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17 September 2009
TDS Chart to Refer
Finance for Housing Projects –Disclosure of Information on Mortgage of Property
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16 September 2009
Non-attestation services under LLP by CS
Resolution under regulation 168 of the Company Secretaries Regulations, 1982 passed by ICSI (Council) allowing members in practice to carry out non-attestation services through the new business structure of Limited Liability Partnership
The Council had at the 156th meeting held on 19th - 20th March, 2005, in exercise of its powers under regulation 168 of the Company Secretaries Regulations, 1982 accorded general permission to members in practice to become non-executive director/promoter/promoter director/subscriber to the Memorandum and Articles of Association of a company the objects of which include areas which fall within the scope of the profession of Company Secretaries irrespective of whether or not the practising member holds substantial interest in that company.
The Council had also allowed members in practice to become non-executive directors/promoter/promoter director/subscriber to the Memorandum and Articles of Association of a company which is engaged in any other business or occupation provided that the practising member does not hold substantial interest in the company.
The term non-executive director was defined to mean an ordinary director who is required to attend the meetings of the board or its committees only, not paid any remuneration except the sitting fees for attending the board/committee meetings and any remuneration to which he is entitled as ordinary director, and devoting his time for the company only to attend meetings of the board or committee thereof and not for any other purpose.
In line with the aforesaid decisions, the Council has passed the following resolution under regulation 168 allowing Company Secretaries in Practice to become partners of LLP, the objects of which include areas which fall within the scope of non-attestation services of the profession of Company Secretaries or in any other business or occupation.
"Resolved that under regulation 168 of the Company Secretaries Regulations, 1982, the Council gives general permission to the members in practice to :
(a) become passive partner of a limited liability partnership (LLP) the objects of which include carrying out non-attestation services which fall within the scope of the profession of Company Secretaries irrespective of whether or not the practising member holds substantial interest in that LLP;
(b) become passive partner of LLP which is engaged in any other business or occupation provided that the practising member does not hold substantial interest in that LLP.
For the purposes of the above resolution:
(i) "Attestation Services" include services which require signing any certificate, document, report or any other statements relating thereto on behalf of a Company Secretary in Practice or a firm of such Company Secretaries in his or its professional capacity or which require signing anything that is required to be signed by a Company Secretary in practice.
(ii) Non-attestation Services" means services which are not attestation services.
(iii) A "passive partner" means a partner of LLP who fulfils the following conditions:
(a) he must not be a designated partner;
(b) subject to the LLP agreement, he may make agreed contribution to the capital of LLP and receive share in the profits of the LLP; and
(c) he must not take part in the management of the LLP nor act as an agent of the LLP or of any partner of the LLP;
However, none of the following activities shall constitute taking part in the management of the LLP:
(1) Enforcing his rights under the LLP agreement (unless those rights are carrying out management function).
(2) Calling, requesting, attending or participating in a meeting of the partners of the LLP.
(3) Approving or disapproving an amendment to the partnership agreement.
(4) Reviewing and approving the accounts of the LLP;
(5) Voting on, or otherwise signifying approval or disapproval of any transaction or proposed transaction of the LLP including -
(a) the dissolution and winding up of the LLP;
(b) the purchase, sale, exchange, lease, pledge, mortgage, hypothecation, creation of a security interest, or other dealing in any asset by or of the LLP;
(c) a change in the nature of the activities of the LLP;
(d) the admission or removal of a partner of the LLP;
(e) transactions in which one or more partners have an actual or potential conflict of interest with one or more partners or the LLP;
(f) any amendment to the LLP agreement;
(iv) a member shall be deemed to have a "substantial interest" in an LLP if he is entitled at any time to not less than 25% of the profits of such LLP."
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CA. V.M.V.SUBBA RAO
Chartered Accountant
Door No.24-2-1885,
I Floor, Flat No.5,
Siddivinayaka Residency, I Cross,
Central Avenue, MSR Nagar,
Magunta Layout,
Nellore-524 003
Andhra Pradesh
India
Mobile:+91 - 0 9390221100
+91 - 0 9440278412
e-Mail: vmvsr@rediffmail.com
vmvsr@yahoo.co.uk
14 September 2009
eStamp Facility of MCA
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eStamp
Registrars of Companies have to ensure that proper stamp duty is paid on the instruments registered with their office. As of now, physical submission of documents is mandatory where stamp duty is levied in order to ascertain that applicable stamp duty has been paid. In the present scenario, even though the eForm is submitted instantly, the RoC office has to wait for receipt of physical stamp papers to initiate necessary processing. It results in service delivery time getting longer. Hence, in furtherance of e-governance initiatives, provisions regarding stamp duty applicable on filing of e-forms have been amended and stakeholders shall have facility to pay stamp duty in electronic manner also. As of now, this process shall cover Form 1(including MoA, AoA), Form 5 and Form 44 only, accordingly revised eforms are being introduced w.e.f. 12.09.2009. These provisions shall be applicable to the eforms filed subsequent to this amendment. In case eforms filed earlier are 'Resubmitted' after implementation of this change, e-stamp shall not be applicable.Keeping in view the requirement of stakeholders awareness, process of e-stamp has not been made mandatory, meaning thereby, stakeholders have option to pay stamp duty in electronic manner through MCA21 system or in physical form as per the existing procedure.Further this process shall be applicable only to such States/Union Territories which have agreed to the request of Ministry of Corporate Affairs for collection of e-stamp duty on their behalf.
List of eForms to which eStamping will be applicable
- Form 1, (including MoA, AoA)
- Form 5
- Form 44
- Form 67
FAQs on eStamp
1. Please specify the services for which Stamp Duty can be paid through MCA21 system?
2. Am I required to fill the details of stamp duty in eform manually?
3. Can I pay Stamp Duty in electronic manner with respect to all States / UTs?
4. Whether payment of stamp duty through MCA21 system is Mandatory?
5. What are the modes of payment of stamp duty through MCA21 system?
6. Whether Challan of MCA21 service fee shall include details of stamp duty also in case of off line mode?
7. What shall be the validity of challan for payment of stamp duty?
8.: In whose favour should I draw the check / DD to pay the stamp duty in case an offline challan has been generated?
9. What is the procedure to pay for the challan generated for stamp duty?
10.Is it necessary to pay both the challans (i.e. challans for stamp duty and for MCA21 service fees) simultaneously?
1. Please specify the services for which Stamp Duty can be paid through MCA21 system?
Stamp Duty payable on Filing of e-form 1 (including MOA & AOA), 5 and 44 can be paid through MCA21 system.
2. Am I required to fill the details of stamp duty in eform manually?
No, when user selects option to pay stamp duty through MCA21 system, the system itself prefills relevant details in the eform. In case user opts to pay stamp duty in physical manner, details of the same shall have to be provided in the eForm by the user.
3. Can I pay Stamp Duty in electronic manner with respect to all States / UTs?
- List of States/ Union Territories in which eStamp duty payment on Form 1, MoA, AoA, Form 5 and Form 44 is available on line through MCA portal:
| 1.Andaman & Nicobar Islands | 12.Madhya Pradesh |
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4. Whether payment of stamp duty through MCA21 system is Mandatory?
Payment of stamp duty through MCA21 system is OPTIONAL till 31.12.2009. User may pay stamp duty either through MCA21 system or in the same manner as was prevailing till now. But w.e.f. 1st January, 2010, stamp duty shall have to be paid only through electronic mode for the states which have agreed for e-stamping. Please refer notification SO S.O. 2276 (E) issued by Ministry of Corporate Affairs in this regard.
5.What are the modes of payment of stamp duty through MCA21 system?
There are two modes, stamp duty can be paid through MCA21 system either off-line or on –line.
6. Whether Challan of MCA21 service fee shall include details of stamp duty also in case of off line mode?
There shall be separate SRN / challan for stamp duty, in addition to SRN / challan for MCA21 services.
7. What shall be the validity of challan for payment of stamp duty?
Validity of challan for payment of stamp duty shall be the same as that of the challan for MCA21 service fees.
8. In whose favour should I draw the check / DD to pay the stamp duty in case an offline challan has been generated?
An Information note has been provided on the challan of stamp duty regarding payment of stamp duty. Please refer to the same.
9. What is the procedure to pay for the challan generated for stamp duty?
Challan generated for stamp duty is to be paid in the same manner as challan for MCA21 services fees is deposited in an authorized bank.
10. Is it necessary to pay both the challans (i.e. challans for stamp duty and for MCA21 service fees) simultaneously?
It is not necessary to pay these two challans simultaneously but these should be paid within the validity period mentioned on the challan. It is suggested to make payment of both of these challans simultaneously as processing of the eForm shall not start unless both of these i.e. the MCA21 Service fees and stamp duty is paid and payment is confirmed."
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CA. V.M.V.SUBBA RAO
Chartered Accountant
Door No.24-2-1885,
I Floor, Flat No.5,
Siddivinayaka Residency, I Cross,
Central Avenue, MSR Nagar,
Magunta Layout,
Nellore-524 003
Andhra Pradesh
India
Mobile:+91 - 0 9390221100
+91 - 0 9440278412
e-Mail: vmvsr@rediffmail.com
vmvsr@yahoo.co.uk
13 September 2009
Ground Rules for providing tips
Dear Colleague This is a very nice move by you and the particiaption can increase manifold. . As CAs we all understand the financial results and the underlying facts of each financial accounts. While you are right that there is no guarantee attached to these leads and many times it can mislead most of the members. To combat that there are some rules to be put around these leads offered by any member. To name a few: 1. A brief on the industry / company should be given and the reason for the belief be given so that the reader understand the message in the same perspective of the member giving this suggestion. 2. The period of the prediction be given. 3. Lets also keep in mind the provisions of Insider trading as devised by SEBI and not violate any norms of the same, in our enthusiasm to help our fellow colleagues. Other members views are solicited and lets put the ground rules firm else we may step accidentally on something more serious. Cheers. Venkat |
MCA Notification on payment of Stamp Duty
The Central Government has amended the scheme for filing of statutory documents and other transactions by companies, in electronic mode whereby the Central Government has dispensed with physical submission of documents.
Stamp Duty payable on Form No. 1, Memorandum of Association, Article of Association, Form No. 5 and Form No. 44 shall be collected at the time of their e-filing through MCA Portal and where stamp duty has been paid electronically through MCA Portal, the company shall not be required to make physical submission of such documents as required earlier.
Correspondingly, relevant forms have been amended.
This amendment shall come into effect from 13th September, 2009.
CO.LAW Notification
No. S.O. 2276(E)
Dated 7-9-2009
Scheme for Filing of Statutory Documents and other Transactions by Companies in Electronic Mode (Amendment) Scheme, 2009
In exercise of the powers conferred by sub-section (2) of section 610B of the Companies Act, 1956, the Central Government hereby makes the following Scheme to amend the Scheme for Filing of Statutory Documents and other Transactions by Companies in Electronic Mode, namely:-
1. (1) This Scheme may be called as the "Scheme for Filing of Statutory Documents and other Transactions by Companies in Electronic Mode (Amendment) Scheme, 2009.
(2) This scheme shall come into force on the 13th day of September, 2009.
2. In the Scheme for Filing of Statutory Documents and other Transactions by Companies in Electronic Mode, in Annexure 'A', in paragraph 4, for sub-paragraph (8), the following sub-paragraph shall be substituted, namely:-
"(8) Collection of Stamp Duty on documents through MCA portal and dispensation of physical submission thereof.
(a) The Central Government, for the purpose of making all transactions faster, improving service delivery and making Office of the Registrar paperless, has decided to dispense with the physical submission of documents. The Central Government shall initially collect stamp duty payable on Form No.1, Memorandum of Association, Article of Association, Form No. 5 and Form No. 44 at the time of their e-filing, through MCA portal www.mca.gov.in. The Central government shall collect the stamp duty on behalf of the State Governments and Union territories for specific purpose of e-filing of documents under the provision of the Companies Act, 1956 and to remit the same directly to the accounts of the State Governments and Union territories in accordance with the approved payment and accounting procedure. The procedure for collection of stamp duty shall come into force with effect from the 13th day of September, 2009. Out of twenty eight States and seven Union territories, except State of Sikkam, where the provisions of the Companies Act ,1956 are not extended, the Central Government has sought authorization to generate e-Stamps on their behalf. The Central Government has received authorization from only twenty-two State Governments and Union territory Administrations. As soon as the authorization from the remaining twelve States and Union territories, namely, Chandigarh, Daman and Diu, Himachal Pradesh, Kerala, Mizoram, Puducherry, Dadra and Nagar Haveli, Goa, Jammu and Kashmir, Lakshadweep, Nagaland and Tripura is received, the Central Government shall start collection of stamp duty on their behalf also.
(b) There shall be a transition period of three and a half months to enable the companies to use their already purchased stamp papers. The 1st day of January, 2010 shall be the cut off date for a company to compulsorily make payment electronically for stamp duty in respect of the States which have authorized the Central Government to collect stamp duty on their behalf. In respect of the States from whom the authorization is yet to be received, the company shall continue to pay stamp duty outside the MCA portal.
(c) The company shall not make physical submission of documents on which stamp duty is paid electronically through MCA portal. However, documents on which stamp duty is not paid through MCA portal, the company shall, in addition to their electronic filing, submit physical copies of such stamped documents at the office of the Registrar also, simultaneously.
(d) Documents other than those specified in clause (a) which are not covered for payment of stamp duty through MCA portal, and on which stamp duty payable in respective State is equal to or less than one hundred rupees, such stamped documents, shall be scanned by the company and filed electronically for evidencing by the Registrar and need not be submitted physically except those required to be filed for compounding of offence under clause (a) of sub-section (4) of section 621A. However, the company shall retain such documents duly stamped in original for a minimum period of three years from the date of filing of such documents and shall be required to produce the same as and when the same is required for inspection and verification by the competent authorities namely, the Collector of Stamps of the respective State or Union territory or the Registrar".
CO LAW Notification
No. G.S.R. 642(E)
Dated 7-9-2009
Companies (Electronic Filing and Authentication of Documents) Amendment Rules, 2009
In exercise of the powers conferred by sub-section (1) of section 642 and 610B read with sections 610A and 610E of the Companies Act, 1956, the Central Government hereby makes the following rules to amend the Companies (Electronic Filing and Authentication of Documents) Rules, 2006, namely:-
1. (1) These rules may be called the Companies (Electronic Filing and Authentication of Documents) Amendment Rules, 2009.
(2) These rules shall come into force on the 13th day of September, 2009.
2. In the Companies (Electronic Filing and Authentication of Documents) Rules, 2006, in rule 3, in sub-rule (1), after the proviso, the following proviso shall be inserted, namely :-
" Provided further that if stamp duty on such documents is paid electronically through Ministry of Corporate Affairs portal www.mca.gov.in, in such case, the company shall not be required to make physical submission of such documents, in addition to their submission in the electronic form:
Provided also that in respect of certain documents filed under the Companies Act, 1956 which are not covered for payment of stamp duty through Ministry of Corporate Affairs portal, and stamp duty payable on such documents in respective state is equal to or less than one hundred rupees, the company shall scan such stamped documents complete in all respects and shall file electronically for evidencing by the Registrar and shall not be required to submit such documents, except those which are required to be filed for compounding of offences under clasue (a) of sub-section (4) of section 621A of the Companies Act, 1956, in the physical form separately:
Provided also that the company shall retain such documents duly stamped in original for a minimum period of three years from the date of filing of such documents and shall be required to produce the same as and when the same is required for inspection and verification by the competent authority being the Collector of Stamps of respective State or Union territory or the Registrar".
CO. Law Notification
No. G.S.R. 643(E)
Dated 7-9-2009
COMPANIES (CENTRAL GOVERNMENT'S) GENERAL RULES AND FORMS (FOURTH AMENDMENT) RULES, 2009
In exercise of the powers conferred by sub-section (1) of section 642 read with sub-section (1) of 610B of the Companies Act, 1956, the Central Government hereby makes the following rules further to amend the Companies (Central Government's) General Rules and Forms, 1956, namely:–
1. (1) These rules may be called the Companies (Central Government's) General Rules and Forms (Fourth Amendment) Rules, 2009.
(2) These rules shall come into force on the 13th day of September 2009.
2. In the Companies (Central Government's) General Rules and Forms, 1956, in Annexure 'A',–
Regards
CA. VINOD JAIN
B.Com (Hons), LLB, FICWA, FCS, FCA, DISA
Central Council Member - ICAI
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CA. V.M.V.SUBBA RAO
Chartered Accountant
Door No.24-2-1885,
I Floor, Flat No.5,
Siddivinayaka Residency, I Cross,
Central Avenue, MSR Nagar,
Magunta Layout,
Nellore-524 003
Andhra Pradesh
India
Mobile:+91 - 0 9390221100
+91 - 0 9440278412
e-Mail: vmvsr@rediffmail.com
vmvsr@yahoo.co.uk
11 September 2009
Empnalement with ROC for Technical Scrutiny of Balance Sheet
Circular Issued by: – Government of India, Ministry of Corporate Affairs, Office of Registrar of Companies.
Issued to: Local Chapter, ICAI/ICSI/ICWAI
Sub: - Panel for outsourcing of work of Technical Scrutiny of Balance Sheets. This office (ROC Office) is in process of preparing a panel of professionals for outsourcing the work of Technical scrutiny of Balance sheets filed with this office as per the provisions of the Companies Act, 1956 on the following terms and conditions:-
You are requested to give a wider publicity to the said process and send the names applications of interested member professionals to this office at the earliest.
Yours faithfully, Registrar of Companies,
MODEL AGREEMENT TO BE ENTERED BETWEEN THE REGISTRAR OF COMPANIES AND THE OUTSOURCING PROFESSIONALS ON CASE TO CASE BASIS.
This agreement is made on this _______ day of ________ 2009/2010 between the Registrar of Companies (herein after called ROC) and Sh._________ _________ _________ _________ CA/CS/ICWAI, Membership No________having his office at__________ _________ _________ ______ (hereinafter called Professional) for outsourcing of the work of Technical Scrutiny of the Balance Sheet as at ________ (date) and documents annexed there to of M/s.________ _________ _____ ( Company) ____________ _________ _having its Registered office at__________ _________ _________ _________ _____. The Paid up capital of the company is Rs._________ _________ _as on the date of Balance Sheet as at ( Date) under on the following terms and conditions.
1. The professional undertakes to have received the subject Balance Sheet and documents annexed thereto and other relevant documents from the ROC. 2. The total fee payable is Rs………………………….…. The said fee shall be paid on completion of the Technical Scrutiny i.e., after sending the report to the office of Regional Director/MCA. 3. The professionals shall submit his draft order under section 234(1) on behalf of ROC, pointing out the prima facie contraventions of the provisions of the Companies Act and irregularities, violations, secretarial non compliances, prima facie contraventions of the Companies Act, 1956 and further information to be called from the company and other observations on examination of the Balance Sheet and documents annexed there to and other documents being given to him by the ROC within _______ working days from the date of this agreement. 4. The professional shall be provided with a copy of the reply submitted by the company by the ROC and the professionals shall submit his observations, irregularities/ violations detected on examination of the reply of the company within _____ working days from the date of receipt. 5. There shall be a penalty of 5% cut in fee for every one day of delay if the professional fails to submit his report within the time limit. If the professional fails to deliver within maximum of 10 days the work shall be assigned to the other professional without any claim of fee to the professional and he shall not be assigned any such assignment in future. 6. The ROC has sole discretion to withdraw the assignment if he is not satisfied with the quality of the service. 7. The professional shall not sign any communication directly to the company or any of its Directors or shareholders or creditors. All the letters or notices shall be sent and signed by the ROC or any of its authorized officers. 1) The professional further declares that:- (a) He shall maintain absolute integrity and secrecy in respect of the assignment under agreement. (b) He takes an oath of confidentiality and breach of this condition will make him liable for penal action under IPC, Cr.PC or any other relevant provisions besides, action for breach of agreement. (c) He is not related to the subject company, its holding or subsidiary company or any of its competitor or any other company, partnership concern or sole proprietor concern in which any of the Directors or their relatives is interested as Directors, partners or sole proprietors. (d) He has not handled any assignments from the subject company in the last one year and he further undertakes to inform ROC before accepting any assignments from the subject company in the next one year on his own name or in the name of any of his partners. Signed on this day of ____________ _________ ____2009 (Registrar of Companies) (Professional). |
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