Author: Business So Simple

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Form CSR-2 for FY 2021-22 (MCA Notification dated 31st May 2022)

Posted on by Business So Simple in Company Law

As per Companies (Accounts) Third Amendment Rules, 2022 a sub rule & provisio inserted in rule 12 as under:

Sub-rule (1B)

(i) for the figures, letters and word “31st May, 2022”, the figures, letters and word “30th June, 2022”, shall be substituted;

Proviso

(ii) “Provided further that for the financial year 2021-2022, Form CSR-2 shall be filed separately on or before 31st March, 2023 after filing Form AOC-4 or AOC-4 XBRL or AOC-4 NBFC (Ind AS), as the case may be”.

Refer notification:

Centre Clears Entire GST Compensation Due Till Date (31ST MAY, 2022)

Posted on by Business So Simple in GST

The Government of India has released the entire amount of GST compensation payable to States up to 31st May, 2022 by releasing an amount of Rs.86,912 crores. This decision was taken to assist the States in managing their resources and ensuring that their programmes especially the expenditure on capital is carried out successfully during the financial year. This decision has been taken despite the fact that only about Rs.25,000 crore is available in the GST Compensation Fund. The balance is being released by the Centre from its own resources pending collection of Cess.

Goods and Services Tax was introduced in the country w.e.f. 1st July, 2017 and States were assured for compensation for loss of any revenue arising on account of implementation of GST as per the provisions of the GST (Compensation to States) Act, 2017 for a period of five years. For providing compensation to States, Cess is being levied on certain goods and the amount of Cess collected is being credited to Compensation Fund. Compensation to States is being paid out of the Compensation Fund w.e.f. 1st July, 2017.

Bi-monthly GST compensation to States for the period 2017-18, 2018-19 was released on time out of the Compensation Fund. As the States’ protected revenue has been growing at 14% compounded growth whereas the Cess collection did not increase in the same proportion, COVID-19 further increased the gap between protected revenue and the actual revenue receipt including reduction in cess collection.

In order to meet the resource gap of the States due to short release of compensation, Centre has borrowed and released Rs.1.1 lakh crore in 2020-21 and Rs.1.59 lakh crore in 2021-22 as back-to-back loan to meet a part of the shortfall in cess collection. All the States have agreed to the above decision. In addition, Centre has also been releasing regular GST compensation from the Fund to meet the shortfall.

With the concerted efforts by Centre and States, gross monthly GST collection including Cess has been showing a remarkable progress. The details of GST compensation payable for the past financial years and for the period of April-May of the current financial year are given as per the table below: –

*State-wise break-up is given in a separate table.



With this release of Rs. 86,912 crore, the compensation to States till May 2022 gets fully paid and only compensation for June 2022 would remain.

Centre Clears Entire GST Compensation Due Till Date (31ST MAY, 2022)

https://pib.gov.in/PressReleaseIframePage.aspx?PRID=1829777&RegID=3&LID=1

CCI approves acquisition of shareholding in Hitachi Construction Machinery Co., Ltd. by HCJI Holdings G.K., Citrus Investments, HCJ Holdings 2 G.K., Japan Industrial V – GP K.K., and other investors (Press release 31 May 2022)

Posted on by Business So Simple in Competition Law

The Competition Commission of India (CCI) approves acquisition of shareholding in Hitachi Construction Machinery Co., Ltd. by HCJI Holdings G.K., Citrus Investments, HCJ Holdings 2 G.K., Japan Industrial V – GP K.K., and other investors.

Citrus Investments LLC (“Citrus”), a wholly owned subsidiary of ITOCHU Corporation (“Itochu”), HCJ Holdings 2 G.K. (“HCJ Holdings/HCJ HD2”), Japan Industrial – GP, Manalsu, Primrose GP, Shepherds Hill Partners III Ltd., and Sonora Partners III Ltd. through HCJI Holdings G.K. (“HCJI”), proposes to acquire 26% in the Hitachi Construction Machinery Co., Ltd. (“HCM/Target”) from Hitachi Ltd., on a fully diluted basis.

HCJI is currently a wholly owned subsidiary of Japan Industrial Partners Inc. HCJI was established as a limited liability company to hold shares in the Target and undertake all business incidental to the same. Prior to the Proposed Transaction, HCJI will be jointly held on 50:50 basis by (a) Citrus; and (b) HCJ HD2, and will change its corporate form to a stock company.

The ITOCHU Group operates in a comprehensive array of business domains, from upstream areas, such as transactions involving raw material, to downstream domains, such as retail. Itochu does not have any subsidiaries/ investee companies active in India.

HCM is listed on the Tokyo Stock Exchange. Its major shareholder and controlling parent company is Hitachi (holding 51.5 % of the shares in HCM). HCM is engaged in the manufacturing of mining and construction machinery and solution business (such as development, production, distribution of parts and service solutions as part of the after-sales services for mining facilities and equipment) globally. HCM also operates in India through the following subsidiaries and affiliates: (i) Tata Hitachi Construction Machinery Company Pvt Ltd; (ii) H-E Parts International LLC; and (iii) Bradken India Private Limited.

Detailed order of the CCI will follow.

Company Law: SC explains applicability of Duomatic Principle in Company Law In India

Posted on by Business So Simple in Company Law, Court Room, Legal awareness

Case Reference

Mahima Datla Vs Dr. Renuka Datla (Supreme Court of India) dated 06/04/2022


The *Duomatic Principle* can be briefly stated as ‘anything the members of a company can do by formal resolution in a general meeting, they can also do informally, if all of them assent to it.’

It is noted that application of Duomatic Principle is only applicable in those cases wherein bona fide transactions are involved. Fraud is a clear exception to application of these principles, be it Duomatic Principle or Doctrine of Indoor Management.

CCI : Mere common business linkages between bidders not sufficient to prove bid rigging

Posted on by Business So Simple in Competition Law, Court Room, Legal awareness

Case Reference:

Virendra Kumar Singh Vs Nandal Finance & Leasing Private Limited (Competition Commission of India) dated 18/05/2022

_It may not be entirely uncommon, where a common Promoter/Director acts as a link between two entities, to facilitate anti-competitive behaviour. However, there is no presumption that it has to be that way at all times; instead it will depend upon the attendant factual matrix. Thus, the Commission is of the view that merely having common business linkages between the bidders as projected by the Informant, in itself, cannot be the sole basis to suggest meeting of minds or assentio mentium between the bidders in the bidding process.”_

Ministry of Finance (MoF) & Ministry of Corporate Affairs (MCA) kick off Iconic Week celebrations with Curtain Raiser Press Conference

Posted on by Business So Simple in Company Law, Financial Prudence

Ministry of Finance and Ministry of Corporate Affairs today held a Curtain Raiser press conference of their ‘Iconic Week’ celebrations as part of the ‘Azadi Ka Amrit Mahotsav’ (AKAM) during the week of 6th to 11th June, 2022.



Prime Minister Shri Narendra Modi had inaugurated the “Azadi Ka Amrit Mahotsav” (AKAM) on 12th March 2021, marking a 75-week countdown to the 75th Anniversary of India’s Independence on 15th August, 2022. The AKAM celebrations will continue for a year, thereafter, till 15th August, 2023.

As part of celebration of 75th anniversary of India’s 75th year of Independence, a ‘Thank You’ (Shukriya) song was released which celebrates the unsung heroes of the battle against COVID-19 Pandemic and those who kept the financial system running during the most challenging times.



An e-booklet was also presented to provide a snapshot of the events unfolding during the week in which the two Ministries – Corporate Affairs and Finance, will not only showcase their achievements, new initiatives, but also traverse through an interesting journey of their growth and evolution over the years. CLICK HERE to acesss the schedule of events.

Prime Minister Shri Narendra Modi will grace the inaugural function on the 6th of June 2022 in Vigyan Bhavan, New Delhi. The 6th June ceremony would be celebrated live simultaneously in 75 cities across India keeping up with the spirit of 75years of India’s Independence.

During the Iconic week of Azadi ka Amrit Mahotsav, Ministry of Corporate Affairs and each Department of Ministry of Finance will showcase their rich history and legacy as well as readiness to face the challenges ahead. For example, a documentary will be released on the Development of Securities Market in India on the third day, i.e. 8th June 2022; and on the last day, 11th June 2022, the National Customs and GST Museum, ‘Dharohar’, which showcases an array of seized goods, antiques, and customs heritage will be dedicated to the nation.

Some other notable events during the Iconic Week celebrations of the Ministry of Finance & Ministry of Corporate Affairs include the International Conference on data analytics in public procurement that will deliberate on the best international practices in the field of public procurement and way forward to harness modern tech to bring more value for money in public procurement. Some major initiatives in public expenditure management and taxation, both direct and indirect will also be showcased.

The kick off celebrations of Iconic Week of Ministry of Finance & Ministry of Corporate Affairs was presided over by Finance Secretary & Secretary Expenditure, Dr T.V. Somanathan. Among attendees were Shri Tuhin Kanta Pandey, Secretary, DIPAM; Shri Ajay Seth, Secretary, Economic Affairs; Shri Rajesh Verma, Secretary, Ministry of Corporate Affairs; Shri Ali Raza Rizvi, Secretary, DPE; Shri Sanjay Malhotra, Secretary, DFS; Shri Vivek Johri, Chairperson, CBIC and Smt. Sangeeta Singh, Chairperson (addl. Charge), CBDT, besides other senior officers of the Ministry of Finance & Corporate Affairs.

E-booklet for Ministry of Finance and Ministry of Corporate Affairs for Iconic Week celebrations of Azadi Ka Amrit Mahotsav:

Watch Press conference on PIB_India:

Refer Press release dated 30 May 2022

https://pib.gov.in/PressReleaseIframePage.aspx?PRID=1829415&RegID=3&LID=1

Centre to develop framework to check fake reviews on E-Commerce websites

Posted on by Business So Simple in Business Consultancy, Consumer Protection, Entrepreneurship, Public Affairs

The Centre will develop a framework to keep check over fake reviews on E-Commerce websites. The Department of Consumer Affairs (DoCA) after studying the present mechanism being followed by the E-Commerce entities in India and best practices available globally, will develop these frameworks.

DoCA in association with the Advertising Standards Council of India (ASCI) along with various stakeholders like E-Commerce entities, Consumer Forums, Law Universities, Lawyers, FICCI, CII, Consumer Rights Activists and others in a meeting discussed the magnitude and roadmap ahead for fake reviews on websites.

Since e-commerce involves a virtual shopping experience without any opportunity to physically view or examine the product, consumers heavily rely on reviews posted on e-commerce platforms to see the opinion and experience of users who have already purchased the good or service.

“Traceability by ensuring the authenticity of the reviewer and the associated liability of the platform are the two key issues here. Also e-com players must disclose as to how they choose the “most relevant reviews” for display in a fair and transparent manner,” said Secretary DoCA, Shri Rohit Kumar Singh said.

All stakeholders agreed that the issue deserves to be monitored closely and appropriate framework governing the fake reviews may be developed to address the issue for protection of consumer interest.

Stakeholders from e-commerce companies claimed that they have frameworks in place by which they monitor fake reviews and would be pleased to take part in developing a legal framework on the issue.

Along with Secretary DoCA, Ms Nidhi Khare, Additional Secretary and Mr. Anupam Mishra, Joint Secretary attended the meeting. Ms. Manisha Kapoor, CEO, ASCI highlighted the categories of fake and misleading reviews and their impact on consumer interest. Paid reviews, unverifiable reviews and absence of disclosure in case of incentivised reviews which make it challenging for consumers to recognize genuine reviews were among the issues discussed.

Press Release 28 May 2022

Delhi ROC Penalty order for non appointment of whole time Company Secretary in the matter of Pitchers Internet Private Limited dated 25 May 2022

Posted on by Business So Simple in Company Law, ICSI, ICAI, ICMA, Legal awareness, ROC, RD, MCA, NCLT

Delhi ROC Penalty order for non appointment of whole time Company Secretary in the matter of Pitchers Internet Private Limited dated 25 May 2022

Total Penalty imposed :

On Company: Rs.5 Lakhs
On officer in defaults: 13.23 Lakhs