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The Companies 2nd (Removal of Difficulties) Order,2014
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Certification of annual returns must be by a company secretary in practice in the prescribed form confirming disclosure and compliance.
Where an annual return is filed by a listed company or by a company meeting the prescribed paid-up capital or turnover thresholds, the return must be certified by a company secretary in practice in the prescribed form, stating that the annual return discloses the facts correctly and adequately and that the company has complied with all provisions of the Act.
Table of Fees (pursuant to rule 12 of the Companies (Registration of Offices and Fees) Rules, 2014)
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Company registration fees and delayed-filing additional charges govern filings, capital increases, inspections and special applications.
A structured fee schedule prescribes base and additional charges for company filings and registrations under the Companies Act, differentiating companies by nominal share capital and by member-based companies without share capital. Fees for incorporation, document submission and Registrar recordings are graduated by capital or membership, with a cap on aggregate additional fees. A multi-band late-filing regime imposes incremental multipliers of normal fees, while percentage-per-month surcharges apply to delayed filings for increases in authorised capital. Separate scales govern Central Government applications, dormant-company annual fees, inspections and certified copies.
Self-certification regarding compliance of bar-coding requirements on secondary and tertiary level packaging on export consignment of pharmaceuticals and drugs.
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Bar-coding compliance allowed via exporter self-certification for secondary and tertiary packaging under DGFT rules.
Exporters of pharmaceuticals may attest compliance with bar-coding requirements on secondary and tertiary packaging via a prescribed written self-certification to customs, using the Annexure declaration on company letterhead which references applicable DGFT public notices, identifies invoices and shipping bills, and indicates whether importing-country legislation or product registration affects GS1 Data Matrix applicability; exporters must produce supporting documents to customs on request.
Advance Remittance for Import of Rough Diamonds
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Advance remittance for rough diamonds: banks may allow guarantee-free payments subject to due diligence and reporting.
Reserve Bank authorises AD Category - I banks to permit advance remittance without bank guarantee or standby letter of credit for imports of rough diamonds, replacing RBI notification of approved overseas mining companies. Banks may decide which overseas mining companies may receive such payments for importers (other than public sector or government entities), subject to safeguards: GJEPC recommendation, recognised importer status and track record, commercial judgment and bonafides checks, contractual direct payments to ultimate beneficiary, Kimberly Certification to avoid conflict diamonds, KYC/due diligence, and follow-up for Bill of Entry or equivalent import evidence. Reporting to the RBI regional office for large advances is required in the annexed format each half year.
Procedure to be followed for granting of Factory Stuffing Permission (FSP) to manufacturer-exporters, merchant-exporters and first time exporters – reg.
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Factory Stuffing Permission requires excise verification, NOC and specified documents; status holders get provisional 30 day permission.
Grant of Factory Stuffing Permission (FSP) requires submission to the FSP Cell of an original verification report proving premises genuineness and a No Objection Certificate (NOC) from the jurisdictional Central Excise Authority consenting to deputation of officers to supervise stuffing; status-holders receive provisional 30 day FSP pending these documents while non-status holders and first time merchant exporters must supply certified IEC, PAN, contact details and additional bank, VAT/sales tax and return documentation; FSP is non transferable, premises specific and not valid for free shipping bills.
07/2014 - 01-04-2014 Companies Law
Dissemination of Information with regards to provisions of the Companies Act,2013 as notified till date vis-a-vis the corresponding provisions of the Companies Act, 1956
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Companies Act, 2013 provisions notified; table maps corresponding Companies Act, 1956 provisions and transitional continuations.
The Ministry notifies that 282 sections of the Companies Act, 2013 have been notified in stages and provides a table mapping each notified provision of the Companies Act, 2013 to corresponding provisions of the Companies Act, 1956. The table identifies which 1956 provisions continue to remain in force for transitional application and is issued as a ready reckoner for registrars, regional directors and stakeholders, with a direction to refer to separate notifications and circulars for authoritative guidance.
Signing the first batch of 5 unilateral Advance Pricing Agreements (APA)
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Advance Pricing Agreements provide five-year certainty for covered international transactions and streamline transfer pricing compliance.
The CBDT executed five unilateral Advance Pricing Agreements on 31 March 2014 specifying the arm's length price for covered international transactions for a five year term. The APA regime, effective from 1 July 2012, provides pre filing consultations, detailed fact finding including site visits, and a Functions, Assets and Risks (FAR) analysis which the CBDT examines before submitting the report for final approval by the Central Government.
Guidelines regarding the provisions of section 153C of the Income tax Act, 1961
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Seizure-based jurisdiction: seized material triggers assessment proceedings against other persons upon recorded satisfaction and timely handover.
Proceedings under section 153C must be initiated only after the AO of the searched person records a distinct written satisfaction that specific seized material belongs to a particular other person; that satisfaction should identify the seized items, give clear reasons, and be recorded separately for each other person. Where jurisdiction lies with another AO, the transferor AO must hand over the relevant seized material and a copy of the satisfaction within the prescribed timeframe, following Search and Seizure Manual procedures, to enable the transferee AO to initiate consequential assessment action within limitation periods.
Central Action Plan for the first Quarter of the F.Y. 2014-15
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Central Action Plan for Q1 FY2014-15 mandates verification of disputed demands, tax credits, audits and appeals deadlines.
Directive establishing the Central Action Plan for Q1 FY 2014-15 requiring Assessment Units to verify and clean disputed demands, credit prepaid taxes reflected in Form 26AS, implement appellate orders and dispose rectification applications received up to March 31, 2014, with specified timelines for CPC FAS demand certification. It mandates surveys' post-action, issuance of notices under section 143(2)/148, audit reconciliations and settlement of internal audit objections, migration of PAN, processing carried-forward paper returns, recovery of recent demands and completion of set-aside and section 147 reopened assessments.
DISTRIBUTION OF ZONES & WORK ARRANGEMENTS OF SPECIFIED MEMBERS OF CBDT W.E.F. 1-4-2014
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Allocation of Zonal Charges reallocates regional responsibilities among CBDT members, including placement of DGIT divisions under specified members.
Distribution of zonal responsibilities is ordered among members effective 01.04.2014: Member (L&C) - North West Region, Delhi, Lucknow, Kanpur; Member (inv.) - all DGsIT(Inv.), all CCsIT (Central Circle) and DGIT(1&C1); Member (IT) - Chennai, Hyderabad, Bengaluru, Kochi; Member (Revenue) - Kolkata, Guwahati, Patna, Bhubaneswar; Member (P&V) - Mumbai, Pune, Nagpur; Member (A&J) - Ahmedabad, Jaipur, Bhopal. DGIT (International Taxation) and FT & TR Division are placed with Member (IT); Directorate General of Income Tax (Logistics) is placed with Member (P&V).
U/S 10(2A) OF THE INCOME-TAX ACT, 1961 - CLARIFICATION ON INTERPRETATION OF PROVISIONS OF SECTION 10(2A) IN CASES WHERE INCOME OF FIRM IS EXEMPT
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Exemption of partner's share: partners are not taxable on firm income including amounts exempted or deducted at firm level.
The firm's total income for the non-attribution rule includes amounts exempt or deductible under the tax law; once the firm is assessed and taxed on that income, the profit credited to partners cannot be taxed again in their hands, and partners' credited profits remain exempt even if the firm's taxable income becomes nil due to exemptions or deductions.
Commencement of Foreign Portfolio Investor ("FPI") regime
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Commencement of Foreign Portfolio Investor regime delayed; SEBI allows continued acceptance of FII registration and fee applications until commencement.
The Foreign Portfolio Investor (FPI) regime will commence and SEBI will continue to accept complete applications for FII and sub-account registration, fee acknowledgments, and miscellaneous requests until the transition to Designated Depository Participants (DDPs), after which DDPs will accept all such applications; Qualified Depository Participants deemed as DDPs may continue opening QFI accounts during the transition.
Merchanting Trade Transactions - Revised guidelines
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Merchanting trade compliance: banks must verify dual leg transactions, limit exposure, and report defaults under forex rules.
Revised guidelines specify merchanting trade qualification where goods do not enter the Domestic Tariff Area and remain untransformed, require compliance with applicable export/import formalities, and mandate that both legs be routed through the same AD Category I bank which must verify transactional documents, observe KYC/AML, enforce time and outlay limits, permit short term credit and limited advance handling subject to safeguards, allow EEFC utilization and LCs against confirmed orders, and require one to one matching, half yearly default reporting and caution listing for significant defaults.
06/2014 - 28-03-2014 Companies Law
Roll out plan of various forms under the Companies Act, 2013 and continuance of forms under the provisions of Companies Act, 1956
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Roll out of company forms under Companies Act, 2013: staged e form availability, transitional fee waiver and legacy form continuance.
The Ministry prescribes a staged roll out of e forms under the Companies Act, 2013 with an interim suspension of new e form filings for an initial period, a fee waiver for specified event based filings during the transition window, continued front office services, continuity of listed legacy forms, phased publication of new e forms (including test versions), and mapping of old Act forms to new Act e forms with enabled or disabled options reflecting statutory coverage.
05/2014 - 28-03-2014 Companies Law
Online payment of stamp duty and court fee stamp for issue of certified copies.
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Online payment of stamp duty and court fee now enabled, streamlining certified copy issuance and SRN-based processing.
Electronic payment of stamp duty and court fee for certified true copies is enabled through the MCA portal; court fee is added to MCA fee per SRN based on the company's State, and stamp duty is calculated separately with a distinct SRN according to document, number of copies and State. An acknowledgement for stamp duty payment will be appended to the certified copy, and jurisdictional ROCs must send certified copies by post within 15 days, recording the court-fee stamp against dispatch or retaining the challan printout; court-fee stamps paid by ROC are booked as office expenses.
Risk Management and Inter Bank Dealings
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Hedging cancellation flexibility now permits limited cancellable forward contracts, altering exporter/importer gain loss entitlement under foreign exchange rules.
Forward contracts booked up to seventy five percent of the eligible hedging limit may be cancelled with the exporter/importer bearing losses or receiving gains; contracts booked in excess of that threshold must be fully deliverable and cannot be cancelled, meaning the exporter/importer will bear any loss on cancellation but will not be entitled to any gain. Eligibility for hedging continues to be based on historical export or import turnover, and Authorised Dealer Category I banks must notify their constituents.
External Commercial Borrowings (ECB) for Civil Aviation Sector
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External Commercial Borrowings for civil aviation sector extended under approval-route with existing conditions maintained until further review.
External Commercial Borrowings for the civil aviation sector may continue to be raised for working capital under the approval route on the terms of the A.P. (DIR Series) Circular dated April 24, 2012; all conditions remain unchanged and AD Category I banks are to notify their constituents. The directions are issued under the Foreign Exchange Management Act and are without prejudice to any other required permissions.
E-payment of duty or tax upto 31st March 2014 –EASIEST procedure – Reg.
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E-payment mandate ensures online and cash payments are accounted same-day; cheque clearance determines fiscal year allocation.
E-payments and cash payments made by the assessee are accounted the same day (scroll date) and thus in the same financial year; payments by negotiable instrument are credited only on honor, with the scroll date taken as the date of clearance, which may shift accounting into the next financial year. Taxpayers required to pay electronically under the applicable notifications should make payments early to ensure settlement in the current year and avoid last minute congestion; banks were urged to keep branches open at month end.
Format for Auditors’ Certificate required under Clause 24(i) of the Equity Listing Agreement
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Auditors' Certificate requirement: standardised certification of accounting treatment compliance mandated for scheme filings under the listing agreement.
A mandatory standard format is prescribed for the Auditors' Certificate under Clause 24(i) of the Equity Listing Agreement to confirm that the accounting treatment in draft schemes of amalgamation, merger or reconstruction complies with applicable Accounting Standards and other generally accepted accounting principles, with any departures or regulator-prescribed treatments identified; the certificate must be furnished with draft/final schemes filed with stock exchanges from the circular date and auditors' examination is to follow professional guidance.
Foreign Portfolio Investor - investment under Portfolio Investment Scheme, Government and Corporate debt
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Foreign Portfolio Investment scheme allows registered RFPIs to invest in equity, government and corporate debt under SEBI and RBI limits.
The Reserve Bank consolidates prior FII/QFI regimes into a Foreign Portfolio Investment framework by recognising SEBI registered investors as Registered Foreign Portfolio Investors (RFPI), permitting RFPIs to trade equity, convertible debentures, exchange traded derivatives and to invest in government securities and corporate debt subject to RBI and SEBI limits; RFPIs may open Special Non Resident Rupee and foreign currency accounts for investment flows, use eligible securities as collateral on exchanges, and must report transactions to RBI in the existing LEC format, with transitional provisions for existing FIIs and QFIs.

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