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    Corporate Governance
    Damodaran Panel on Business Environment
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    Competition Commission of India Finds Hyundai, Reva and Premier to be in Contravention of the Competition Law
    Ministry of Corporate Affairs –initiatives and salient achievements in the last six months
    Last date for submission of suggestions/ comments to Company Law Committee extended upto 31st July, 2015
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August 7, 2015
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Auditor reporting requirements strengthen detection of corporate fraud and internal control weaknesses, enforcing expanded disclosure obligations.
The Companies (Auditor's Report) Order, 2015 requires auditors to report on frauds, adequacy of internal control systems, physical verification of inventories, and repayment of dues to financial institutions or banks. The Companies Act, 2013 increases board and committee responsibilities, mandates independent directors and enhanced disclosures, while Indian Accounting Standards aim to improve financial reporting and transparency.
August 7, 2015
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Ease of doing business reforms streamline company incorporation and eliminate multiple pre-incorporation procedural burdens.
Reform measures enhancing ease of doing business eliminate several pre-incorporation and procedural burdens by removing minimum paid-up capital, abolishing the declaration before commencement, dispensing with mandatory common seals, and eliminating name reservation; incorporation processes are consolidated into a single integrated form combining DIN allotment and director appointments to reduce filings.
August 7, 2015
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Eligibility criteria for non-official directors set appointment process, qualifications, age limits, tenure and directorship caps for public boards.
Appointment of non-official directors to CPSE boards is initiated by Administrative Ministries/Departments and finalized on the basis of recommendations of a Search Committee; the Government prescribes eligibility criteria including specified experience categories, a minimum graduate degree, an age band with limited relaxation, limits on reappointment and concurrent CPSE directorships, and a cap on private company directorships.
July 28, 2015
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Aftermarket competition: carmakers found to restrict spare parts and repair access, prompting mandatory corrective measures and penalty.
The Commission found three car manufacturers in breach for imposing absolute covenants that foreclosed the aftermarket by restricting supply of genuine spare parts and diagnostic tools to independent repairers, constituting restrictive agreements and abuse of dominance. It directed cessation of the impugned conduct, adoption of policies to make parts and tools available in the open market, removal of restrictions on independent repairers, and applied a monetary penalty to one manufacturer while absolving the other two from monetary sanction for mitigating factors.
July 28, 2015
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Corporate law reform simplifies compliance procedures, clarifies Company Act implementation, strengthens fraud response and widens CSR funding rules.
Enhancement of the corporate regulatory framework focuses on clarifying and operationalising the Companies Act, 2013 through circulars, rule amendments and orders to remove implementation difficulties; amendments expand CSR funding eligibility. Compliance has been simplified by discontinuing selected forms, substituting declarations for affidavits, reducing small-company fees, easing foreign director procedures and integrating incorporation processes with a unified e-business portal. Adoption arrangements for Ind AS have been completed. Proposed statutory changes aim to align capital and seal requirements with international practice, simplify related-party approvals while protecting minority shareholders, provide penalties for deposit defaults, and rationalise fraud-related procedures. Enforcement steps include SFIO investigations, merger action to address oversight failures and online fraud inquiries.
July 28, 2015
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Extension of consultation deadline allows stakeholders additional time to submit suggestions to the Companies Law Committee via ministry portal.
Extension of the consultation period for the Companies Law Committee permits stakeholders additional time to submit suggestions and comments on implementation issues of the Companies Act, 2013 via the Ministry of Corporate Affairs online portal, with the Press Release directing stakeholders to send inputs by the revised deadline and requesting wide publicity through the Press Information Bureau.
July 24, 2015
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Penalty on company directors: criminal and monetary sanctions applied for statutory non compliance, with several appeals pending.
Penalties imposed on company directors for statutory violations during 2014-15 include individual fines alongside company penalties and, in specified cases, convictions involving imprisonment; the release lists implicated directors, breached statutory provisions, amounts of fines imposed on directors and companies, and the procedural status of each matter, distinguishing completed enforcement actions from those with appeals or other proceedings pending.
July 24, 2015
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Corporate governance reforms enhance board and committee duties, auditor independence, and simplify company formation procedures.
Reforms strengthen corporate governance by increasing Board and committee responsibilities, enhancing stakeholder disclosures, securing auditor independence and appointment of Independent Directors. Indian Accounting Standards have been notified to improve reporting, CSR activities have been expanded, and amendments simplify company formation by removing minimum paid-up capital, common seal and commencement declarations and introducing an integrated incorporation e form.
July 24, 2015
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Company registration and closure statistics presented with struck-off and liquidated categories, and no revival scheme formulated.
State/UT-wise counts of registered companies as at 30.06.2015 are reported alongside a closure dataset distinguishing struck-off and liquidated companies for the last three financial years and the current year up to 30.06.2015, with separate and combined totals; the Government has not formulated any scheme for revival of closed companies.
July 21, 2015
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Submission deadline for Companies Law Committee extended to allow further stakeholder comments on Companies Act implementation.
The Government extended the submission deadline for stakeholder suggestions to the Companies Law Committee addressing implementation issues under the Companies Act; comments previously invited via the Ministry's online portal are now to be received until 31st July, 2015 to enable stakeholders to provide well researched inputs.
July 6, 2015
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Official visit for BRICS finance ministers meeting and inaugural board meeting of new development bank strengthens multilateral financial engagement.
An official visit to Russia by the Union Minister of Finance is for participation in the Meeting of BRICS Finance Ministers and Central Bank Governors and attendance at the Inaugural Meeting of the Board of Governors of the BRICS New Development Bank. The itinerary includes arrival in the capital for the board meeting, travel to the conference site for the ministers' meeting, and return to the capital before departure home, reflecting planned ministerial delegation movements.
June 24, 2015
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Conversion to commercial corporate form enables expanded renewable energy development and revenue generating operations.
Approval was given for SECI to apply to convert from a Section 8 company to a Section 3 company under the Companies Act, 2013 and to rename it RECI, thereby removing not-for-profit constraints and permitting the entity to operate as a self-sustaining, revenue-generating organisation engaged in owning, developing and selling power, manufacturing solar products, and expanding into all renewable energy sources to enable integrated generation and improved grid management.
June 8, 2015
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Exemptions under Section 462: targeted compliance relaxations for private, government, charitable companies and nidhis in corporate law.
Statutory exemptions provide targeted relaxations for private, government, charitable companies and nidhis: private companies obtain eased rules on related party transactions, ESOP approval, meeting procedures, deposit acceptance, share capital types, audit assignment thresholds and conditional lending to directors; government companies receive modified limits on remuneration and directorships, relaxed committee and related-party compliance, and sector-specific exemptions; charitable companies and nidhis are granted streamlined notice regimes, reduced governance obligations and conditional flexibility on placements, dividends and loans, with requisite disclosure requirements.
May 28, 2015
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Streamlined company incorporation and compliance reforms introduce consolidated e filing, relaxed formalities, and notified Indian Accounting Standards.
Regulatory reforms under the Companies (Amendment) Bill, 2015 and related rule changes streamline corporate formalities by removing minimum paid up capital, making common seal optional, eliminating pre business commencement filings, clarifying dividend transfer to the IEPF, introducing a penal provision for deposit defaults, thresholded fraud reporting, and rationalizing criminal jurisdiction and trial benches. Administrative measures include the integrated e Form INC 29 to consolidate DIN allotment, incorporation and first director appointments, and notification of thirty nine Indian Accounting Standards (Ind AS) aligned with international reporting norms.
May 24, 2015
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Fraud reporting thresholds revised: auditors must escalate significant frauds to Central Government; lesser matters to audit committee.
The Amendment makes the common seal optional and adapts execution formalities to permit signatures by two directors or by a director and the Company Secretary; inserts a new penal section for deposits accepted or repaid in contravention of prescribed conditions imposing company fines and officer in default penalties; mandates auditor reporting of frauds above prescribed thresholds to the Central Government and lesser frauds to the audit committee or Board, with disclosure requirements; and empowers audit committees to grant omnibus approvals for related party transactions subject to prescribed conditions.
May 21, 2015
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Competition and regulation must operate together to foster innovation and demand swift, fearless regulatory decisions that support entrepreneurship.
Competition and regulation are complementary mechanisms to ensure the invisible hand benefits society: competition drives innovation and new services, while regulation must be swift and fearless to secure entrepreneur confidence. The government must remove frictions to business, act swiftly to generate growth and jobs, build an independent meritocratic judiciary with modern technology, institute transparent and stable taxation, and use public funds efficiently for education, healthcare, nutrition and shelter. Institutional measures include notification of substantive Competition Act provisions, implementation initiatives, and an e governance project for electronic filings.
May 14, 2015
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Tribunal appointments must meet seniority and selection standards, with final selection authority resting with the Chairperson.
Constitutional validity of provisions establishing the National Company Law Tribunal and Appellate Tribunal was affirmed, but statutory provisions allowing appointment of civil servants at the level of Joint Secretary as technical members and the prescribed selection committee composition were invalidated; technical member appointments must follow the seniority and selection directions of the earlier binding judgment, and final selection authority with casting vote is to rest with the Chairperson or nominee.
May 13, 2015
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SC/ST representation in Competition Commission staffing shows limited presence across graded posts, with minorities occupying few positions.
The statement records the sanctioned posts and incumbents at the Competition Commission of India, listing filled positions by designation and identifying specific posts occupied by Scheduled Caste and Scheduled Tribe officers, and reports the aggregate number of SC and ST incumbents as provided in an official parliamentary reply.
May 5, 2015
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Board authority to note certain appointments and director disclosures without convening a meeting, streamlining compliance procedures.
Rule 8 has been amended to enable the Board to pass resolutions to take note of appointments or removals one level below Key Managerial Personnel and to take note of disclosures of directors' interests and shareholding without holding a meeting, limiting the non meeting mechanism to the categories specified and preserving the Board's accountability to members.
May 5, 2015
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Withdrawal of prosecution cases for company filing defaults follows remedy, striking off, or compounding of offences.
Withdrawal of prosecution cases was effected by Registrars of Companies for prosecutions arising from defaults in filing balance sheets and annual returns where defaults were remedied, companies were defunct and processed for striking off, or matters were resolved by compounding of offences under the Companies Act framework, representing an administrative discontinuance of prosecution proceedings for such filing defaults.

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