Volume #16 | IssueNo. 300/2024 | May 2024
Quo vadis?
The Upanishads declare:
“You are what your deepest desire is.
As your desire is, so is your intention.
As your intention is, so is your will.
As your will is, so is your deed.
As your deed is, so is your destiny.”
Desire, intention, will and deed are always for sharing knowledge far, wide, deep and for long. Quo vadis? This is a quintessential philosophical question which only time will tell. As we reach the 300th mark, we are elated to continue on this journey which started as just a ‘time-pass’ initiative in 2009. A big shout out to my ‘SHE’ team (HE included at times!) who have done the heavy-lifting since then. So also to my good friend CA Naveen Bhat, for his consistent tax updates.
Some of the readers have been cheering us up quite regularly and you can see what a select-few have to say. My heart-felt pranams to each one of them. Special thanks 🙏🏼 to my fellow professional and well-wisher Guruprasad, who shared this issue’s ‘hero-story’ (Role of Corporate Governance in Ethical Digital Transformation) way back in December, 2023 itself, becoming my ‘countdown-tracker’ since then for this milestone 300th issue ! What better cheerleader can Samhita expect!!
While MCA, RBI & IT notifications are carried in this special issue, it will not be wrong if I call this a ‘SEBI loaded’ issue. For any previous issues of Samhita and the readers’ feedback, please visit sharadasc.com
Happy Reading
S.C. Sharada
www.linkedin.com
Reader's Reflections
Mr. Sudhakar Saraswatula
Former Vice President (Corporate Secretarial), Reliance Industries Limited
Mr. Sudhakar Saraswatula
I started reading the newsletter "Samhita" for the last five years. The most I liked in 'Samhita' is its Editorial columns which are thought provoking and collector’s items. Full compliments to Ms Sharada who is the editor and who authors all these editorial columns. S C Sharada & Associates are coming out with their 300th issue of "Samhita". Looking for more knowledge enhancing editorials apart from the statutory and regulatory related updates.
My hearty congratulations to Ms Sharada and her entire team and God bless them!!
My hearty congratulations to Ms Sharada and her entire team and God bless them!!
Ms. Amita Desai
Practising Company
Secretary
Secretary
Ms. Amita Desai
On this 300th issue of Samhita by S C Sharada and Associates, I wish to extend my heartfelt congratulations to my dear friend Sharada and her team for their significant contributions to the profession of Company Secretary. They have gone beyond merely addressing compliance and deadlines to provide thought-provoking content through the special Editorial column by Sharada herself, which I eagerly anticipate every month.
I would like to acknowledge the three Cs in Samhita: Column by the Editor, Consistency, and Coverage.
I would like to acknowledge the three Cs in Samhita: Column by the Editor, Consistency, and Coverage.
Mr. Kalidas Ramaswami
Practising Company Secretary
Mr. Kalidas Ramaswami
CS Sharada is rendering yeoman’s service to the fraternity by her monthly newsletters which capture the quintessence of changes in the law and consequent action that has to be taken. I am particularly fond of her editorials which discuss invariably issues which we tend to ignore in our lives obsessed as we are with material aspects of life. Her easy style of writing endears herself to the reader.
I wish her all success in her future endeavours.
I wish her all success in her future endeavours.
Mr. Arjun Raj Urs
Leadership Results Coach & People Architect
Mr. Arjun Raj Urs
I always wondered how something having hard logic subject like corporate governance can be made so interesting. Samhita has broken this mould and given month after month insightful snippet in an inspiring and interesting way for years. I wish Sharada and team to keep sprinkling the wisdom, values and meaningful, relevant information on corporate governance and company laws.
Ms. Sujatha Srinidhi
Ex - Senior Costing Executive – Nestle India
Ms. Sujatha Srinidhi
Samhita means Union. Sharada is trying to unite people for a good purpose or service through this monthly magazine. She brings it in a nice and simple way which everyone can understand. Normally, monthly magazine of any business organisation contains only success stories, but Samhita is different as it caters to common people too who get inspired to give back to the society.
Also, Samhita has a story which explains about normal aspects which we have all heard but not gone deep into the subject and as a citizen what we need to do. Eg. Last month’s story on reduction of plastics in ceremonies and functions.
Wishing long life to Samhita!!!
Also, Samhita has a story which explains about normal aspects which we have all heard but not gone deep into the subject and as a citizen what we need to do. Eg. Last month’s story on reduction of plastics in ceremonies and functions.
Wishing long life to Samhita!!!
Mr. V. Karthick
Practising Company Secretary
Mr. V. Karthick
"Samhita" means a collection or compilation of Vedas, Upanishads and other parts of the same in the context of ancient scriptures. In our context, Samhita, a standout monthly newsletter published by S.C. Sharada & Associates, Company Secretaries is a compilation of updates from Company Law, IBC, RBI, GST etc. and is supplemented by a monthly compliance calendar. Samhita's editorial, personally curated by CS S.C. Sharada herself is a rich reading material, thought provoking, poignant, where one gets a peek into the author's intellectual treasure chest. I recommend this newsletter to every aspiring and growing corporate professional.
Kudos to Sharada & team for bringing out this newsletter every month!!
Kudos to Sharada & team for bringing out this newsletter every month!!
Mr. M. G. Kodandaram
IRS, Assistant Director (Retd)
Advocate & Consultant
Advocate & Consultant
Mr. M. G. Kodandaram
I am extremely happy to know that Samhita is releasing its 300th issue this month. My association with Sharada madam goes back to over 10 years. Since then, I have been following the well-organized and legibly published magazine, Samhita.
I have regularly responded to key issues deliberated in the editorials, which have taught me many valuable lessons and helped improve my approach to a happier life. “Fortune favours the brave,” and Ms. S.C. Sharada exemplifies this through her dedication and vision. Her observations recently on the issue “Planet vs. Plastics,” - ‘I believe it is crucial to recognize that Mother Earth needs care, compassion, and love too’ shows her concern towards protection of Environment.
Despite her professional commitments, she has dedicated time to educate the masses, a commendable effort that should be noted and emulated by all responsible citizens. On this occasion, I wish the magazine and the publisher all the best and thank the team for making a significant impact on readers like me.
Ms. Vijaya Rao
Practising Company Secretary
Ms. Vijaya Rao
Creating a professional newsletter involves a blend of informative content, Regulatory updates, and most importantly consistent communication. Your expertly crafted editorial has an authoritative voice, insightful perspectives, and it inspires, guides your readers with sparking and meaningful conversations. This blend of expertise and eloquence makes 'Samhita' stand out from any other newsletter. Let it shine and fly high beyond all boundaries. All the best for many more editions to come.
Mr. K. Jayachandran
Practising Company Secretary
Mr. K. Jayachandran
300 and still counting. You are a shining star that never fades. Every issue of Samitha is a mind refresher. I always read your monthly editorial on variety of issues affecting our day to day lives (which reminds me of India Today weekly editorial on various issues facing our country by Arun Poorie) with eyes wide open on insights of people, places and their acts of valor, notwithstanding the usual regulatory updates.
Kudos to you & your entire team.🙂
Kudos to you & your entire team.🙂
Mr. K. Narayana Swamy
Practising Company Secretary
Mr. K. Narayana Swamy
Samhita literally means "putting together, joined, union" and "a methodical rule-based combination of text or verses". 300 is an angel number and considered as the number of harmonies, wisdom, understanding and also the number of time - past, present and future. If one looks deeply into the contents of past 299 issues of Samhita, you will find the combination of all virtues in one text, viz., general thought, social message & professional updates.
On the special occasion of the release of 300th issue of Samhita, I wish Sharadaji “All the Best” in her journey with Samhita and pray the God Almighty to bestow upon her the required strength and commitment to carry on with her passion. Let hundreds of flowers blossom in the coming days to decorate the beauty of Samhita in the years to come.
On the special occasion of the release of 300th issue of Samhita, I wish Sharadaji “All the Best” in her journey with Samhita and pray the God Almighty to bestow upon her the required strength and commitment to carry on with her passion. Let hundreds of flowers blossom in the coming days to decorate the beauty of Samhita in the years to come.
Ms. Chenthamarai
Practising Company Secretary
Ms. Chenthamarai
Samhita – a Yoga Sadhana. Teachings of yoga sutra of Saint Patanjali…. sa tu dīrghakāla nairantarya satkāra-ādara-āsevito dr̥ḍhabhūmiḥ (Y.S 1.14) which means...Practice becomes firmly grounded when attended to for a long time, without break, and in all earnestness.
Month after month, to plan, write and publish Samhita is a yoga sadhana. Consistently bringing out an issue every month over the last one and half decades, a firm and positive grounding of knowledge on profession and life has been established. I am sure Sharada and team will not agree less if I say they work with a meditative focus to bring out Samhita.
This sadhana has helped the team evolve professionally and personally. All of us who read, write, and contemplate on its content, have definitely expanded our knowledge and learning at least a wee bit if you glanced through Samhita.
Hearty congratulations and kritagyata to CS Sharada who spear heads this initiative and to the Samhita team for enriching us with knowledge!!
K. Vittala Rao
Legal & Management Consultant
Corporate Trainer in HR
Corporate Trainer in HR
K. Vittala Rao
Every month I eagerly look forward to reading Samhita magazine. The magazine is most useful and with high value addition for all professionals in any corporate covering multiple disciplines. The most important reading which I never miss is the introductory editorial by Mrs Sharada. It is an excellent contribution and upon reading I get enthused, understand the “Life” leading to deep introspection and self-learning. It has deep and conceptual inputs and one can gather a lot, coach & even monitor anyone whom we come across. It creates and builds in Empathy and Emotional Intelligence which are the needs of anyone, more particularly Leaders in the Corporates.
My hearty congratulations for accomplishing 300 issues. My sincere appreciations to the Chief Editor Mrs. Sharada and wish further growth.
My hearty congratulations for accomplishing 300 issues. My sincere appreciations to the Chief Editor Mrs. Sharada and wish further growth.
Role of Corporate Governance Professionals in Ethical Digital Transformation
A Company Secretary is often considered a Corporate Governance professional. The role of a Company Secretary is crucial in ensuring that an organisation adheres to corporate governance principles, legal requirements, and ethical standards. While the specific duties may vary based on the size and nature of the organisation, Company Secretaries typically play a vital role in facilitating effective corporate governance…
Regulatory Updates
SEBI Updates
In March 2024, SEBI had announced several decisions taken at its Board meeting towards Ease of Doing Business; majorly relating to AIFs, IPO, FPO and regulation of listed entities. In continuation of the same, SEBI vide Notification dated May 17, 2024 has notified amendments to the SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015. Refer the link below for highlights of the said amendments.
Open Highlights of SEBI LODR Amendments
Open SEBI LODR Amendment dt May 17, 2024
SEBI has released Master Circular for AIFs in supersession of Master Circular for AIFs dated July 31, 2023. The latest Master Circular covers various circulars issued by SEBI for AIFs up to March 31, 2024. It has been stated that in addition to the requirements of this circular, AIFs shall comply with GST and other requirements specified by SEBI for Market Intermediaries, other directions and guidance issued by SEBI specifically for AIFs.
Annexure 17 to Master Circular provides a list of circulars that stand rescinded. However, it is clarified that any prior action done or taken, or application made to SEBI based on such rescinded circulars will be deemed to have been made as per this Master Circular.
As per Regulation 4(g)(i) of SEBI (Alternative Investment Funds) Regulations, 2012 (“AIF Regulations”), the requirement for the key investment team of the Manager of an AIF to have at least one key personnel with relevant certification as may be specified by SEBI is effective from May 10, 2024. The relevant certification has been specified by SEBI on May 10, 2024 as the NISM Series-XIX-C: Alternative Investment Fund Managers Certification Examination. In furtherance to this, SEBI vide circular dated May 13, 2024 has specified that the certification requirement shall be complied as follows:
- On or before May 09, 2025 by existing schemes of AIF and schemes of AIFs whose applications for launch are pending with SEBI as on May 10, 2024.
- Will apply as an eligibility criterion for all applications of AIF registration and launch of AIF schemes filed after May 10, 2024.
Further, the trustee/sponsor of AIF, as the case may be, shall ensure the compliance of this requirement is covered in the ‘Compliance Test Report’ prepared by the manager of AIF at the end of the financial year in terms of per Para 15.2 of the Master Circular for AIFs dated May 07, 2024.
SEBI vide circular dated May 24, 2024 has announced that salient disclosures made in the Draft Red Herring Prospectus (DRHP), Red Herring Prospects (RHP) and Price Band Advertisement for public issues shall also be made available in Audio Visual format (AV) for ease in understanding the features of public issues. The AV shall be prepared and placed in public domain for all main Board issues on voluntary basis from July 01, 2024 and mandatorily from October 01, 2024. The content has been prescribed in the circular which shall be initially uploaded in a bilingual format in English and Hindi. The same is in line with provisions regarding Public communications and publicity materials” prescribed in SEBI ICDR.
Regulation 30(11) of SEBI (LODR) dealing with verification of market rumours is applicable to top 100 listed entities with effect from June 01, 2024 and to top 250 listed entities (i.e., next top 150) with effect from December 01, 2024. SEBI circular dated May 21, 2024 states that the Industry Standards Forum (“ISF”) comprising of representatives from three industry associations, viz. ASSOCHAM, CII and FICCI, on a pilot basis, has formulated industry standards in consultation with SEBI for implementation of the said Regulation. The listed entities shall follow the said standards to ensure compliance of said Regulation. The standards shall be published on the website of the said industry associations as well as stock exchanges.
SEBI vide circular dated May 27, 2024 has notified timelines for disclosure under Regulation 91(C) and 91(E) of SEBI LODR ie. Annual disclosure by Not for Profit Organizations (NPOs) and Disclosures by a Social Enterprise in respect of social impact, respectively.
Regulation 91(C) of the SEBI LODR requires the NPOs registered on Social Stock Exchange (SSE) including NPOs whose designated securities are listed on SSE to make certain annual disclosures to the SSE within 60 days from end of the financial year. Contents of such annual disclosure were specified by SEBI through its Circular dated September 19, 2022. Highlights of the said circular may be referred from our 280th Issue of Samhita.
SEBI vide Circular dated May 27, 2024 has notified that such annual disclosure can be made by October 31, 2024 for the FY 2023-24.
Similarly submission of Annual Impact Report to the SSE or SE under Regulation 91(E) of SEBI LODR by the Social Enterprise whether registered or listed, can be made by October 31, 2024 for the FY 2023-24.
Vide circular dated May 27, 2024 SEBI has notified the addition of ICMAI Social Auditors Organization (ICMAI SAO) and ICSI Institute of Social Auditors (ICSI ISA), as Self-Regulatory Organizations for Social Impact Assessors. Until now Social Impact Assessors registered with ICAI and who have qualified the relevant certificate program from NISM were recognized. With this addition, members of ICSI and ICMAI who have qualified the certification program will be eligible to conduct assessment for the annual impact report prepared by a Social Enterprise in terms of Regulation 91(E) of the SEBI LODR.
RBI Update
In March 2024, RBI had enabled issuance of partly paid units to persons outside India by Investment Vehicles. Vide notification dated May 21, 2024 RBI has notified that such issuance made prior to the March 2024 notification can be regularized through compounding under the FEMA, 1999. AD Banks may ensure that AIFs concerned have reported such issuance through FIRMS and conditional acknowledgement has been issued for the same, before applying for compounding.
MCA Update
MCA had earlier released notifications for compliance of Beneficial Interest and Significant Beneficial Ownership by LLPs in October 2023 and November 2023 respectively. However, pending the release of Form LLP BEN-2 and Form LLP 4D for reporting declaration of Significant Beneficial Owner and beneficial interest respectively, the MCA had allowed filing of such forms without additional fees, up to May 15, 2024.
MCA vide General Circular dated May 07, 2024 has further extended the time to file these forms without additional fees up to July 01, 2024.
IT Updates
CBDT vide order dated May 03, 2024 has issued detailed guidelines for compulsory selection of returns for scrutiny during FY 2024-25. The parameters for compulsory selection of returns for Complete Scrutiny and procedure for compulsory selection in such cases are prescribed in this notification.
CBDT has notified the Cost Inflation Index used for calculation of long-term capital gains. The notification specifies that for the financial year 2024-25, the Cost Inflation Index is set at 363.
Statutory Compliance Calendar
June 2024
Quote of the day
"When you look at people who are successful, you find that they are not the people who are motivated, but have consistency in their motivation."
- Arsene Wenger
Disclaimer: The contents of this Newsletter are only a summary and has not dealt with any issue in detail. Any action taken or proposed to be taken must be in consultation with professionals and not merely based on the articles / news updates. S. C. Sharada & Associates disclaims all liability on action taken without professional advice.