MCA Updates
Extension of time for filing of 45 Company E-Forms and PAS-3 in MCA 21 version 3.0 without additional fees (Regulatory updates)
Post-migration of 45 forms from V2 to V3 portal of the Ministry of Corporate Affairs (MCA) the filings have changed from form based to web-based e-forms. The Ministry of Corporate Affairs (MCA) has introduced a fresh process of registration for the users on the MCA-21 V3 portal.
In the process of stabilizing various forms launched with effect from 23rd January 2023 and after considering various representations received from stakeholders in this regard, the Ministry of Corporate Affairs (MCA) has allowed a further additional time of 15 days for filing these forms without additional fees.
It has further been clarified that in case due dates for Form PAS-3 are falling between 20th January 2023 and 6th February 2023, the same can be filed without additional fees for a period of 15 days. The Form PAS-3 was available for filing in V2 only till 19th January 2023 and again launched in V3 on 23rd January, 2023.
Click here to access the Circular.
Extension of time for filing of 45 Company E-Forms, PAS-3 and SPICE+Part A in MCA 21 version 3.0 without additional fees(Regulatory updates)
Due to the fresh process of registration of users in MCA 21, the change in way of filing of forms in Version 3, and the process of stabilization of 45 forms launched with effect from 23.01.2023, MCA has allowed few relaxations in filing these forms.
Further, MCA has allowed the filing of such forms of which the due date falls between 07.02.2023 and 28.02.2023 without payment of additional fees, until 31.03.2023.
The due dates for filing Form PAS-3 whose original due dates was falling between 20.01.2023 and 28.02.2023, and which was closed for filing in Version 2 on 20.01.2023 and launched in Version 3 on 23.01.2023, can now be filed without payment of additional fees until 31.03.2023.
Additionally, the reservation period for the names which were reserved under sub-section (5) of section 4 of the Companies Act, 2013 is extended by a period of 20 days. The resubmission period under rule 9 of Companies (Incorporation) Rules, 2014 falling between 23.01.2023 and 28.02.2023, is also extended by 15 days.
Click here to access the Circular.
Relaxation w.r.t forms that need to be filed due to time-bound activities [ viz.GNL-2 MGT-14 PAS-3 , SH-8, SH-9 and SH-11 ]due to migration from V2 to V3 Version
MCA has issued a circular containing clarifications with regard to forms that need to be filed due to time-bound activities.
Based on the receipt of representations from stakeholders, MCA has allowed Companies intending to file Form GNL-2 (filing of prospectus-related documents), Form MGT-14 (filing of resolutions relating to prospectus-related documents), Form PAS-3 (Allotment of Shares), Form SH-8 (letter of offer for buyback of own shares or other securities), Form SH-9 (Declaration of Solvency) and Form SH-11 (Return in respect of buy-back of securities), during the period 22.02.2023 to 31.03.2023 on the MCA portal, to file the same in physical mode duly signed by the concerned persons as per the requirements of the relevant forms along with a copy in electronic media with the concerned Registrar without payment of fees and to take acknowledgement in the prescribed format.
Such filing is to be accompanied by an undertaking that once electronic filing is enabled in the portal, the Company shall file the relevant form in electronic mode on the MCA Portal, along with applicable fees payable as per Companies (Registration Offices and Fees) Rules, 2014.
Click here to access the Circular.
SEBI Updates
Amendments to Operational Circulars for Credit Rating Agencies(Regulatory updates)
SEBI vide this circular dated February 03, 2023, has made amendments to the previous circular which inter-alia includes the following:
- Prescribed the Credit Rating scale for ratings of projects/ instruments associated with the infrastructure sector
- Modifications to the policy to review the rating assigned to securities
- Format of the press release for withdrawal of rating of securities with the reason for such withdrawal
- Obtaining an undertaking from the other CRA(s) w.r.t assignment of new rating to the securities etc.
The other relevant amendment to the operational circular can be accessed by clicking the below-mentioned link.
Click here to access the circular
Manner of achieving minimum public shareholding
SEBI vide circular dated February 22, 2018 had permitted different methods that may be used by listed entities to achieve compliance with the minimum public shareholding (MPS) requirements as per the provisions of the Securities Contracts (Regulation) Rules, 1957 (“SCRR”) read with regulation 38 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“LODR Regulations”).
Based on the representation received from listed entities and other stakeholders w.r.t relaxation from compliance with the conditions specified in the existing methods, SEBI vide its circular dated February 03, 2023, reviewed and rationalized the existing methods and introduced the two additional methods in order to achieve compliance with the MPS requirement.
The detailed circular can be accessed by clicking the below-mentioned link.
Click here to access the circular
Updated operational circular for credit rating agencies
Securities and Exchange Board of India (Credit Rating Agencies) Regulations, 1999 prescribes guidelines for the registration of Credit Rating Agencies (CRAs), general obligations of CRAs, manner of inspection and investigation and code of conduct applicable to CRAs. Multiple circulars have been issued, over the years, covering the operational and procedural aspects thereof.
In order to enable access to all the circulars in one place, SEBI has issued the operational circular for CRAs dated January 06, 2023. Further, in order to include the amendments to the existing Operational Circular issued by SEBI on February 03, 2023, the updated operational circular for credit rating agencies has been issued.
The updated operational circular dated February 3, 2023, can be accessed by clicking the below link.
Click here to access the circular
Issuance and listing of perpetual debt instruments, perpetual non-cumulative preference shares and similar instruments under SEBI (Issue and Listing of Non-convertible Securities) Regulations, 2021
SEBI (Issue and Listing of Non-Convertible Securities) Regulations, 2021 (hereinafter referred to as the ‘NCS Regulations’) and circulars issued thereunder, provide the framework for the issuance and listing of non-convertible securities.
Based on the receipt of references from market participants, seeking clarity on the applicability of the provisions of Chapter V of the NCS Regulations, SEBI vide its circular dated 8th February 2023 clarified that the securities with the following characteristics shall comply with the provision of Chapter V of the NCS.
- Instruments permitted by the RBI
- Instrument forming part of non-equity regulatory capital
- Perpetual debt instruments, perpetual non -cumulative preference shares or instruments of similar nature
- Instruments that contain the discretion with issuer/RBI for events like conversion of equity, write-off of interest/ principal, making an early recall etc
The detailed circular can be accessed at the below-mentioned link.
Click here to access the circular
Extension of time for the application to obtain registration as a stock broker under the Securities and Exchange Board of India (Stock Brokers) Regulations, 1992 for entities operating/ desirous of operating as Online Bond Platform Providers(OBPPs) regulatory updates
Regulation 51A of SEBI (Issue and Listing of Non-Convertible Securities) Regulations, 2021,inter-alia, requires that a person acting as an OBPP without the certificate of registration on or prior to November 09, 2022, may continue to do so for a period of three months from November 09, 2022. Further, entities desirous of operating as OBPPs to be companies Incorporated in India.
Based on the representation received from market participants w.r.t difficulties faced by the entities in the submission of various forms including the forms necessary for the incorporation of companies on upgraded MCA portal and taking into account the relaxation given by MCA, SEBI vide it’s circular dated February 7, 2023, has granted additional time period of three weeks commencing from February 9, 2023 (i.e. the end of three months from November 9, 2022) for making an application to obtain a certificate of registration as a stock broker.
The detailed circular can be accessed by clicking the following link.
Click here to access the circular
Clarification on compliance by first-time issuers of debt securities under SEBI (Issue and Listing of Non-Convertible Securities) Regulations, 2021 (‘NCS Regulation) with Regulation 23(6)
Regulation 23(6) read along with Regulation 2(1)(r) of NCS Regulations requires the Articles of Association (“AoA”) of an issuer that is a company to include provisions with respect to the requirement for the board of directors to appoint such person nominated by the debenture trustee. The regulation also provides a time period up to September 30, 2023 for existing debt-listed issuers to amend their AoA.
In this regard, representations were received from the first time issuer who are in the process of preparing for their first listed privately placed Non- Convertible Debentures (“NCDs”) or public issue of NCDs, requesting to provide a time frame to amend the AoA to give effect to the above amendments.
In this regard, SEBI vide it’s circular dated February 9, 2023, advised the stock exchange to take an undertaking at the time of granting the in-principal approval from such first-time issuer ensuring AoA are amended within six months from the date of the listing of the debt securities.
Click here to access the circular
RBI Updates
Change in Bank rate & Repo rate(Regulatory updates)
The Reserve Bank of India (RBI) on February 8, 2023, has announced the following changes in the key rates:
| Interest Rate | Percentage [%] |
| Repo Rate | 6.50 % |
| Bank Rate | 6.75 % |
| Standing Deposit Facility Rate | 6.25 % |
| Marginal Standing Facility Rate | 6.75 % |
Click here to access the Circular on change in Bank Rate
Click here to access the Circular on change in SLF
Click here to access the Circular on change in the rate of LAF
Introduction of FCRA-related transaction code in NEFT and RTGS systems to capture Donor Details (Foreign Contribution (Regulation) Act) regulatory updates
- As per Foreign Contribution (Regulation) Act, 2010 foreign contributions must be received from foreign banks through SWIFT and from Indian intermediary banks through NEFT and RTGS systems only in the “FCRA account” of State Bank of India (SBI), New Delhi Main Branch.
- Member banks of SBI are advised to capture the following technical details in the FCRA transactions in NEFT and RTGS Transactions and use the appropriate code given in the annexure to the circular:
- Name of Donor
- Address of Donor
- Purpose of Remittance
- Country of Donor
- Currency and Amount
- SBI is required to report to the Ministry of Home Affairs on daily basis.
Click here to access the circular issued by RBI.
Income Tax Updates
Frequently Asked Questions (FAQs) on e-verification Scheme 2021
CBDT released FAQs on the e-verification Scheme,2021 which provide a general understanding of the procedures and processes of the e-Verification Scheme, 2021 based on notification no. 137/2021 dated 13.12.2021.
Click here to access the article
CBDT issues corrigendum to explanatory notes to Finance Act 2022 regulatory updates
CBDT issued changes to circular no.23 of 2022 on the explanatory notes to Finance Act 2022 regarding the amendments made in the law.
Click here to access the circular
CBDT sets up offices in Delhi, and Mumbai for operationalising Board for Advance Rulings
CBDT as per the Rulings Scheme, 2022, made by the Central Government hereby sets up an office for the Board for Advance Rulings (BAR). The BAR shall have such other income-tax Authority, ministerial staff, executive or consultant to assist the members of the BAR, as considered necessary by the Board. This order will come into force with immediate effect.
Click here to access the information
CBDT notifies ITRs for AY 2023-24(Regulatory updates)
CBDT notifies format and particulars of Income tax return forms (( ITR-1 SAHAJ, ITR-2, ITR-3, ITR-4 SUGAM, ITR-5, ITR-6, ITR-V) and Income tax return acknowledgement for the assessment year (AY 2023-24).
Click here to access the notification
IT Dept releases tool for comparative computation under old & new tax regime
The income tax department launches an e-calculator to compare due tax under the new, and old regime. The calculator takes into account eligible exemptions and deductions, as proposed under the new regime, after being extracted from the Budget memorandum 2022.
Click here to access the information
CBDT notifies new audit reports for Charitable or Religious Trusts, Education Institutions, Universities etc. regulatory updates
CBDT amends the form of the report of audit prescribed under the 10th provision for audit reports in the case of charitable or religious trusts, education institutions, and universities. The expression foreign contribution shall have the same meaning as per Foreign Contribution (Regulation) Act, 2010.
Click here to access the notification
CBDT calls for prompt & appropriate remedial action in audit objection cases
Instruction No.9 of 2006 and supplemented instruction no 16 of 2013 deal with revenue/receipt audit. In spite of comprehensive instruction with well-defined role & responsibilities of various authorities, the outstanding objections have not been subsided. Hence CBDT asks for prompt and appropriate remedial actions.
Click here to access the information
GST Updates
Introduction of negative values in Table 4 of GSTR 3B
As per notification no.14 of July 2022, the government has notified a few changes in Table 4 of Form GSTR-3B for enabling taxpayers to report correct information regarding ITC availed, ITC reversal and ineligible ITC. Currently, in GSTR 3B the impact of credit notes is also to be accounted for on a net-off basis in Table 4(A) of GSTR-3B only.
Click here to access the update
GSTN has issued an advisory on the new e-invoice portal
GSTN has onboarded 4 new IRPs (Invoice Reporting Portals) for reporting e-invoices in addition to NIC-IRP. The launch of a new e-Invoice portal (www.einvoice.gst.gov.in), has options where taxpayers can find comprehensive information on e-invoice compliance in a user-friendly format, such as check your enablement status, self-enable themselves for invoicing, search for IRNs, web links to all IRP portals – all the relevant links/information in one convenient location.
