Hi Folks
“Papillon”, starring Steve McQueen, “The Lion King”, Alistair McLean’s “Puppet on a Chain”, “Cliff Hanger” starring Sylvester Stallone, were some of many of the movies I saw in this Cinema. Aah not to forget “Lost in the Desert” where school children used to get concession to watch this movie. And of course some of the morning shows on Sunday after having hot Dosa and Coffee opposite the cinema hall – the then Ranganath Cafe…… Adieu Rex Cinema!!
The above message is a fond obituary by my dear friend of 30 years (a Company Secretary and die-hard Bangalorean) who loves good old Bangalore, its gentle ways & generous people, the abundant greens, the wide roads, the English movies & songs of a bygone era, the no-frills restaurants which served delicious but non-fancy food when the city truly was a Pensioners’ Paradise !! He relives every moment of nostalgia and I wasn’t surprised when I received the above outpouring on a Sunday morning along with a newspaper clip that said “REX in Peace”. It took me down the memory lane as well. We had a good long chat when he recalled how he was thrilled to watch a movie for which he had to turn up several times over weeks at the Rex cinema hall, since it was running house-full. Those were days when there was joy in deprivation. Value in scarcity. Virtue in patience. Happiness in sharing. Pride in preserving………

Not only our city, the entire world has changed, nay transformed completely with celebration of everything new and disruptive. Perhaps that is the way of life. That is the way things are meant to be. That is a reflection of growth. I am not going to dwell deep on this in this 201st issue which is the beginning of yet another Innings of Samhita. I am just reminding myself and you that the regulatory landscape has undergone a sea change too when I look back on the last 9 years and 200 issues. We have kept pace and moved on because we believe “There is miracle in every new beginning.” We look back every now and then but stay focussed on the path ahead.

This issue contains NFRA Rules and Registered Valuer Rules along with a few other regulatory updates. CAMP’s 2nd article on Mediation (on your right) is insightful as also the concluding part 2 of the write up on “Block Chain Technology & Governance” penned by Guruprasad. It is a must read as it carries simple, easy to understand applications of Block Chain Technology in governance, especially for Company Secretaries & Chartered Accountants. The way we work in next 2 years will be entirely different from the way we are today, says the author. Technology is like flash floods and we will all be just washed away if we don’t learn how to ride with the tide. Living in nostalgia and refusing to change will be at our peril. Yes, Everyday is a fresh Start that needs to be welcomed !!

For any previous issues of Samhita and the readers feedback, please visit

Happy Reading

“To increase your venture capital or VC funding by 10%, tell the investors you run a platform, not a regular business. If you want to increase your VC funding by 20%, tell the investors that you are operating in the fintech space. But, if you really want the investors to empty their pockets, tell them that you are using blockchain.” – PM Narendra Modi”

Mr. Guruprasad V elaborates on the corporate governance through blockchain technology in this concluding part.

The following are the highlights :
– Valuation conducted under any other law other than the Companies Act, 2013 or these rules by any person shall not be affected by the enforcement of the Companies (Registered Valuers and Valuation) Fourth Amendment Rules, 2018.
– The eligibility, qualification and experience required for registration as Valuer with respect to Asset classes i.e., Plant and Machinery, Land and Building and Securities or Financial Assets have been modified and restated.
– Drafting errors resulting in unintended interpretation have been rectified.

It appears that valuation certificate issued by a RV can be used only under the Companies Act and IBC.

NFRA (National Financial Reporting Authority) Rules, 2018 has been notified w.e.f 13th November, 2018.
1. NFRA will govern the following classes of companies and bodies corporate:

  • Listed companies, whether listed in India or abroad.
  • Unlisted public companies with a paid-up capital / outstanding loans, debentures and deposits of more than Rs. 500 crores as on 31st March of immediately preceding financial year / annual turnover of Rs. 1000 crores or more
  • Insurance / Banking / Electricity companies
  • Any body corporate / company / person referred to the authority by the Central Government
  • A body corporate incorporated or registered outside India, which is a subsidiary or associate company of any company or body corporate incorporated in India – if the income or net worth of such subsidiary / associate company exceeds 20% of the consolidated income or net worth of such company or body corporate.
2. Auditor details to be informed to NFRA in form NFRA – 1in certain cases. Auditors to also file annual return.
3. NFRA is not only empowered to recommend accounting and auditing standards but also monitor and enforce compliance with the same including overseeing the quality of service of the auditors.
4. It has both disciplinary and investigative powers and can call for audit and company records as well as summon the auditor and company officials.
5. It is also charged with responsibility of spreading awareness and conducting seminars and workshops about the standards and auditor’s responsibility.

The concept of mediation received legislative recognition in India for the first time in the Industrial Disputes Act, 1947. The formal legality to mediation was given by the Indian Parliament when it passed the Amendment Act of 1999 inserting Sec.89 in the Code of Civil Procedure 1908, providing for reference of cases pending in the Courts to ADR (Alternative Dispute Resolution) which included mediation. The recently passed amendment to the Commercial …. Read more


Income Tax department has done away with mandatory quoting of father’s name for PAN applications. The notification has also made it mandatory for persons other than an individual that have made financial transactions worth Rs 2.5 lakh or more in a financial year to apply for a PAN card on or before 31st May of the following financial year.

Listed companies are now required to give reasons for delay in disclosing financial results to the stock exchanges. SEBI has mandated that if the listed entities take a decision to delay the disclosure before the due date or do not disclose even after the due date (45 / 60 days from end of quarter / financial year), they shall inform the stock exchanges about the reasons for such delay within 1 day from the date of such decision / due date as the case may be.
SEBI requires Large Corporates (LC) to raise 25% or more of its incremental borrowings during the financial year subsequent to the financial year in which it is identified as a LC, by way of issuance of debt securities. This framework is applicable from 1st April, 2019 or 1st January, 2020 depending on the FY followed by the LCs.

LCs are listed entities who have :
– their specified securities or debt securities or non-convertible redeemable preference share, listed on a recognised stock exchange(s).
– an outstanding long term borrowing of Rs 100 crores or above, with original maturity of more than 1 year and shall exclude external commercial borrowings and inter-corporate borrowings between a parent and subsidiary(ies).
– have a credit rating of “AA and above”, where credit rating shall be of the unsupported bank borrowing or plain vanilla bonds of an entity, which have no structuring/ support built in.

Note: 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.

S. C. Sharada & Associates,
Company Secretaries. #405, 7th Cross, IV Block, Koramangala, Bangalore – 560 034 Phone : +91 80 25534374 , +91 80 25536618 Email: [email protected]

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