prpri Updates of RBI, SEBI, MCA for the month of June-July 2021 Updates of RBI, SEBI, MCA for the month of June-July 2021

Article contains  Updates of RBI, SEBI, MCA for the month of June-July 2021 on following topics –

♦ Retail & Wholesale trade can migrate to Udyam Registration Portal

♦ Standard Operating Procedure for listed subsidiary company desirous of getting delisted through a Scheme of Arrangement wherein the listed parent holding company and the listed subsidiary are in the same line of business

♦ Issue of No Objection Certificate for release of 1% of Issue amount

♦ Relaxation of time for filing certain forms under the Companies Act, 2013

♦ Clarification on passing of ordinary and special resolutions by companies under the CA, 2013 read with rules made thereunder on account of COVID19- Extension of time –reg

♦ Companies (Accounting Standards) Rules, 2021

♦ Companies (Indian Accounting Standards) Amendment Rules, 2021

♦ MCA allows Board Meeting via Video Conferencing permanently

♦ IEPF Authority (Accounting, Audit, Transfer and Refund) Amendment Rules, 2021

♦ Companies (Incorporation) Fourth Amendment Rules, 2021

Authority Date Of Issue Subject Matter
RBI 07.07.2021 Retail & Wholesale trade can migrate to Udyam Registration Portal New Definition of Micro, Small and Medium Enterprises – Addition of Retail and Wholesale Trade

In this connection, Ministry of Micro, Small and Medium Enterprises vide Office Memorandum (OM) No. 5/2(2)/2021-E/P & G/Policy dated July 2, 2021, has decided to include Retail and Wholesale trade as MSMEs for the limited purpose of Priority Sector Lending and they would be allowed to be registered on Udyam Registration Portal for the following NIC Codes and activities mentioned against them:

45 Wholesale and retail trade and repair of motor vehicles and motorcycles

46 Wholesale trade except of motor vehicles and motorcycles

47 Retail trade except of motor vehicles and motorcycles

SEBI 06.07.2021 Standard Operating Procedure for listed subsidiary company desirous of getting delisted through a Scheme of
Arrangement wherein the listed parent holding
company and the listed subsidiary are in the same line of business
It is hereby clarified that for the purposes of defining ‘same line of business’, the following criteria need to be fulfilled by the listed holding company and the listed subsidiary company: –

  • The principal economic activities of both Holding company and Subsidiary Company are under the same Group (3-digit numeric code) under the National Industrial Classification (NIC) Code 2008.
  • Not less than 50% of revenue from the operations of the listed holding and listed subsidiary company must come from the same line of business as per last audited annual financial results submitted by both the companies in compliance with SEBI (LODR) Regulations, 2015.
  • Not less than 50% of the net tangible assets of the listed holding and listed subsidiary must have been invested in the same line of business as per last audited annual financial results submitted by both the companies in compliance with SEBI (LODR) Regulations, 2015.
  • In case of change of name of the listed entities, within the last one year, at least fifty percent of the revenue, calculated on a restated and consolidated basis, for the preceding one full year has to be earned by it from the activity indicated by its new name.
  • The listed holding company and the listed subsidiary have to provide a self certification with respect to both the companies being in the same line of business.

All of the above mentioned criteria shall be certified by the Statutory Auditor and SEBI Registered Merchant Banker.

In terms of Regulation 37(2)(e) and (f) of the SEBI (Delisting of Equity Shares) Regulations, 2021, the shares of the listed holding company and the subsidiary company shall be listed for at least 3 years and the subsidiary company shall be a listed subsidiary of the listed holding company for a period of 3 years.

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SEBI 05.07.2021 Issue of No Objection Certificate for release of 1% of Issue amount Please refer to Circular No. CIR/OIAE/1/2009 dated November 25, 2009, where in SEBI had laid down guidelines for obtaining NOC for release of 1% of issue amount. the issuer company is required to submit an application on its letter head addressed to SEBI in the format specified in Annexure – A, after lapse of 4 months from listing on the Exchange which was the last to permit listing, for the purpose of obtaining the NOC. It has been decided to reduce the time period after listing for submitting the application to 2 months from the existing period of 4 months as stated in circular. The same is subject to the condition that all issue related complaints have been resolved by the merchant banker/ issuer. In addition to the requirements laid down for processing of NOC applications in the, the merchant banker shall submit a certificate confirming that all the SCSBs involved in ASBA process have unblocked ASBA accounts. SEBI shall consider application as incomplete if the application is not accompanied by a confirmation by merchant banker that all the accounts in ASBA have been ‘unblocked’.
MCA 30.06.2021 In continuation of circular No. 06/2021 and07/ 2021 issued on 03.05.2021 Relaxation of time for filing certain forms under the Companies Act, 2013 MCA has granted additional time to Companies and firm to file forms without additional fee for the period 01.04.2021 to 31.07.2021. Relaxation till August 31, 2021
MCA 23.06.2021 In continuation to this Ministry’s General Circulars No. 14/2020 dated 8th April, 2020, No. 17/2020 dated 13th April, 2020, No. 22/2020 dated 15.06.2020, No. 33/2020 dated 28.09.2020 and No. 39/2020 dated 31.12.2020 Clarification on passing of ordinary and special resolutions by companies under the CA, 2013 read with rules made thereunder on account of COVID19- Extension of time -reg MCA allowed companies to conduct their EGMs through VC or OAVM or transact items through postal ballot upto 31st December, 2021 (Earlier they were allowed till 30th June 2021). Relaxation till December 31, 2021

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MCA 23.06.2021 Companies (Accounting Standards) Rules, 2021 MCA has notified Companies (Accounting Standards) Rules, 2021 on 23rd June, 2021. vide this notification has amended definition of Small and Medium Sized Company for applicability of Accounting Standards as recommended by the Institute of Chartered Accountants of India from 01.04.2021.
MCA 18.06.2021 Companies (Creation and Maintenance of data bank of Independent Directors) Amendment Rules, 2021 The Rules shall be applicable to existing Independent directors and individual who are willing to be appointed as independent director also the Companies which are required to appoint Independent directors under the Companies Act 2013.

It mentions that in case an individual delays his/her application to IICA for inclusion of name or for renewal, such inclusion or renewal may be allowed by IICA “after charging further fees of one thousand rupees.

MCA 18.06.2021 Companies (Indian Accounting Standards) Amendment Rules, 2021 Section 133, read with section 469 of the Companies Act, 2013 (18 of 2013), the Central Government, in consultation with the National Financial Reporting Authority, hereby makes the following rules further to amend the Companies (Indian Accounting Standards) Rules, 2015.
MCA 15.06.2021 MCA allows Board Meeting via Video Conferencing permanently Earlier MCA had granted relaxation from the restriction in a phased manner for a limited time upto June 30, 2021. With the latest notification there is no restriction on any matter to be dealt with in a board meeting through Video Conferencing (VC) or Other Audio Visual Means (OAVM).
MCA 09.06.2021 IEPF Authority (Accounting, Audit, Transfer and Refund) Amendment Rules, 2021 MCA notifies Investor Education and Protection Fund (IEPF) Authority (Accounting, Audit, Transfer and Refund) Amendment Rules, 2021 to amend the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016. MCA inserts new Rule 6A. Manner of transfer of shares under sub-section (9) of section 90 of the Act to the Fund and substituted following forms-

  • FORM NO. IEPF-4 – Statement of shares transferred to the Investor Education and Protection Fund
  • FORM NO. IEPF-7 Statement of amounts credited to IEPF on account of shares transferred to the fund
MCA 09.06.2021 Companies (Incorporation) Fourth Amendment Rules, 2021 Companies (Incorporation) Fourth Amendment Rules, 2021 substitute’s e-Form No.INC-35 with FORM NO. INC–35 | AGILE-PRO-S [Pursuant to rule 38A of the Companies (Incorporation) Rules, 2014]. With the introduction of amendment, the facility of obtaining Shops and Establishment Registration is also added in the AGILE-PRO Form and consequently the existing form is replaced by “AGILE-PRO-S”. The C

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