investment (FDI) scheme in India:
In case of listed companies, equity should be valued using share price on closing date of reference period, while in case of unlisted companies, Own Fund of Book Value (OFBV) Method should be used
(see the attached guidelines for details)
Block 2A: Foreign Direct Investment in India (10% or more Equity Participation)
[Please furnish here the outstanding investments made under the FDI Scheme in India by Non-resident Direct investors, who were individually holding 10 per cent or more ordinary/equity shares of your company on the reporting date]
If this block is Non-NIL, then please give the Name & Addresses of your subsidiary in India, if any, in BLOCK 9.
Name of the non-resident Company/ Individual
Type of Capital
Country of non-resident investor Equity holding (%) Amount in ` lakh as at the end of
March Previous FY December Current FY March Current FY
1.0 Equity Capital (1.0 = 1.2-1.1)
1.1 Claims on Direct Investor
1.2 Liabilities to Direct Investor
2.0 Other Capital(2.0 = 2.2-2.1)
2.1 Claims on Direct Investor
2.2 Liabilities to Direct Investor
3.0 Disinvestments in India during the year
Note: (i) if investor is a company, then country is the country of incorporation;
(ii) Please use different sheet using same format to report different non-resident company/individual.
Block 2B: Foreign Direct Investment in India (Less than 10% Equity Holding)
[Please furnish here the outstanding investments made under the FDI Scheme in India by Non-resident Direct investors, who were individually holding less than 10 per cent ordinary/ equity shares of your company on the reporting date]
Name of the non-resident Company/ Individual
Type of Capital
Country of non-resident investor Equity holding (%) Amount in ` lakh as at the end of
March Previous FY December Current FY March Current FY
1.0 Equity Capital (1.0 = 1.2-1.1)
1.1 Claims on Direct Investor
1.2 Liabilities to Direct Investor
2.0 Other Capital(2.0 = 2.2-2.1)
2.1 Claims on Direct Investor
2.2 Liabilities to Direct Investor
3.0 Disinvestments in India during the year
Note: (i) if investor is a company, then country is the country of incorporation;
(ii) Please use different sheet using same format to report different non-resident company/individual.
3. Portfolio and Other Liabilities to Non-residents (i.e. position with unrelated parties)
Block 3A: Portfolio Investment
Please furnish here the outstanding investments by non-resident investors made under the Portfolio Investment Scheme in India. In case of listed companies, equity should be valued using share price on closing date of reference period, while in case of unlisted companies, Own Fund of Book Value (OFBV) Method should be used. (see the attached guidelines for details)
Portfolio Investment Country of non-resident investor Amount in ` lakh as at the end of
March Previous FY March Current FY
1.0 Equity Securities
2.0 Debt Securities(2.0 = 2.1+2.2)
2.1 Bonds and Notes (original maturity more than 1year)
2.2 Money Market Instruments (original maturity upto1year)
3.0 Disinvestments in India during the year
Note: Data pertaining to each type of investment are to be reported consolidating the information country wise. If more countries are involved to report the data for the particular type(s) of investment, it should be reported in the same format using additional sheets separately for each country.
Block 3B: Financial Derivatives (with non-resident entities only)
Please furnish here the outstanding foreign liabilities on account of financial derivatives contract entered into with non-residents.
Financial Derivatives Country of non-resident investor Amount in ` lakh as at the end of
March Previous FY March Current FY
(i) Notional Value
(ii) Mark to market value
Note: If more countries are involved to report the data for the particular type(s) of investment, it should be reported in the same format using additional sheets separately for each country.
Block 3C: Other Investments:
This is a residual category that includes all financial outstanding not considered as direct investment or portfolio investment (outstanding liabilities with Unrelated Parties)
Other Investment Country of non-resident lender Amount in ` lakh as at the end of
March Previous FY March Current FY
4.0 Trade Credit (4.0 = 4.1+4.2)
4.1 Short Term (4.1= 4.1.1+4.1.2)
4.1.1. Up to 6 Months
4.1.2. 6 Months to 1 Year
4.2. Long Term
5.0 Loans (5.0 = 5.1+5.2)
5.1 Short Term
5.2 Long Term
6.0 Other Liabilities (6.0 = 6.1+6.2)
6.1 Short Term (Up to 1 yr.)
6.2 Long Term
Note: (i) Data pertaining to each type of investment are to be reported consolidating the information country wise. If more countries are involved to report the data for the particular type(s) of investment, it should be reported in the same format using additional sheets separately for each country.
(ii) At item 5.0, loan should include the ECB loan other than those taken from non-resident parent company. ECB loan taken from parent company abroad should be shown under Other Capital of Block 2A.
Section –III
FOREIGN ASSETS
1. Please use the exchange rate as at end-March/end-December (as applicable) of reporting year while reporting the foreign assets in ` lakh.
2. In case, the overseas company is listed, equity should be valued using share price on closing date of reference period, while in case of unlisted company, use Own Fund of Book Value (OFBV) method for valuation of equity (see the attached guidelines for details)
Block 4: Direct Investment Abroad under Overseas Direct Investment Scheme
Block 4A: Direct Investment Abroad (10 % or more Equity holding)
[Please furnish here your outstanding investments in Non-resident enterprises [Direct Investment Enterprises (DIE)], made under the Overseas Direct Investment Scheme, in each of which your company hold 10 per cent or more Equity shares on the reporting date]. If this block is Non-NIL, then please furnish the information in BLOCK 6.
Name of the non-resident Direct Investment Enterprise (DIE)
Type of Capital
Country of non-resident DIE Equity holding (%) Amount in ` lakh as at the end of
March Previous FY December Current FY March Current FY
1.0 Equity Capital (1.0 = 1.1-1.2)
1.1 Claims on Direct Investment Enterprise
1.2 Liabilities to Direct Investment Enterprise
2.0 Other Capital(2.0 = 2.1-2.2)
2.1 Claims on Direct Investment Enterprise
2.2 Liabilities to Direct Investment Enterprise
3.0 Disinvestments made abroad during the year
Note: Please use separate sheets in the above format to report for separate DIEs
Block 4B: Foreign Direct Investment Abroad (Less than 10 % Equity holding)
[Please furnish here your outstanding investments in non-resident enterprises (Direct Investment Enterprises DIE), made under the Overseas Direct Investment Scheme, in each of which your company holds less than 10 per cent Equity shares on the reporting date].
Name of the non-resident enterprises
Type of Capital
Country of non-resident enterprises Amount in ` lakh as at the end of
March Previous FY December Current FY March Current FY
1.0 Equity Capital (1.0 = 1.1-1.2)
1.1 Claims on non-resident Enterprise abroad
1.2 Liabilities to non-resident Enterprise abroad
2.0 Other Capital (2.0 = 2.1-2.2)
2.1 Claims on non-resident Enterprise abroad
2.2 Liabilities to non-resident Enterprise abroad
3.0 Disinvestments made abroad during the year
Note: Please use separate sheets in the above format to report different non-resident fellow enterprises.
Portfolio and Other Assets Abroad (i.e., position with unrelated parties)
Block 5A: Portfolio Investment Abroad
1. Please furnish here the outstanding investments in non-resident enterprises, other than those made under Overseas Direct Investment Scheme in India (i.e., other than those reported in Block 4A & 4B).
2. In case overseas companies are listed, equity should be valued using share price on closing date of reference period, while in case of unlisted companies, use Own Fund of Book Value Method (OFBV) (see the attached guidelines for details)
Portfolio Investment Country of non-resident enterprise Amount in ` lakh as at the end of
March Previous FY December Current FY March Current FY
1.0 Equity Securities
2.0 Debt Securities (2.0=2.1+2.2)
2.1 Bonds and Notes (original maturity more than 1year)
2.2 Money Market Instruments (original maturity up to 1year)
3.0 Disinvestments Abroad during the year
Note: Data pertaining to each type of investment are to be reported consolidating the information country wise. If particular type(s) of investment spreads over more than one country, it should be reported in the above format using separate additional sheet for each country.
Block 5B: Financial Derivatives (with non-resident entities only)
Please furnish here the outstanding claims on non-residents on account of financial derivatives contract entered into with Non-residents.
Financial Derivatives Country of non-resident enterprise Amount in ` lakh as at the end of
March Previous FY March Current FY
(i) Notional Value
(ii) Mark to market value
Note: If particular type(s) of investment spreads over more than one country, it should be reported in the above format using separate additional sheet for each country.
Block 5C: Other Investment (Outstanding claims on Unrelated Parties):
This is a residual category that includes all financial outstanding claims not considered as direct investment or portfolio investment.
Other Investment
Country of non-resident enterprise Amount in ` lakh as at the end of
March Previous FY March Current FY
4.0 Trade Credit (4.0=4.1+4.2)
4.1 Short Term (4.1=4.1.1+4.1.2)
4.1.1. Up to 6 Months
4.1.2. 6 Months to 1 Year
4.2 Long Term
5.0 Loans (5.0=5.1+5.2)
5.1 Short Term (Up to 1 year)
5.2 Long Term
6.0 Other Assets (6.0=6.1+6.2)
6.1 Currency & Deposits
6.2 Others
Note: (i) Data pertaining to each type of investment are to be reported consolidating the information country wise. If particular type(s) of investment spreads over more than one country, it should be reported in the above format using separate additional sheet for each country.
Block 6: Equity Capital, Free Reserves & Surplus of Direct Investment Enterprise Abroad
[Please report here the total equity, the equity held by your company and the total free reserves & surplus of those non-resident enterprises in each of which your company held 10 per cent or more shares on the reporting date].
If this block is Non-NIL then please make sure that you have provided the relevant information in BLOCK 4A.
Name of the DIE
Item
Currency Amount in Foreign Currency as at the end of (in actual)
March Previous FY March Current FY
(1) (2) (3) (4) (5)
1. Total Equity of DIE
2. Equity of DIE held by you
3. Free Reserves & Surplus of DIE
4. Dividend Received by you during the year
5. Amount of your Profit retained by DIE during the year
Note: If your company is a Direct Investor in more than one DIE, the data should be provided in the same format in respect of each such DIE using additional sheets.
Block 7: Contingent Foreign Liabilities
[Please report here the relevant details about the contingent foreign liabilities of your company]
Description of Contingent Liability Country Currency# Amount in Foreign Currency as at the end of (in actual)
March Previous FY March Current FY
(1) (2) (3) (4) (5)
Note: # Currency of denomination of the contingent foreign liability should be mentioned in Col. 3. Refer to the details on Contingent liabilities given in Annex.
Block 8: Employee Information of reporting Indian company
As at the end-March of
Previous FY Current FY
No. of Employees on Payroll
BLOCK 9: Name(s) & Address (es) of your subsidiary in India
Sr. Nos.
Name of Subsidiary in India* Your Equity holding in subsidiary
%
Address Retained profit/ loss of your subsidiary in India during the current FY
(Amount in ` lakh )
Certificate
We hereby certify that all the facts and figures furnished in this schedule reflect the accurate position of the company and reported after understanding all the items of all the blocks of the schedule.
Place :
Signature and Name of the Authorised person
Date :
Seal/Stamp of the Company
Annex to A.P.(DIR Series) Circular No. 45
dated March 15, 2011
RESERVE BANK OF INDIA
Annual Return on Foreign Liabilities and Assets
INSTRUCTIONS
The Reserve Bank’s Co-ordinated Direct Investment Survey (CDIS) and Co-ordinated Portfolio Investment Survey (CPIS) are conducted under the auspices of the International Monetary Fund (IMF), wherein information is collected from Indian resident companies on their foreign financial liabilities and assets position as at end-March of the previous financial year (FY) as well as the end-December and end-March of the latest FY. This information is used in the compilation of India’s Balance of Payments (BoP), International Investment Position (IIP), Coordinated Direct Investment and Coordinated Portfolio Investment.
The completed return along with a copy of the reporting company’s Balance Sheet for the latest year should be sent by July 15 every year at the following address:
The Director
External Liabilities and Assets Statistics Division
Department of Statistics and Information Management (DSIM)
Reserve Bank of India
C 8, Bandra-Kurla Complex
Bandra (East)
Mumbai- 400 051
Confidentiality Clause: The company-wise information so provided will be kept confidential and only consolidated aggregates will be released by the Reserve Bank.
Guidelines for filling-in the Schedule:
1) Refer to the definitions given in Annex before filling-in the return.
2) If yours is a Group company, then please ensure that a consolidated return covering all the Branches/Offices in India is furnished.
3) All amounts should be reported as follows:
• Lakh of Indian rupees for Blocks 1 to 5 & Block 9
• Actual foreign currencies for Blocks 6 & 7
4) If any block is not sufficient to report all your data, additional sheets as per the respective block’s format may be enclosed.
5) It may be possible that all blocks of this schedule are not applicable to you. If there are no data to report in a block, please indicate “Nil” or “Not Applicable” depending upon the case.
6) In case balance sheet is not audited, kindly submit the information based on un-audited figures. The balance sheet may be forwarded in due course. After auditing, if there are major differences in the reported figures, revised return may be submitted along with a copy of balance sheet.
7) Balance Sheet for the reporting year of your company should be enclosed along with the return.
Methodology for valuation of foreign liabilities and foreign assets:
• Debt securities should be valued at market price, while all other types of debt, viz., loan, trade credit, deposits, other accounts payable/ receivable should be valued at nominal value.
• For the valuation of the outstanding investment, use the corresponding end-March/ end-December market price/exchange rate.
• For listed companies, the share price on the closing date of reporting period should be used for valuation of Equity.
• For unlisted companies, use the concept of "Own Funds at Book Value (OFBV)" for valuation of Equity, to have consistency in valuation. OFBV reflects the value of enterprise recorded in the book of Direct Investment Enterprise, which is the sum of (i) paid-up capital (excluding any shares on issue that the enterprise holds in itself and including share premium accounts); (ii) all types of reserves identified as equity in the enterprise's balance sheet (including investment grants when accounting guidelines considered them company reserves); and (iii) cumulated reinvested earnings (which may be negative), which would take into account charges for consumption of fixed capital.
Example:
Suppose company's paid up capital = Rs 250 lakh, with FDI 50 % (i.e. Rs 125 lakh)
Accumulated reinvested earnings = Rs 75 lakh
Revaluation of land & shares = Rs 159 lakh
Total = Rs 484 lakh
Therefore, Equity investment by foreign direct investor based on OFBV method is Rs 242 lakhs (50 per cent of Rs.484 lakh).
Before filling the return to the Reserve Bank of India, please check that:
• You have reported all the items of the return relevant to you and as per your records.
• You have signed and dated the schedule.
• All the Annexes, indicated by you, are attached with the return.
• You have enclosed a copy of balance sheet of your Company for the latest year along with the return.
• You have kept a copy of the filled-in schedule in your own records.
For any clarification, please contact:
Smt. Jolly Roy, Research Officer
or
Shri Rajesh Kavediya, Research Officer
External Liabilities and Assets Statistics Division
Department of Statistics and Information Management (DSIM)
Reserve Bank of India
C-8, 3rd floor, Bandra - Kurla Complex
Bandra (East)
MUMBAI - 400 051
Telephone No. : (022) 26571265 / 26578340 / 26578241
FAX No. : (022) 26571265 /26570848
e-mail : surveyfla@rbi.org.in; jroy@rbi.org.in; rkavediya@rbi.org.in
RESERVE BANK OF INDIA
Annual Return on Foreign Liabilities and Assets
(Return to be filed under A.P. (DIR Series) Circular No. A.P.(DIR Series) Circular No. 45 dated March 15, 2011
to the Department of Statistics and Information Management, RBI, Mumbai)
Please read the guidelines/definitions carefully before filing-in the Return
Section I: Identification Particulars
For RBI’s use
1. Name and Address of the Indian Company
City: Pin:
¬¬¬¬¬¬¬State:_______________________________________________
2. Income-Tax allotted PAN Number of Company:
3. Registration No given by the Registrar of Companies:
4. Name of the CONTACT PERSON : _____________________________DESIGNATION:____________________
Tel.No. (with STD code): _______________________Fax:_______________e-mail:________________________
3. Account closing date: (dd/mm/yy)________________ Web-site (if any):___________________________
4. In case of change in Company Name and\or activity, specify the old and new Company Name and activity:
Old Company Name :________________________________New Company Name _________________________
Effective Date ______________________________
Old Activity:________________________________ New Activity _________________________
5. Nature of Business: Please tick ( ) the appropriate group of activity to which your principal line of business pertains and also mention, if possible, the NIC code in the bracket.
Industry Revenue (%) Industry Revenue (%) Industry Revenue (%) Industry Revenue (%)
1. Power
( ) 2. Electrical & Electronics
( ) 3. Non - financial services
( ) 4. Financial Services
( )
5.Telecom
( ) 6. Hotels & Tourism
( ) 7. Metallurgical Industry & Mining
( ) 8. Food Processing Industry
( )
9. Transportation
( ) 10. Petroleum & Natural Gas
( ) 11. Chemicals (other than fertilizers)
( ) 12. Construction
( )
13. Software and ITES/BPO
( ) 14. Pharmaceutical
( ) 15. Other
( )
For RBI’s use (Industry Code)
Yes No
7. Whether your company is listed in India [please tick ( )]?
Yes No
8. Whether your company has any Foreign Collaboration?
If yes, please indicate whether it is (please tick the appropriate one)
(a) Technical collaboration (b) Financial collaboration (foreign equity participation) (c) Both
Block 1A : Total Paid up Capital of Indian Company
Item End-March of previous FY End-March current FY
Number of Shares Amount in ` lakh Number of Shares Amount in ` lakh
1.0 Total Paid-up Capital [(i)+(ii)]
(i) Ordinary/Equity Share
(ii) Preference Share [(a)+(b)]
(a) Participating
(b) Non-participating
2.0 Non-resident Equity Holdings
1 Individuals
2 Companies
3 FIIs
4 FVCIs
5 Foreign Trusts
6 Private Equity Funds
7 Pension/ Provident Funds
8 Sovereign Wealth Fund (SWF)§
9 Partnership/ Proprietorship firms
10 Financial Institutions
11 NRIs/PIO
12 Others (please specify)
Note: FY: Financial Year
Block 1B : Free Reserves & Surplus and Retained Profit
Item Amount in ` lakh as at the end – March of
Previous FY Current FY
3.1 Free Reserves & Surplus as at the end of
Amount in ` lakh
During Previous FY During Current FY
3.2 Profit (+) / Loss (-) after tax
3.3 Dividend Declared (excluding tax on dividend)
3.4 Retained Profit / loss ( 3.4 = 3.2 -3.3)
Section II
FOREIGN LIABILITIES
2. Investments made under Foreign Direct Investment (FDI) scheme in India:
In case of listed companies, equity should be valued using share price on closing date of reference period, while in case of unlisted companies, Own Fund of Book Value (OFBV) Method should be used
(see the attached guidelines for details)
Block 2A: Foreign Direct Investment in India (10% or more Equity Participation)
[Please furnish here the outstanding investments made under the FDI Scheme in India by Non-resident Direct investors, who were individually holding 10 per cent or more ordinary/equity shares of your company on the reporting date]
If this block is Non-NIL, then please give the Name & Addresses of your subsidiary in India, if any, in BLOCK 9.
Name of the non-resident Company/ Individual
Type of Capital
Country of non-resident investor Equity holding (%) Amount in ` lakh as at the end of
March Previous FY December Current FY March Current FY
1.0 Equity Capital (1.0 = 1.2-1.1)
1.1 Claims on Direct Investor
1.2 Liabilities to Direct Investor
2.0 Other Capital(2.0 = 2.2-2.1)
2.1 Claims on Direct Investor
2.2 Liabilities to Direct Investor
3.0 Disinvestments in India during the year
Note: (i) if investor is a company, then country is the country of incorporation;
(ii) Please use different sheet using same format to report different non-resident company/individual.
Block 2B: Foreign Direct Investment in India (Less than 10% Equity Holding)
[Please furnish here the outstanding investments made under the FDI Scheme in India by Non-resident Direct investors, who were individually holding less than 10 per cent ordinary/ equity shares of your company on the reporting date]
Name of the non-resident Company/ Individual
Type of Capital
Country of non-resident investor Equity holding (%) Amount in ` lakh as at the end of
March Previous FY December Current FY March Current FY
1.0 Equity Capital (1.0 = 1.2-1.1)
1.1 Claims on Direct Investor
1.2 Liabilities to Direct Investor
2.0 Other Capital(2.0 = 2.2-2.1)
2.1 Claims on Direct Investor
2.2 Liabilities to Direct Investor
3.0 Disinvestments in India during the year
Note: (i) if investor is a company, then country is the country of incorporation;
(ii) Please use different sheet using same format to report different non-resident company/individual.
3. Portfolio and Other Liabilities to Non-residents (i.e. position with unrelated parties)
Block 3A: Portfolio Investment
Please furnish here the outstanding investments by non-resident investors made under the Portfolio Investment Scheme in India. In case of listed companies, equity should be valued using share price on closing date of reference period, while in case of unlisted companies, Own Fund of Book Value (OFBV) Method should be used. (see the attached guidelines for details)
Portfolio Investment Country of non-resident investor Amount in ` lakh as at the end of
March Previous FY March Current FY
1.0 Equity Securities
2.0 Debt Securities(2.0 = 2.1+2.2)
2.1 Bonds and Notes (original maturity more than 1year)
2.2 Money Market Instruments (original maturity upto1year)
3.0 Disinvestments in India during the year
Note: Data pertaining to each type of investment are to be reported consolidating the information country wise. If more countries are involved to report the data for the particular type(s) of investment, it should be reported in the same format using additional sheets separately for each country.
Block 3B: Financial Derivatives (with non-resident entities only)
Please furnish here the outstanding foreign liabilities on account of financial derivatives contract entered into with non-residents.
Financial Derivatives Country of non-resident investor Amount in ` lakh as at the end of
March Previous FY March Current FY
(i) Notional Value
(ii) Mark to market value
Note: If more countries are involved to report the data for the particular type(s) of investment, it should be reported in the same format using additional sheets separately for each country.
Block 3C: Other Investments:
This is a residual category that includes all financial outstanding not considered as direct investment or portfolio investment (outstanding liabilities with Unrelated Parties)
Other Investment Country of non-resident lender Amount in ` lakh as at the end of
March Previous FY March Current FY
4.0 Trade Credit (4.0 = 4.1+4.2)
4.1 Short Term (4.1= 4.1.1+4.1.2)
4.1.1. Up to 6 Months
4.1.2. 6 Months to 1 Year
4.2. Long Term
5.0 Loans (5.0 = 5.1+5.2)
5.1 Short Term
5.2 Long Term
6.0 Other Liabilities (6.0 = 6.1+6.2)
6.1 Short Term (Up to 1 yr.)
6.2 Long Term
Note: (i) Data pertaining to each type of investment are to be reported consolidating the information country wise. If more countries are involved to report the data for the particular type(s) of investment, it should be reported in the same format using additional sheets separately for each country.
(ii) At item 5.0, loan should include the ECB loan other than those taken from non-resident parent company. ECB loan taken from parent company abroad should be shown under Other Capital of Block 2A.
Section –III
FOREIGN ASSETS
1. Please use the exchange rate as at end-March/end-December (as applicable) of reporting year while reporting the foreign assets in ` lakh.
2. In case, the overseas company is listed, equity should be valued using share price on closing date of reference period, while in case of unlisted company, use Own Fund of Book Value (OFBV) method for valuation of equity (see the attached guidelines for details)
Block 4: Direct Investment Abroad under Overseas Direct Investment Scheme
Block 4A: Direct Investment Abroad (10 % or more Equity holding)
[Please furnish here your outstanding investments in Non-resident enterprises [Direct Investment Enterprises (DIE)], made under the Overseas Direct Investment Scheme, in each of which your company hold 10 per cent or more Equity shares on the reporting date]. If this block is Non-NIL, then please furnish the information in BLOCK 6.
Name of the non-resident Direct Investment Enterprise (DIE)
Type of Capital
Country of non-resident DIE Equity holding (%) Amount in ` lakh as at the end of
March Previous FY December Current FY March Current FY
1.0 Equity Capital (1.0 = 1.1-1.2)
1.1 Claims on Direct Investment Enterprise
1.2 Liabilities to Direct Investment Enterprise
2.0 Other Capital(2.0 = 2.1-2.2)
2.1 Claims on Direct Investment Enterprise
2.2 Liabilities to Direct Investment Enterprise
3.0 Disinvestments made abroad during the year
Note: Please use separate sheets in the above format to report for separate DIEs
Block 4B: Foreign Direct Investment Abroad (Less than 10 % Equity holding)
[Please furnish here your outstanding investments in non-resident enterprises (Direct Investment Enterprises DIE), made under the Overseas Direct Investment Scheme, in each of which your company holds less than 10 per cent Equity shares on the reporting date].
Name of the non-resident enterprises
Type of Capital
Country of non-resident enterprises Amount in ` lakh as at the end of
March Previous FY December Current FY March Current FY
1.0 Equity Capital (1.0 = 1.1-1.2)
1.1 Claims on non-resident Enterprise abroad
1.2 Liabilities to non-resident Enterprise abroad
2.0 Other Capital (2.0 = 2.1-2.2)
2.1 Claims on non-resident Enterprise abroad
2.2 Liabilities to non-resident Enterprise abroad
3.0 Disinvestments made abroad during the year
Note: Please use separate sheets in the above format to report different non-resident fellow enterprises.
Portfolio and Other Assets Abroad (i.e., position with unrelated parties)
Block 5A: Portfolio Investment Abroad
1. Please furnish here the outstanding investments in non-resident enterprises, other than those made under Overseas Direct Investment Scheme in India (i.e., other than those reported in Block 4A & 4B).
2. In case overseas companies are listed, equity should be valued using share price on closing date of reference period, while in case of unlisted companies, use Own Fund of Book Value Method (OFBV) (see the attached guidelines for details)
Portfolio Investment Country of non-resident enterprise Amount in ` lakh as at the end of
March Previous FY December Current FY March Current FY
1.0 Equity Securities
2.0 Debt Securities (2.0=2.1+2.2)
2.1 Bonds and Notes (original maturity more than 1year)
2.2 Money Market Instruments (original maturity up to 1year)
3.0 Disinvestments Abroad during the year
Note: Data pertaining to each type of investment are to be reported consolidating the information country wise. If particular type(s) of investment spreads over more than one country, it should be reported in the above format using separate additional sheet for each country.
Block 5B: Financial Derivatives (with non-resident entities only)
Please furnish here the outstanding claims on non-residents on account of financial derivatives contract entered into with Non-residents.
Financial Derivatives Country of non-resident enterprise Amount in ` lakh as at the end of
March Previous FY March Current FY
(i) Notional Value
(ii) Mark to market value
Note: If particular type(s) of investment spreads over more than one country, it should be reported in the above format using separate additional sheet for each country.
Block 5C: Other Investment (Outstanding claims on Unrelated Parties):
This is a residual category that includes all financial outstanding claims not considered as direct investment or portfolio investment.
Other Investment
Country of non-resident enterprise Amount in ` lakh as at the end of
March Previous FY March Current FY
4.0 Trade Credit (4.0=4.1+4.2)
4.1 Short Term (4.1=4.1.1+4.1.2)
4.1.1. Up to 6 Months
4.1.2. 6 Months to 1 Year
4.2 Long Term
5.0 Loans (5.0=5.1+5.2)
5.1 Short Term (Up to 1 year)
5.2 Long Term
6.0 Other Assets (6.0=6.1+6.2)
6.1 Currency & Deposits
6.2 Others
Note: (i) Data pertaining to each type of investment are to be reported consolidating the information country wise. If particular type(s) of investment spreads over more than one country, it should be reported in the above format using separate additional sheet for each country.
Block 6: Equity Capital, Free Reserves & Surplus of Direct Investment Enterprise Abroad
[Please report here the total equity, the equity held by your company and the total free reserves & surplus of those non-resident enterprises in each of which your company held 10 per cent or more shares on the reporting date].
If this block is Non-NIL then please make sure that you have provided the relevant information in BLOCK 4A.
Name of the DIE
Item
Currency Amount in Foreign Currency as at the end of (in actual)
March Previous FY March Current FY
(1) (2) (3) (4) (5)
1. Total Equity of DIE
2. Equity of DIE held by you
3. Free Reserves & Surplus of DIE
4. Dividend Received by you during the year
5. Amount of your Profit retained by DIE during the year
Note: If your company is a Direct Investor in more than one DIE, the data should be provided in the same format in respect of each such DIE using additional sheets.
Block 7: Contingent Foreign Liabilities
[Please report here the relevant details about the contingent foreign liabilities of your company]
Description of Contingent Liability Country Currency# Amount in Foreign Currency as at the end of (in actual)
March Previous FY March Current FY
(1) (2) (3) (4) (5)
Note: # Currency of denomination of the contingent foreign liability should be mentioned in Col. 3. Refer to the details on Contingent liabilities given in Annex.
Block 8: Employee Information of reporting Indian company
As at the end-March of
Previous FY Current FY
No. of Employees on Payroll
BLOCK 9: Name(s) & Address (es) of your subsidiary in India
Sr. Nos.
Name of Subsidiary in India* Your Equity holding in subsidiary
%
Address Retained profit/ loss of your subsidiary in India during the current FY
(Amount in ` lakh )
Certificate
We hereby certify that all the facts and figures furnished in this schedule reflect the accurate position of the company and reported after understanding all the items of all the blocks of the schedule.
Place :
Signature and Name of the Authorised person
Date :
Seal/Stamp of the Company
Form No. 16A now generated from Tax Information Network (TIN). Mandatory for Companies and Banks to issue Form 16A from TIN to their deductees for ded
CIRCULAR NO. 03 /2011
F. No 275/34/2011-( IT-B)
Government of India
Ministry of Finance
Department of Revenue
Central Board of Direct Taxes
New Delhi, dated the 13th May, 2011
Subject: Issuance of TDS Certificates in Form No. 16A downloaded from TIN Website and option to authenticate the same by way of digital signature – Circular under section 119 of the Income-tax Act 1961.
Section 203 of the Income-tax Act 1961 (‘the Act’) read with the Rule 31 of the Income-tax Rules 1962 (‘the IT Rules’) provides for furnishing of certificate of tax deduction at source (TDS) by the deductor to the deductee specifying therein the prescribed particulars like amount of TDS, permanent account number (PAN), tax deduction and collection account number (TAN), etc. The relevant form for such TDS certificate is Form No.16 in case of deduction under section 192 and Form No.16A for deduction under any other provisions of Chapter XVII-B of the Act. TDS certificate in Form No.16 is to be issued annually whereas TDS certificate in Form No.16A is to be issued quarterly.
2. Currently, a deductor has an option to authenticate TDS certificate in Form No.16 by using a digital signature. However, no such option of using a digital signature is available to a deductor for issuing TDS certificate in Form No.16A and it, therefore, needs to be authenticated by a manual signature. The Central Board of Direct Taxes (the Board) has received representations to allow the option of using digital signature for authentication of TDS certificate in Form No.16A as issuance of TDS certificate in Form No.16A by manual signature is very time consuming, specially for deductors who are required to issue a large number of TDS certificates.
3. The Department has already enabled the online viewing of Form No.26AS by deductees which contains TDS details of the deductee based on the TDS statement (e-TDS statement)filed electronically by the deductor. Ideally, there should not be any mismatch between the figures reported in TDS certificate in Form No. 16A issued by the deductor and figures contained in Form No.26AS which has been generated on the basis of e-TDS statement filed by the deductor. However, it has been found that in some cases the figures contained in Form No.26AS are different from the figures reported in Form No.16A. The gaps in Form No.26AS and TDS certificate in Form No. 16A arise mainly on account of wrong data entry by the deductor or non-filing of e-TDS statement by the deductor. As at present, the activity of issuance of Form No.16A is distinct and independent of
Contd p-2
-2-
filing of e-TDS statement, the chances of mismatch between TDS certificate in Form No.16A and Form No.26AS cannot be completely ruled out. To overcome the challenge of mismatch a common link has now been created between the TDS certificate in Form No.16A and Form No.26AS through a facility in the Tax Information Network website (TIN Website) which will enable a deductor to download TDS certificate in Form No.16A from the TIN Website based on the figures reported in e-TDS statement filed by him. As both Form No.16A and Form No.26AS will be generated on the basis of figures reported by the deductor in the e-TDS statement filed, the likelihood of mismatch between Form No.16A and Form No.26AS will be completely eliminated.
4. In view of the above, for proper administration of the Act, the Board have, in exercise of powers under section 119 of the Act, decided the following :-
4.1 ISSUE OF TDS CERTIFICATE IN FORM NO. 16A
(i) For deduction of tax at source made on or after 01/04/2011:
(a) The deductor, being a company including a banking company to which the Banking Regulation Act,1949 applies and any bank or banking institution, referred to in section 51 of that Act or a co-operative society engaged in carrying the the business of banking, shall issue TDS certificate in Form No.16A generated through TIN central system and which is downloaded from the TIN Website with a unique TDS certificate number in respect of all sums deducted on or after the 1st day of April, 2011 under any of the provisions of Chapter-XVII-B other than section 192.
(b) The deductor, being a person other than the person referred to in item (a) above, may, at his option, issue TDS Certificate in Form No.16A generated through TIN central system and which is downloaded from the TIN Website with a unique TDS certificate number in respect of all sums deducted on or after the 1st day of April, 2011 under any provisions of Chapter-XVII-B other than section 192.
(ii) For deduction of tax at source made during financial year 2010-11:
The deductor, may, at his option, issue the TDS certificate in Form No.16A generated through TIN central system which is downloaded from the TIN Website with a unique TDS certificate number in respect of all sums deducted during the financial year 2010-11 under any of the provisions of Chapter-XVII-B other than section 192.
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4.2 AUTHENTICATION OF TDS CERTIFICATE IN FORM NO.16A
(i) The deductor, issuing the TDS certificate in Form No.16A by downloading from the TIN Website shall authenticate such TDS certificate by either using digital signature or manual signature
(ii) The deductor being a person other than a person referred to in item 4.1(i)(a) above and who do not issue the TDS Certificate in Form No.16A by downloading from the TIN Website shall continue to authenticate TDS certificate in From No.16A by manual signature only.
5. The Director General of Income-tax (Systems) shall specify the procedure, formats and standards for the purpose of issuance of TDS certificate in Form No.16A which is downloaded from the TIN Website and shall be responsible for the day-to-day administration in relation to the procedure, formats and standards for issuance of TDS certificate in Form No.16A in electronic form.
6. It is further clarified that TDS certificate issued in Form No. 16A by the deductors covered by para 4.1(1)(a) in accordance with this circular and procedure, format and standards specified by the Director General of Income-tax (Systems) shall only be treated as a vilid TDS certificate in Form No. 16A for the purpose of section 203 of the Act read with Rule 31 of the IT Rules,1962.
7. Hindi version shall follow.
(AJAY KUMAR)
Director (Budget)
Tel.No.2309-2641
Copy to all CCsIT/ DsGIT for circulation
F. No 275/34/2011-( IT-B)
Government of India
Ministry of Finance
Department of Revenue
Central Board of Direct Taxes
New Delhi, dated the 13th May, 2011
Subject: Issuance of TDS Certificates in Form No. 16A downloaded from TIN Website and option to authenticate the same by way of digital signature – Circular under section 119 of the Income-tax Act 1961.
Section 203 of the Income-tax Act 1961 (‘the Act’) read with the Rule 31 of the Income-tax Rules 1962 (‘the IT Rules’) provides for furnishing of certificate of tax deduction at source (TDS) by the deductor to the deductee specifying therein the prescribed particulars like amount of TDS, permanent account number (PAN), tax deduction and collection account number (TAN), etc. The relevant form for such TDS certificate is Form No.16 in case of deduction under section 192 and Form No.16A for deduction under any other provisions of Chapter XVII-B of the Act. TDS certificate in Form No.16 is to be issued annually whereas TDS certificate in Form No.16A is to be issued quarterly.
2. Currently, a deductor has an option to authenticate TDS certificate in Form No.16 by using a digital signature. However, no such option of using a digital signature is available to a deductor for issuing TDS certificate in Form No.16A and it, therefore, needs to be authenticated by a manual signature. The Central Board of Direct Taxes (the Board) has received representations to allow the option of using digital signature for authentication of TDS certificate in Form No.16A as issuance of TDS certificate in Form No.16A by manual signature is very time consuming, specially for deductors who are required to issue a large number of TDS certificates.
3. The Department has already enabled the online viewing of Form No.26AS by deductees which contains TDS details of the deductee based on the TDS statement (e-TDS statement)filed electronically by the deductor. Ideally, there should not be any mismatch between the figures reported in TDS certificate in Form No. 16A issued by the deductor and figures contained in Form No.26AS which has been generated on the basis of e-TDS statement filed by the deductor. However, it has been found that in some cases the figures contained in Form No.26AS are different from the figures reported in Form No.16A. The gaps in Form No.26AS and TDS certificate in Form No. 16A arise mainly on account of wrong data entry by the deductor or non-filing of e-TDS statement by the deductor. As at present, the activity of issuance of Form No.16A is distinct and independent of
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filing of e-TDS statement, the chances of mismatch between TDS certificate in Form No.16A and Form No.26AS cannot be completely ruled out. To overcome the challenge of mismatch a common link has now been created between the TDS certificate in Form No.16A and Form No.26AS through a facility in the Tax Information Network website (TIN Website) which will enable a deductor to download TDS certificate in Form No.16A from the TIN Website based on the figures reported in e-TDS statement filed by him. As both Form No.16A and Form No.26AS will be generated on the basis of figures reported by the deductor in the e-TDS statement filed, the likelihood of mismatch between Form No.16A and Form No.26AS will be completely eliminated.
4. In view of the above, for proper administration of the Act, the Board have, in exercise of powers under section 119 of the Act, decided the following :-
4.1 ISSUE OF TDS CERTIFICATE IN FORM NO. 16A
(i) For deduction of tax at source made on or after 01/04/2011:
(a) The deductor, being a company including a banking company to which the Banking Regulation Act,1949 applies and any bank or banking institution, referred to in section 51 of that Act or a co-operative society engaged in carrying the the business of banking, shall issue TDS certificate in Form No.16A generated through TIN central system and which is downloaded from the TIN Website with a unique TDS certificate number in respect of all sums deducted on or after the 1st day of April, 2011 under any of the provisions of Chapter-XVII-B other than section 192.
(b) The deductor, being a person other than the person referred to in item (a) above, may, at his option, issue TDS Certificate in Form No.16A generated through TIN central system and which is downloaded from the TIN Website with a unique TDS certificate number in respect of all sums deducted on or after the 1st day of April, 2011 under any provisions of Chapter-XVII-B other than section 192.
(ii) For deduction of tax at source made during financial year 2010-11:
The deductor, may, at his option, issue the TDS certificate in Form No.16A generated through TIN central system which is downloaded from the TIN Website with a unique TDS certificate number in respect of all sums deducted during the financial year 2010-11 under any of the provisions of Chapter-XVII-B other than section 192.
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4.2 AUTHENTICATION OF TDS CERTIFICATE IN FORM NO.16A
(i) The deductor, issuing the TDS certificate in Form No.16A by downloading from the TIN Website shall authenticate such TDS certificate by either using digital signature or manual signature
(ii) The deductor being a person other than a person referred to in item 4.1(i)(a) above and who do not issue the TDS Certificate in Form No.16A by downloading from the TIN Website shall continue to authenticate TDS certificate in From No.16A by manual signature only.
5. The Director General of Income-tax (Systems) shall specify the procedure, formats and standards for the purpose of issuance of TDS certificate in Form No.16A which is downloaded from the TIN Website and shall be responsible for the day-to-day administration in relation to the procedure, formats and standards for issuance of TDS certificate in Form No.16A in electronic form.
6. It is further clarified that TDS certificate issued in Form No. 16A by the deductors covered by para 4.1(1)(a) in accordance with this circular and procedure, format and standards specified by the Director General of Income-tax (Systems) shall only be treated as a vilid TDS certificate in Form No. 16A for the purpose of section 203 of the Act read with Rule 31 of the IT Rules,1962.
7. Hindi version shall follow.
(AJAY KUMAR)
Director (Budget)
Tel.No.2309-2641
Copy to all CCsIT/ DsGIT for circulation
procedure for service tax registrtion
A prospective Service Tax assessee seeking registration shall file an application in Form ST-I (in duplicate ) before the jurisdictional Central Excise officer/Service Tax Cell officer within thirty days from the date of notification of the taxable service. Department will issue the registration certificate to the assessee within 7 days of the receipt of application. In case of failure to issue registration certificate within 7 days, the registration applied for shall be deemed to have been granted and the assessee can carry on with his activity.
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