MCA Updates
Extension of due dates for filing e-Forms due to transition from V2 to V3 Portal Regulatory Updates
In view of the migration of certain Company forms from V2 to V3 Portal and their non-availability for filing during the period starting from 07th January 2023 to 22nd January 2023, the Ministry of Corporate Affairs (MCA) has allowed additional time of 15 days, for filing these forms without levying additional fees. However, the additional fee waiver shall apply only if the due date for these forms falls within the above dates of 07th January, to 22nd January 2023.
Form PAS-3 is excluded from the above relaxation as it is available for filing in the V2 Portal till 19th January 2023. Click here to access the Circular
Filing of Forms GNL-2 and MGT-14 (pertaining to the filing of the prospectus) due to migration from V2 to V3 Portal Regulatory Updates
Due to the migration of the MCA-21 portal from Version V2 to Version V3, Form GNL-2 and Form MGT-14 (pertaining to the filing of the prospectus) will not be available for filing during the period from 07th January 2023, to 22nd January 2023. However, MCA, based on receipt of representations from stakeholders that such forms need to be filed due to time-bound activities, has allowed few relaxations in filing these forms.
MCA has issued a Circular allowing companies to file such Forms GNL-2 and MGT-14, during the period 07th January 2023, to 22nd January 2023, in physical mode duly signed by the concerned persons as per the Act, along with a copy in electronic media without payment of fees and instructing them to take acknowledgement from the concerned Registrar of Companies. Such filing is to be accompanied by an undertaking that once the 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. No additional fees will be levied for the period during which the filing is disabled.
For the purpose of inspection or obtaining copies of any documents of the forms as referred to above, along with their annexures, the same shall be placed by the Ministry on its website in accordance with the provisions of the Companies Act, 2013. Click here to access the Circular
Shifting of 56 Company forms to V3 Portal Regulatory Updates
The MCA is launching the 2nd set of 56 Company Forms in two different lots on the MCA21 V3 portal. The first set, consisting of 10 out of 56 forms will be launched on 09th January 2023 at 12:00 AM. The remaining 46 forms will be launched on 23rd January 2023.
In view of the above, MCA has requested stakeholders to note the following points:-
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Company e-Filings on V2 portal were disabled from 07th to 08th January 2023 for the 10 forms which were planned to be rolled-out on 09th January 2023.
- Company e-Filings on V2 portal are disabled from 07th January 2023 12:00 AM to 22nd January 2023 11:59 pm for the 46 forms which are planned for roll-out on 23rd January 2023. Stakeholders have been advised by MCA to ensure that there are no SRNs in “pending payment” and “Resubmission” status.
- Offline payments for the above 56 forms in V2 using Pay later option were stopped on 28th December 2022 12:00 AM. Stakeholders have been requested to make payments for these forms in V2 through online mode (Credit/Debit Card and Net Banking)
- MCA has further informed that, in view of the launch of 56 Company forms, V3 portal will not be available from 21st to 22nd January 2023 for the remaining 46 company forms roll-out.
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V2 Portal for company filing will be available for all the forms excluding above mentioned 56 forms.
SEBI Updates
Listing obligations and disclosure requirements for Non-convertible Securities, Securitized Debt Instruments and/or Commercial Paper Regulatory Updates
Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘Listing Regulations’), prescribes the continuous disclosure requirements for issuers of listed Non-convertible Securities, Securitized Debt Instruments and Commercial Paper through multiple circulars covering operational and procedural aspects thereof.
In order to enable access to all the circulars in one place, SEBI has issued the operational circular dated December 01, 2022 and the provisions of this circular shall come into force with effect from August 1, 2022. Click here to access the Circular
Clarification – Scheme(s) of Arrangement by entities who have listed their Non-convertible Debt securities (NCDs)/ Non-convertible Redeemable Preference shares (NCRPS) (‘debt listed entities’) Regulatory Updates
SEBI issued a clarification that the provisions of the SEBI circular dated November 17, 2022 w.r.t Scheme(s) of Arrangement by entities who have listed their Non-convertible Debt securities (NCDs)/ Non-convertible Redeemable Preference shares (NCRPS) shall not be applicable for Scheme of arrangement between a Debt Listed Entity and its Unlisted Wholly Owned Subsidiary. However, debt listed entity shall file the draft scheme of arrangement with stock exchange for disclosure purpose. Click here to access the Circular
Clarification to SEBI’s circular on enhanced guidelines for debenture trustees and listed issuer companies on security creation and initial due diligence Regulatory Updates
Based on the representations received from Depositories and Market Participants, SEBI has issued the clarification vide its circular dated December 19, 2022 on circular w.r.t enhanced guidelines for debenture trustees and listed issuer companies on security creation and initial due diligence on allotment of new ISIN pursuant to:
- Change in underlying security;
- Creation of additional security; or
- Creation of security in case of unsecured debt securities.
It was clarified that if there are no other changes to the terms/ nature of issue of the non-convertible debt securities, none of the above cases would constitute a change in the structure and shall not require a new ISIN. Click here to access the Circular
RBI Updates
RBI notified change in Bank rate & Repo rate
The Reserve Bank of India (RBI) has announced the following changes in the key rates:
| Interest Rate | Percentage [%] |
| Repo Rate | 6.25 % |
| Bank Rate | 6.50 % |
| Standing Deposit Facility Rate | 6.00 % |
| Marginal Standing Facility Rate | 6.50 % |
Click here to access Circular on change in Bank Rate
Click here to access Circular on change in SLF
Click here to access Circular on change in rate of LAF
Income Tax Updates
Notification extending relaxation in filing of FORM 10F to March 31, 2023
Considering the practical challenge being faced by non-resident (NR) taxpayers not having PAN in making compliance and with a view to mitigate genuine hardship to such taxpayers, it has been decided by the Competent Authority that such category of Non-resident taxpayers who are not having PAN and not required to have PAN as per relevant provisions of the Income-tax Act,1961 read with Income-tax Rules, 1962, are exempted from mandatory electronic filing of Form 10F till 31’st March 2023. However, such taxpayers may make statutory compliance of filing Form 10F till 31’t March 2023 in manual form as was being done prior to issuance of the DGIT(Systems) Notification No. 3 of 2022.
Form 10F is filed to avail the benefit of Double Taxation Avoidance Agreement (“DTAA”) benefits, in cases where the Tax residency Certificate (“TRC”) does not capture the required information. Click here to access the notification
CBDT Issues circular for TDS for FY 2022-2023
The circular contains the deduction rates of income tax for income chargeable under the head “Salaries” during the financial year 2022-23 and explains certain related provisions of the Act and Income-tax Rules, 1962 (hereinafter the Rules). As part of its annual routine, CBDT compiles this explanation of employers’ TDS obligations on salary payments, along with details on a wide range of other related issues and provisions found in the Income Tax Act and Rules. Click here to access the circular
Clarification for the purposes of dealership/ distributorship contract in case of Co-operative Societies under clause (c) of Section 269ST of the Income-Tax Act, 1961
Section 269ST inter-alia prohibits receipt of an amount of 2 lakh rupees or more by a person through modes other than by way of an account payee cheque or an account payee bank draft or use of electronic clearing system through a bank account or through such other electronic mode as may be prescribed.
References had been made in respect of Milk Producers’ Cooperative as to whether under the provisions of Section 269ST of the Act, receipt(s) in cash in a day of bank holiday/closure of bank day within ‘the prescribed limit’ from a distributor against sale of milk when payments were through bank on all other days is to be considered as a single transaction or whether all such receipts in cash in a previous year would be aggregated in respect of transactions with a distributor to treat it as once event or occasion.
In respect of the above, tt is clarified that with respect to Co-operative Societies, a dealership/ distributorship contract by itself may not constitute an event or occasion under section 269ST, hence any receipt related to such a dealership/ distributorship contract by the Co-operative Society on any day in a previous year, which is within ‘the prescribed limit’ under section 269ST, may not be aggregated across multiple days for Section 269ST for that previous year. Click here to access the circular
GST Updates
Clarification to deal with difference in Input Tax Credit (ITC) availed in FORM GSTR-3B as compared to that detailed in FORM GSTR-2A for FY 2017-18 and 2018-19
During the FY 2017-18 and 2018-19 in many cases, the suppliers have failed to furnish the correct details of outward supplies in their FORM GSTR-1, which has led to certain deficiencies or discrepancies in FORM GSTR-2A of their recipients. However, the concerned recipients may have availed input tax credit on the said supplies in their returns in FORM GSTR-3B. The discrepancies between the amount of ITC availed by the registered persons in their returns in FORM GSTR-3B and the amount as available in their FORM GSTR-2A are being noticed by the tax officers and these discrepancies have been represented as ineligible ITC availed by the registered persons.
Hence in order to ensure uniformity in the implementation of the provisions of the law across the field formations, the Board, in exercise of its powers conferred under section 168(1) of the CGST Act, hereby clarifies that the officer shall first seek the details from the registered person regarding all the invoices on which ITC has been availed by the registered person in his FORM GSTR 3B but which are not reflecting in his FORM GSTR 2A. He shall then ascertain fulfilment of the following conditions of Section 16 of CGST Act in respect of the input tax credit availed on such invoices by the said registered person. Click here to access the circular
Clarification on the entitlement of input tax credit where the place of supply is determined in terms of the proviso to sub-section(8) of section 12 of the Integrated Goods and Services Tax Act, 2017
As per clause (a) of sub section 8 the place of supply of services by way of transportation of goods, including by mail or courier, to a registered person shall be the location of such registered person. As per amendment it is said that where the transportation of goods is to a place outside India, the place of supply of the said service shall be the place of destination of such goods. In order to bring uniformity the explanation is given under section 168(1) of the Central Goods and Services Tax Act, 2017. Click here to access the circular
Clarification on various issue pertaining to GST
Representations have been received from the field formations seeking clarification on certain issues with respect to –
- taxability of No Claim Bonus offered by Insurance companies;
- applicability of e-invoicing w.r.t an entity.
In order to clarify the issue and to ensure uniformity in the implementation of the provisions of law across the field formations, the Board, in exercise of its powers conferred by section 168(1) of the Central Goods and Services Tax Act, 2017 provides a detailed explanation. Click here to access the circular
Prescribing manner of filing an application for refund by unregistered persons
An unregistered person can file for refund application in the manner prescribed by the board as per section 168(1) of the CGST Act. Click here to access the circular
Notification under sub-rule (4B) of rule 8 of CGST Rules, 2017
The Central Government, on the recommendations of the Council, hereby specifies that the provisions of sub-rule (4A) of rule 8 of the said rules shall not apply in all the States and Union territories except the State of Gujarat. Click here to access the notifications
