insights

Companies Law

Ministry of corporate affairs amends Due date for filing Directors and Designated Partners KYC form (Form DIR-3KYC)
Ministry of corporate affairs releases Revised version of eForm INC-35 -AGILE
No further extension for filing Form ACTIVE i.e. Form INC 22A by all companies.
Companies (Prospectus and Allotment of Securities) Third Amendment Rules, 2019
Discussion Paper on Informant Mechanism

Ministry of corporate affairs amends Due date for filing Directors and Designated Partners KYC form (Form DIR-3KYC)

Due date for filing DIR-3KYC [Companies (Appointment and Qualification of Directors) Amendment Rules, 2019]
 
MCA has issued Companies (Appointment and Qualification of Directors) Amendment Rules, 2019 on 30.04.2019. By this amendment the Ministry has changed the due date from ’30th, April of immediate next financial year’ to ’30th June of immediate next financial year’.
 
So every individual having or obtained the DIN on or before 31st March has to file DIR-3 KYC on or before 30th June of immediate next Financial Year. By this amendment Directors or individual having DIN are getting 3 months time instead of 30 days time to file KYC.
 
G.S.R.339(E). — In exercise of the powers conferred by the second proviso to sub-section (1), sub-section (4), clause (I) of sub-section (6) of section 149, sub-sections (3) and (4) of section 150, section 151, sub-section (5) of section 152, section 153, section 154, section 157, section 160, sub-section (1) of section 168 and section 170 read with section 469 of the Companies Act, 2013(18 of 2013), the Central Government hereby makes the following rules further to amend the Companies (Appointment and Qualification of Directors) Rules, 2014, namely: — 
So every individual having or obtained the DIN on or before 31st March has to file DIR-3 KYC on or before 30th June of immediate next Financial Year. By this amendment Directors or individual having DIN are getting 3 months time instead of 30 days time to file KYC.
 
1. (1) These rules may be called the Companies (Appointment and Qualification of Directors) Amendment Rules, 2019.
 
(2) They shall come into force on the date of their publication in the Official Gazette.
 
2. In the Companies (Appointment and Qualification of Directors) Rules, 2014, in rule 12A, for the words and figures “on or before 30th April of immediate next financial year”, the words and figures “on or before 30th June of immediate next financial year” shall be substituted.
 

Ministry of corporate affairs releases Revised version of eForm INC-35 -AGILE

Revised version of the eForm INC-35 -AGILE (Application for Goods and services tax Identification number, employees state Insurance corporation registration plus Employees provident fund organisation registration) which is filed as linked form with SPICe for incorporation of a Company is available on MCA21 Company Forms Download page. The revised form contains fields relevant to EPFO notified vide the Companies (Incorporation) third Amendment Rules, 2019 dated 29th March 2019. Stakeholders may take note and refer ‘e-Form INC-35 (AGILE)- All about filing with ROC’ for more details.
 

No further extension for filing Form ACTIVE i.e. Form INC 22A by all companies.

CA advises to the stakeholders that no further extension for filing Form ACTIVE(INC-22A) would be provided. The last date to file such form is 15th June 2019. In case ACTIVE is not filed on or before the said date, the compliance status for such companies shall be marked as ‘ACTIVE Non-compliant’ and Directors of such ‘ACTIVE non-compliant’ companies shall be marked as ‘Director of ACTIVE non-compliant company’. Stakeholders may please take note and plan accordingly. 

Companies (Prospectus and Allotment of Securities) Third Amendment Rules, 2019

The rules are pertaining to the filing of Share Reconciliation Audit Report to be filed by all unlisted public companies (half yearly) in form PAS – 6, the rules come into effect from September 30, 2019.
 

Source: http://www.mca.gov.in/Ministry/pdf/Rules_23052019.pdf

Discussion Paper on Informant Mechanism

1. SEBI is anticipating to amend PITR, 2015 to introduce the concept and mechanism for disclosing the information with SEBI by any person who is aware about any circumstance (supported by evidence) which is in violation of PITR, 2015.
 

2. Following are the key challenges which SEBI is determining to come-over through introduction of the said concept:
 

a. Establishing transmission of UPSI and proving flow of such information,
b. Absence of details relating to UPSI, such as the precise time when the information was generated and when it became public and the people who had access to it before it became public,
c. Identification of connection or relation between insiders and those who traded based on the UPSI,
d. Acquiring evidence for establishing connections; and
e. Establishing that trading took place while in possession of UPSI.
 

3. Monetary reward: The concept of reward may be considered under this policy in the form of a gratuitous monetary amount in case the information is provided in compliance with the informant policy and monies are disgorged as a result of any action taken on the basis of true, credible, complete and original information, and leads to a disgorgement of at least Rupees five (5) crore. The total amount of monetary reward shall be 10 % of the monies collected but shall not exceed Rs one (1) crore.
 

4. Voluntary Information Disclosure Form: Disclosure of information/misconduct by the Informant shall be submits a Voluntary Information Disclosure Form (VIDF) detailing credible, complete and original information relating to an act of insider trading, including communication of unpublished price sensitive information or trading in violation of the code of conduct requirements under the PIT Regulations that has occurred/ is occurring/ has a reasonable belief that it is about to occur.
 

5. Conclusive evidence: It shall be mandatory for an informant to disclose the source of original information and to provide an undertaking that the original information provided has not been sourced from any person employed with SEBI or any related regulator. An indemnity clause to that effect shall also form part of the undertaking which shall be signed by the informant.
 

6. Anonymous Informant: The informant would need to disclose his/her identity at the time of submission of the VIDF. In case the informant decides to submit anonymously, the VIDF shall be submitted through an authorised representative who is a practicing Advocate. An informant who directly submits the VIDF may be required to appear in person before the Office of Informant Protection (OIP) at SEBI’s Head Office in Mumbai for ascertainment of his/her identity and the veracity of the information so provided.
 

7. Exemption under RTI: Information provided for the purpose of law enforcement is exempted from disclosure under section 8(1)(g) and 8(1)(h) of the Right to Information Act, 2005. Accordingly, the original information provided by the informant under this policy shall be exempted from disclosure.
 

8. Vexatious/Frivolous Complaints: In case it is determined that the information submitted is frivolous or vexatious, SEBI may initiate appropriate action against the informant under the securities laws and any other applicable law.
 

9. Proposed date effecting the amendment: The proposed amendment is proposed to be brought into force by suitably amending the SEBI (Prohibition of Insider Trading) Regulations, 2015 with prospective effect, preferably from the 100th day from the date of notification of the amendments to the PIT Regulations.

Tags:

  Potential, Project, Social,