“If you hear a voice within you say you cannot paint, then by all means paint and that voice will be silenced” said the maverick painter Vincent Van Gogh. As we grow older, the negative voice within us seems to grow louder, constantly telling us “Don’t do this. You cannot do this. You will fail. You think you can ? why do you want to take the trouble ? why risk it ? What if………..etc.etc.” As a child, thankfully we don’t hear any inner voice. We are filled with curious questions, amazing ideas, beautiful dreams, inexplicable enthusiasm and a carefree attitude that helps us discover the world around us. More often than not, Education and Experience kill all of this, transforming us into so-called ‘informed responsible adults’ ! Unfortunate I would say, that we grow up losing such precious attributes.
Recently during a vacation to Nainital, a picturesque hill-station in North India, I experienced this ‘adult-attitude’ from most tourists. Most of the grown ups were reluctant to risk exploring the dark Eco-caves where one had to climb up and down rugged rocks and crawl like animals through narrow, dimly lit passages. It was adventurous and fun but only if one dared to enter. Surprisingly there were 3 categories of people eager to get in – children, youth and senior citizens. The middle-aged, able-bodied aunties and uncles were most reluctant. It was fun to watch children hop-skipping on the boulders and pleading with their parents to explore further, while the parents were visibly tired and cautioning the children not to hurt themselves. Most of them were content clicking away pictures and posting it to the world to see that Nainital is ticked as done, in their bucket list. While the carefree youth enjoyed the most, trying to wriggle in and out of every single cave, interestingly senior citizens who were strong enough did the same. Their attitude was ‘Ab nahi tho, kab’ (if not now, then when?) I saw the child in them – curious and carefree without a damn to the world, as if there was no tomorrow.
Similar attitude of most tourists baffled me as I completed the trek to the excellently designed and well-maintained, G B Pant High Altitude Zoo at Nainital, which houses several rare, endangered animals and birds at a height of 2100 mtrs. The climb is steep but worth it. Sadly I found most people sitting at the entrance, staring at the winding roads, asking each of us “Upar kya hai (What is up there?) Is it worth climbing ? Are there enough animals or just a few ? Is the Tiger awake ? Is the Peacock dancing ?” As if the Tiger exists only to pose for their photographs ! As if the Peacock displays its plumage only to entertain them ! I wondered how will they know what is in, without going up ? Seeing so many of them not even attempting to start the journey or giving up half-way, we had to motivate them saying ‘Just Go Up & See. It is worth it’. Here too, the same story played out – children excitedly spotting animals and most of the adults convincing them to turn back instead of reaching the top of the zoo. It was intriguing to watch this spectacle and reflect on the human mind which wants more and more comfort as we grow older. Less and less efforts. The lack of enthusiasm to find, to discover, to see. The fear of falling, the fear of failing. The lack of motivation to appreciate.
Of course, I came back fully rebooted and recharged. Back to the world of compliances and regulations. The never ending changes, clarifications, webinars, questions, answers, confusion. Came back to the reality of a CS life ! It is interesting to see that RBI and SEBI have a framework in place for an “Innovation Sandbox” to help fintech firms experiment and prototype with real-time data from reliable platforms and sources. This is such a welcome move as India is moving into a new trajectory of innovation and disruption in technology and outcomes. Thank God, at least sometimes, these heavy-weight institutions are thinking on nimble feet, with child-like fresh minds ! Do read the SEBI update on this as also the other changes from the stables of MCA, DGFT, IT, IBC etc. in this 213rd edition of Samhita. ‘Mediation in Workplace’ disputes is the next in the Mediation series by Saradha Kumar, Advocate and trained mediator.
Directors responsible for filing e-Form INC-22A ACTIVE
MCA has issued Companies (Appointment and Qualification of Directors) Second Amendment Rules, 2019, wherein it has clarified that the Director Identification Number (DIN) allotted to its existing Directors will be marked as ‘Director of ACTIVE non-compliant company’ where a company fails to file the e-Form INC-22A ACTIVE (Company KYC) on or before 15th June, 2019. After filing of e-Form ACTIVE, the DIN of such Director shall be marked as Director of ACTIVE compliant company.
Workplace dispute is imminent in any work situation, whether service sector or manufacturing. In any company or organisation, conflicts are bound to be there either between the management and the employees or between two employees or between different groups of employees. These disputes could range from disputes relating to use of resources by project groups, between two teams, between two employees for as simple a reason as their seating arrangement in the office.
So how are employee disputes resolved today? In most of the organisations, the employee disputes are settled internally. Many of the companies have an Internal Disciplinary Committee or an Employee Grievance Committee to look…Read
Form PAS-6 introduced by MCA
In terms of the Companies (Prospectus and Allotment of Securities) Third Amendment Rules, 2019 (w.e.f. 30th Septemebr,2019), every unlisted Public Company shall submit Form PAS-6 for reconciliation of Share Capital Audit Report to ROC within 6 months from the conclusion of each half year, duly certified by practicing CS / CA. All the information shall be furnished for the half year ended 30th September & 31st March in every FY for each ISIN separately.
Reporting Companies shall immediately bring to the notice of the Depositories any difference observed in their
issued capital and the capital held in dematerialised form.
Procedure for conducting meetings of NFRA notified
MCA has issued National Financial Reporting Authority (Meeting for Transaction of Business) Rules, 2019 through which it has notified the procedure for conducting the meetings for transaction of business by National Financial Reporting Authority (NFRA).
Kindly go through the enclosed MCA notification for detailed meeting procedure.
Disaster management included in CSR activities
“Disaster management, including relief, rehabilitation and reconstruction activities” has been included as one of the CSR activities for which CSR funding by corporates is permitted. Schedule VII has been modified accordingly.
Income Tax updates :
Declaration in Form 15H to cover Section 87A Rebate
Section 87A of the Income Tax Act, 1962 has been amended vide Finance Act, 2019 which provides that a resident individual, having total income up to Rs. 5 lakh, shall be entitled to a rebate of an amount being the amount of tax chargeable or Rs. 12,500/-, whichever is less.
Senior citizens with taxable income up to Rs 5 lakhs after rebate under Section 87A can file form 15H with banks and other institutions for non-deduction of tax at source. Income-Tax Rules, 1962 have now been amended with necessary changes in Form 15H to enable the same.
RBI updates :
NBFCs with asset over Rs. 5,000 crore to appoint CRO
Reserve Bank of India (RBI) made it mandatory for Non-Banking Financial Companies having asset size more than Rs. 5,000 crore to appoint Chief Risk Officer (CRO) with clear roles and responsibilities to oversee their risk management practices. The CRO shall be required to function independent of the structure of the organisation. He shall have a fixed tenure and be appointed or removed only with Board approval.
DGFT Updates :
Hard copy of AA & EPCG application discontinued
There is no requirement to submit hard copy of application at Regional Authorities (RAs) for issue of Advance Authorisation (AA) & EPCG Authorisation. This is to remove the time lag between online application and receipt of hard copies.
IBBI updates :
Guidelines for appointment of IPs to act as IRPs and Liquidators
Insolvency Professionals to act as Interim Resolution Professionals and Liquidators (Recommendation) Guidelines, 2019 has been issued for Insolvency Professionals (IP) to act as IRP and Liquidators in case an operational creditor has made an application for Corporate Insolvency Resolution Process (CIRP) and has not proposed an IRP. In order to expedite the process of such appointment, the Guidelines provide for a detailed process for creation of state wise Panel of IPs by the IBBI, expression of interest by them, scoring mechanism on the basis of their on-going assignments, manner of communication by IBBI and acceptance by IPs etc.
These Guidelines are effective from 1st July,
SEBI updates :
SEBI Innovation Sandbox
SEBI has laid down the Framework for Innovation Sandbox for testing innovative products, services or solutions for the securities and commodities market in India. FinTech firms and entities not regulated by SEBI including individuals may use the environment for offline testing of their proposed solutions in isolation from the live market, subject to fulfilment of the eligibility criteria, based on market related data to be provided by stock exchanges, depositories and RTAs.
This is a welcome step by SEBI to promote innovation within the framework of Law. This envisages providing virtual machines to the FinTech firms with configurations similar to the live environment for testing an innovative product, service or solution on the datasets.
Accreditation of investors for Innovators Growth Platform
In terms of SEBI (Issue of Capital & Disclosure Requirements) Regulations, 2018 (“ICDR Regulations”), an issuer which is intensive in the use of technology, information technology, intellectual property, data analytics, biotechnology or nano technology to provide products, services or business platforms with substantial value addition shall be eligible for listing on the Innovators Growth Platform, subject to 25% of the pre-issue capital of the Issuer Company being held by certain type of investors for at least a
period of 2 years. Accredited investor is one such category.
SEBI has detailed a framework for the process of accreditation of investors.
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.