This article contains various Compliance requirements under Statutory Laws. Compliance means ‘adhering to rules and regulations.’ Article covers Compliance under Compliance Requirement Under Income Tax Act, 1961, Goods & Services Tax Act, 2017 (GST), Other Statutory Laws, Foreign Exchange Management Act, 1999 (FEMA), SEBI (Listing Obligations And Disclosure Requirements) (LODR) Regulations, 2015, SEBI (Depositories and Participants) Regulations 2018), SEBI Takeover Regulations 2011, SEBI (Prohibition of Insider Trading) Regulations, 2015, SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018, SEBI (Buyback of Securities) Regulations, 2018, Companies Act, 2013 (MCA/ROC and LLP Compliance), Due dates of LLP Return Filing, Due dates of ROC Return Filings and Investor Education and Protection Fund.

1. Compliance requirement under Income Tax act, 1961

Applicable Laws/Acts

 

Due Dates Compliance Particulars Forms/ (Filing mode)
Income Tax Act, 1961 07.10.2019 Due date for deposit of Tax deducted/collected for the month of September, 2019.

However, all sum deducted/collected by an office of the government shall be paid to the credit of the Central Government on the same day where tax is paid without production of an Income-tax Challan.

TDS & TCS
Income Tax Act, 1961 07.10.2019 Due date for deposit of TDS for the period July 2019 to September 2019 when Assessing Officer has permitted quarterly deposit of TDS under section 192, 194A, 194D or 194H Quarterly deposit of TDS
Income Tax Act, 1961 15.10.2019 Due date for issue of TDS Certificate for tax deducted under section 194-IA in the month of August, 2019 194-IA
Income Tax Act, 1961 15.10.2019 Due date for issue of TDS Certificate for tax deducted under section 194-IB in the month of August, 2019 194-IB
Income Tax Act, 1961 15.10.2019 Due date for furnishing of Form 24G by an office of the Government where TDS/TCS for the month of September, 2019 has been paid without the production of a challan Form 24G
Income Tax Act, 1961 15.10.2019 Quarterly statement in respect of foreign remittances (to be furnished by authorized dealers) in Form No. 15CC for quarter ending September, 2019 Form No. 15CC
Income Tax Act, 1961 15.10.2019 Quarterly statement of TCS deposited for the quarter ending September 30, 2019
Income Tax Act, 1961 15.10.2019 Upload declarations received from recipients in Form No. 15G/15H during the quarter ending September, 2019 Form No. 15G/ 15H
Income Tax Act, 1961 15.10.2019 Due date for furnishing statement in Form no. 3BB by a stock exchange in respect of transactions in which client codes been modified after registering in the system for the month of September, 2019 Form no. 3BB
Income Tax Act, 1961 30.10.2019 Due date for furnishing of challan-cum-statement in respect of tax deducted under section 194-IA in the month of September, 2019 Statement for tax deducted u/s 194-IA
Income Tax Act, 1961 30.10.2019 Due date for furnishing of challan-cum-statement in respect of tax deducted under section 194-IB in the month of September, 2019 Statement for tax deducted u/s 194-IB
Income Tax Act, 1961 30.10.2019 Quarterly TCS certificate (in respect of tax collected by any person) for the quarter ending September 30, 2019 Quarterly TCS certificate
Income Tax Act, 1961 31.10.2019 Intimation by a designated constituent entity, resident in India, of an international group in Form no. 3CEAB for the accounting year 2018-19. Form no. 3CEAB
Income Tax Act, 1961 31.10.2019 Quarterly statement of TDS deposited for the quarter ending September 30, 2019 Quarterly TDS deposited
Income Tax Act, 1961 31.10.2019 Due date for furnishing of Annual audited accounts for each approved programmes under section 35(2AA) Annual audited accounts
Income Tax Act, 1961 31.10.2019 Quarterly return of non-deduction of tax at source by a banking company from interest on time deposit in respect of the quarter ending September 30, 2019
Income Tax Act, 1961 31.10.2019 Copies of declaration received in Form No. 60 during April 1, 2019 to September 30, 2019 to the concerned Director/Joint Director Form No. 60

Note:

i. Central Board of Direct taxes (CBDT) extends ITR filing deadline for audit cases by a month to Oct 31, 2019:

On consideration of representations recd (received) from across the country, CBDT has decided to extend the due date for filing of ITRs & Tax Audit Reports from 30th Sep, 2019 to 31st of Oct, 2019 in respect of persons whose accounts are required to be audited,”

Source – https://taxguru.in/income-tax/cbdt-extends-due-date-filing-tax-audit-reports-relevant-itrs.html

ii. PAN-Aadhaar linking deadline extended to December 31, 2019

The Ministry of Finance, in a notification dated September 28, announced that it has extended the deadline to link PAN with Aadhaar to December 31, 2019. Earlier this deadline was September 30, 2019.

Source: https://taxguru.in/income-tax/extension-due-date-linking-pan-aadhaar-30-09-2019-31-12-2019.html

2. Compliance Requirement under Goods & Services Tax Act, (GST) 2017

Applicable Laws/Acts Due Dates Compliance Particulars Forms/ (Filing mode)
GST, Act, 2017 10.10.2019 Form GSTR-7 (Period: From October 2018 to July 2019) TDS Deductor) GSTR-7
GST, Act, 2017 10.10.2019 Form GSTR-8 TCS Collector (for the month of July, 2019) (Summary of Tax Collected at Source (TCS) and deposited by E-commerce operators under GST laws) GSTR – 8
GST, Act, 2017 11.10.2019 Return of outward supplies of taxable goods and/or services for the Month of September 2019 (for Assesses having turnover exceeding 1.5 Cr.) Monthly Return. GSTR – 1
GST, Act, 2017 31.10.2019 Quarterly return (July 2019 to September 2019) for registered persons with aggregate turnover up to Rs. 1.50 Crores GSTR – 1
GST, Act, 2017 13.10.2019 Due date for Furnishing return of September 2019 by Input Service Distributors (ISD) GSTR – 6
GST, Act, 2017 Payment of tax shall be made by 20th of the month succeeding the month to which the liability pertains. Payment of self-assessed tax PMT-08
GST, Act, 2017 18 months after end of the quarter for which refund is to be claimed Application for Refund RFD-10
GST, Act, 2017 20.10.2019 Summary of outward taxable supplies and tax payable by Non-Resident taxable person & OIDAR respectively.

(for the month of Setember, 2019)

GSTR-5 & GSTR – 5A
GST, Act, 2017 20.10.2019 Simple GSTR return for the month of September, 2019 GSTR – 3B
GST, Act, 2017 18.10.2019 Due date for the quarter July 2019 to September 2019 GST CMP-08

Key UPDATE:

a. Online processing of refund applications and single authority disbursement implemented.]

https://taxguru.in/goods-and-service-tax/online-gst-refund-processing-single-authority-disbursement-advisory.html

b. Government has issued various forms for GST related compliances to be made by taxpayers and for taking actions on them by tax officials. Various forms issued for registration, filing returns or refunds etc. have been made available on the GST Portal.  List of 162 Forms available on GST Portal as on 27/09/2019

c. 237 Available Functionality for Tax Payers in GST Portal

d. 37th GST Council Meeting Highlights:

> 37th GST Council meeting was held on the 20th of September in Goa.

> Waiver of GSTR-9A for Composition Taxpayers for FY 2017-18 & FY 2018-19

> GSTR-9 for small taxpayers now not compulsory for FY 2017-18 & FY 2018-19

>Those taxpayers having an annual turnover of up to Rs 2 crore in FY 2017-18 or FY 2018-19, may choose to not file GSTR-9, from the date to be notified by CBIC

> Large taxpayers should continue to comply and close annual return filing both in GSTR-9 and GSTR-9C by 30 November 2019.

> New GST Returns Deferred to April 2020

> Restrictions on ITC claim in GSTR-3B

> ITC will be restricted for the recipients if the suppliers have not furnished the details of outward supplies.

> Circular on Post Sale Discount Withdrawn

CBIC released Central Tax Circular number 105, dated 28 June 2019. Through the circular, they have clarified post-sale discount for promotional activities by the dealer, secondary discounts, and reversal of ITC on post-sale discount.

The GST Council recommended revoking of the circular number 105 with retrospective is effective from the beginning (ab-initio).

> GST Exemptions announced

> The validity period of the conditional GST exemption extended for export freight by air or sea by one more year till 30 September 2020.

> Taxability of fishmeal: Exemption granted for all cases from 1 July 2017 to 30 September 2019, except where tax is already collected.

> Pulleys, wheels and items under HSN 8483 used as agricultural machinery to be taxed at 12% during period 1 July 2017 to 31 December 2018.

> Option to pay GST at the rate of 18% on transaction value at the time of disposal of specified goods for petroleum operations (on which concessional GST rate of 5% was paid at the time of original supply) provided that the goods are certified by Director General Hydrocarbon (DGH) as non-serviceable.

> To specify modalities for allowing concessions on spare parts imported temporarily by foreign airlines for the repair of their aircraft, while in India in transit in terms of the Chicago Convention on Civil Aviation.

e. Press Releases by Ministry of Finance on decisions taken in 37th GST Council Meeting

Changes in GST Rate on Goods | 37th GST Council Meeting

Changes in GST Rate on Services | 37th GST Council Meeting

Changes in GST Law and Return Filing including Annual Returns

f. GST Updates as on 30.09.2019

Sl. No. Notification(s) Notification No. Link(s)
1. Seeks to bring rules 10, 11, 12 and 26 of the CGST (Fourth Amendment) Rules, 2019 in to force. 41/2019-Centra42 /2019-Central Tax ,dt. 24-09-2019l Tax ,dt. 31-08-2019 https://taxguru.in/goods-and-service-tax/rules-pertaining-single-disbursement-gst-refund-claims-effective-24-09-2019.html
2. Clarification on issues related to GST on monthly subscription/contribution charged by a Residential Welfare Association from its members. Circular no. 109/2019 File no. F. No. 332/04/2017- TRU https://taxguru.in/goods-and-service-tax/gst-contribution-charged-residential-welfare-association.html
 

 

 

3

Seeks to amend notification No 14/2019- Central Tax dated 7.3.2019 so as to exclude manufacturers of aerated waters from the purview of composition scheme. 43/2019-Central Tax ,dt. 30-09-2019 https://taxguru.in/goods-and-service-tax/aerated-water-manufacturers-cannot-opt-gst-composition-scheme.html
 

 

 

 

 

4

Seeks to amend notification No 1/2017- Central Tax (Rate) dated 28.6.2017 so as to specify effective CGST rates for specified goods, to give effect to the recommendations of the GST Council in its 37th meeting dated 20.09.2019. 14/2019-Central Tax (Rate) ,dt. 30-09-2019  
 

 

 

5

Seeks to amend notification No 2/2017- Central Tax (Rate) dated 28.6.2017 so as to grant exemption to dried tamarind and cups, plates made of leaves, bark and flowers of plants. 15/2019-Central Tax (Rate) ,dt. 30-09-2019  
 

 

 

 

6

Seeks to amend notification No 3/2017- Central Tax (Rate) dated 28.6.2017 so as to extend concessional CGST rates to specified projects under HELP/OALP, and other changes. 16/2019-Central Tax (Rate) ,dt. 30-09-2019  
 

 

 

 

7

Seeks to amend notification No 26/2018- Central Tax (Rate) dated 31.12.2018, so as to exempt CGST on supplies of silver and platinum by nominated agencies to registered persons. 17/2019-Central Tax (Rate) ,dt. 30-09-2019  
 

 

 

8

Seeks to amend notification No 2/2019- Central Tax (Rate) dated 7.3.2019 so as to exclude manufacturers of aerated waters from the purview of composition scheme. 18/2019-Central Tax (Rate) ,dt. 30-09-2019  
9 Seeks to exempt supply of goods for specified projects under FAO.

 

 

19/2019-Central Tax (Rate) ,dt. 30-09-2019  
 

 

 

 

10

Seeks to amend notification No. 11/2017- Central Tax (Rate) so as to notify CGST rates of various services as recommended by GST Council in its 37th meeting held on 20.09.2019. 20/2019-Central Tax (Rate) ,dt. 30-09-2019  
 

 

 

11

Seeks to amend notification No. 12/2017- Central Tax (Rate) to exempt services as recommended by GST Council in its 37th meeting held on 20.09.2019. 21/2019-Central Tax (Rate) ,dt. 30-09-2019  
 

 

 

 

12

Seeks to amend notification No. 13/2017- Central Tax (Rate) so as to notify services under reverse charge mechanism (RCM) as recommended by GST Council in its 37th meeting held on 20.09.2019. 22/2019-Central Tax (Rate) ,dt. 30-09-2019  
 

 

 

 

13

Seeks to amend notification No. 4/2018 – Central Tax (Rate), dated the 25th January, 2018, by adding an explanation on the applicability of provisions related to supply of development rights. 23/2019-Central Tax (Rate) ,dt. 30-09-2019  
 

 

 

14

Seeks to amend notification No. 7/2019 – Central Tax (Rate), dated the 29th March, 2019 by amending the entry related to cement. 24/2019-Central Tax (Rate) ,dt. 30-09-2019  
 

15.

Seeks to notify the grant of alcoholic liquor licence neither a supply of goods nor a supply of service as per Section 7(2) of CGST Act, 2017. 25/2019-Central Tax (Rate) ,dt. 30-09-2019  
 

 

16.

Seeks to notify the place of supply of R&D services related to pharmaceutical sector as per Section 13(13) of IGST Act, as recommended by GST Council in its 37th meeting held on 20.09.2019. 04/2019-Integrated Tax,dt. 30-09-2019  

3. Compliance under Other Statutory Laws

 

Applicable Laws/Acts

 

 

Due Dates

 

Compliance Particulars

 

Forms / (Filing mode)

EPF

(The Employees’ Provident Funds And Miscellaneous Provisions Act, 1952)

15.10.2019 PF Payment for September, 2019 ECR
ESIC

(Employees’ State Insurance Act, 1948)

15.10.2019 ESIC Payment for September, 2019 ESI Challan

Quick REVIEW on compliance particulars:

Sl. No. Name of the Act(s) Compliance Particulars
1. Factories Act 1948
  • Annual returns and half year returns submitted on time with correct details
  • All story statutory registers are maintained
  • Appointment of Safety Officer, Welfare Officer, if applicable, and its qualification matching as per the act
  • Canteen, Creche, rest room facilities are available
2. Contact Labor Act 1970
  • First check if this act is applicable to factory and to contractor. General rule say it is applicable for more than 20 contract workers. But it differs differs from state to state
  • Principal Employer Registration, all contractor are listed on RC
  • Contractor have valid License
  • Contractor have submitted all dues like PF, ESIC, PT, LWF on time.
3 Payment of Gratuity Act 1972:
  • Gratuity are paid to left employees who have completed 5 years
  • Company have authorised one managerial personnel in organisation to receive all notice, letter, communication, etc
4. Payment of Bonus Act 1965 Bonus are paid on time. Returns submitted, register are maintained
5. Payment of Wages 1936 and Minimum Wages Act 1948:
  • All registers are maintained
  • Payment of Wages are done on time.
  • Wages are paid above minimum wages.

4. Compliances under FEMA / RBI

Applicable Laws/Acts Due Dates Compliance Particulars Forms / (Filing mode)
FEMA ACT 1999 on or before 31.07.2019 (due date extended from 15.07.2019 to 31.07.2019)

Can be filed after due date with late fees charges

FLA Return is required to be submitted mandatorily by all the India resident companies which have received FDI and/ or made ODI in any of the previous year(s), including current year required to be filed by the companies, who holds foreign assets or liabilities in their financial statements as on 31 March. Annual Return on Foreign Liabilities and Assets (FLA Return)
FEMA ACT 1999 Monthly Basis External Commercial Borrowings

Borrowers are required to report all ECB transactions to the RBI on a monthly basis through an AD Category – I Bank in the form of ‘ECB 2 Return’.

ECB 2 Return
FEMA ACT 1999 Not later than 30 days from the date of issue of shares After issue of shares or other eligible securities, the Indian company has to file Form FC-GPR
FEMA ACT 1999 With in 60 days from the date of receipt of the amount of consideration. Reporting of transfer of shares and other eligible securities between residents and non-residents and vice- versa is to be made in Form FC-TRS. Form FC-TRS.
FEMA ACT 1999 With in Six (6) months {receive share certificates or any other documentary evidence of investment in the foreign JV / WOS as an evidence of investment and submit the same to the designated AD within 6 months;} An Indian Party and a Resident Individual making an overseas investment is required to submit form ODI

(Overseas investments (or financial commitment) in Joint Ventures (JV) and Wholly Owned Subsidiaries (WOS))

Form ODI

5. Compliance Requirement under SEBI (Listing Obligations and Disclosure Requirements) (LODR) Regulations, 2015

FILING MODE(s) :

  • For BSE : BSE LISTING CENTRE
  • For NSE : NEAPS Portal

a. Quarterly Compliances

Sl. No. Regulation No. Compliance Particular Compliance Period (Due Date)
1 Regulation 13 (3) Statement of Investor complaints Within 21 days from the quarter end.
2 Regulation 27 (2) Corporate Governance Report Within 15 days from quarter end.
3 Regulation 31 Shareholding Pattern Within 21 days from quarter end
4 Regulation 32(1) Statement of deviation(s) or variation(s).

( *for public issue, rights issue, preferential issue etc.)

Quarterly Basis
5 Regulation 69 Indian Depository Receipt holding pattern & Shareholding details. within 15 days of end of the quarter

b. Half Yearly Compliances

Sl. No. Regulation No. Compliance Particular Compliance Period

(Due Date)

1 Regulation 7(3) Compliance Certificate certifying maintaining physical and electronic transfer facility Within one month of end of each half of the financial year
2 Regulation 40(9) Certificate from Practicing Company Secretary (PCS) Within one month of end of each half of the financial year
3 Regulation 40(10) Transfer or transmission or transposition of securities Within one month of end of each half of the financial year
4. Regulation 33 (SME) Un audited Financial Results within 45 days & Audited finance within 60 days April to Sep : 14th day of November

Oct to March: & Full year Audited: 30th May

c. Annual Compliances

Sl. No. Regulation No. Compliance Particular Compliance Period (Due Date)

 

1 Regulation 14 Listing fees & other Charges Payment manner as specified by the Board of by Recognised Stock Exchange.
2 Regulation 34* (shall be amended w.e.f. April 2019) Annual Report Within 21 working days from the AGM Date
3. Regulation 34(1)(a) a copy of the annual report sent to the shareholders along with the notice of the annual general meeting not later than the day of commencement of dispatch to its shareholders; Within one days from Dispatch to shareholder
4. Annual report in XBRL mode 16 may 2019 BSE CIRCULAR’

https://www.bseindia.com/corporates/Displaydata.aspx?Id=7a3c8414-03fa-4976-8579-db3f8fc8d2bc&Page=cir

Filings in respect of Annual Report has to be done by all listed entities in XBRL mode in addition to the currently used PDF mode mandatorily, for periods ending March 31, 2019. Same time limit of Regulation 34
5. Regulation 34(1)(b) in the event of any changes to the annual report, the revised copy along with the details of and explanation for the changes shall be sent not later than 48 hours after the annual general meeting. Within 48 hours after AGM
6. Regulation 36 The listed entity shall send annual report referred to in to the holders of securities, not less than twenty-one days before the annual general meeting. 21 days Before AGM (in soft or hard copy)

d. Event based Compliances

Sl. No. Regulation No. Compliance Particular Compliance Period (Due Date)
1. Regulation 7 (5) Intimation of appointment / Change of Share Transfer Agent. Within 7 days of Agreement with RTA.
2. Regulation 17(2) Meeting of Board of Directors The board of directors shall meet at least 4 times a year, with a maximum time gap of 120 days between any two meetings.
3. Regulation 18(2) Meeting of the audit committee The audit committee shall meet at least 4 times in a year and not more than 120 days shall elapse between two meetings.
4. Regulation 29 Notice for Board Meeting to consider the prescribed matters. The Company shall give an advance notice of:

a) at least 5 days for Financial Result as per Regulation 29 1 (a)

b) in case matters as stated in regulation 29 1 (b) to (f) –

2 Working days in advance (Excluding the date of the intimation and date of the meeting) to Stock Exchange.

c) 11 working days in case matter related to alteration in i) Securities ;ii) date of interest or redemption of Debenture / bond as per regulation 29(3) (a) ,(b).

5 Regulation 30 Outcome of Board Meeting (Schedule III Part A- (4) within 30 minutes of the closure of the meeting
6. Regulation 31 Holding of specified securities and shareholding pattern Reg. 31(1)(a):1 day prior to listing of its securities on the stock exchange(s);

Reg. 31(1)(c):within 10 days of any capital restructuring of the listed entity resulting in a change exceeding 2 % of the total paid-up share capital.

7. Regulation 39 Issuance of Certificates or Receipts /Letters/Advices for securities and dealing with unclaimed securities. Reg. 39(2): The listed entity shall issue certificates or receipts or advices, as applicable, of subdivision, split, consolidation, renewal, exchanges, endorsements, issuance of duplicates thereof or issuance of new certificates or receipts or advices, as applicable, in cases of loss or old decrepit or worn out certificates or receipts or advices, as applicable within 30 days from the date of such lodgement.

Reg. 39(2): The listed entity shall submit information regarding loss of share certificates and issue of the duplicate certificates, to the stock exchange within 2 days of its getting information.

8. Regulation 40 Transfer or transmission or transposition of securities After due verification of the documents, the Listed Company shall register transfers of its securities in the name of the transferee(s) and issue certificates or receipts or advices, as applicable, of transfers; or issue any valid objection or intimation to the transferee or transferor, as the case may be, within a period of 15 days from the date of such receipt of request for transfer:

Transmission requests are processed for securities held in dematerialized mode and physical mode within 7 days and 21 days respectively, after receipt of the specified documents

9. Regulation 43 Declaration of Dividend The company has to declare and disclose the dividend on per share basis only.
10 Regulation 46 Company Website:.

Listed entity shall disseminate the information as stated in Regulation 46 (2)

Shall update any change in the content of its website within

2 working days from the date of such change in content.

11. Regulation 50 Intimation to stock exchange(s). Listed Company shall give prior intimation at least 11 working days before the date on and from which the interest on debentures and bonds, and redemption amount of redeemable shares or of debentures and bonds shall be payable.
12. Regulation 57 Other submissions to stock exchange(s). Listed Company shall submit a certificate to the stock exchange within 2 days of the interest or principal or both becoming due that it has made timely payment of interests or principal obligations or both in respect of the non convertible debt securities.
13. Regulation 82 Intimation and filings with stock exchange(s). Intention to issue new securitized debt instruments either through a public issue or on private placement basis :

Reg. 82(2) : Intimation of Meeting

at least 2 working days in advance, excluding the date of the intimation and date of the meeting, regarding the meeting of its board of trustees, at which the recommendation or declaration of issue of securitized debt instruments or any other matter affecting the rights or interests of holders of securitized debt instruments is proposed to be considered

14. SCHEDULE III PART A: DISCLOSURES OF EVENTS OR INFORMATION: SPECIFIED SECURITIES Events which shall be disclosed without any application of the guidelines for materiality as specified in sub-regulation (4) of regulation (30) (7B) In case of resignation of an independent director of the listed entity, within 7 days from the date of resignation, the following disclosures shall be made to the stock exchanges by the listed entities as mentioned in 7B (i), 7B(ii) & 7B(iii).
15. Regulation 106J Period of subscription and issue of allotment letter. A rights issue shall be open for subscription in India for a period as applicable under the laws of its home country but in no case less than 10 days.
16. Regulation 108 Application for Listing. The issuer / the issuing company, shall, make an application for listing, within 20 days from the date of allotment, to one or more recognized stock exchange(s) along with the documents specified by stock exchange(s) from time to time.
17. Regulation 23 Corporate governance requirements with respect to subsidiary of listed entity The listed entity shall submit within 30 days from the date of publication of its standalone and consolidated financial results for the half year, disclosures of related party transactions on a consolidated basis, in the format specified in the relevant accounting standards for annual results to the stock exchanges and publish the same on its website
18. Regulation 24A Secretarial Audit Every listed entity and its material unlisted subsidiaries incorporated in India shall undertake secretarial audit and shall annex with its annual report, a secretarial audit report, given by a company secretary in practice, in such form as may be specified with effect from the year ended March 31, 2019.

On or before: 30th day of May

(within 60 days from the Closure of FY)

19. Regulation 23(9) The listed entity shall submit within 30 days from the date of publication of its standalone and consolidated financial results for the half year, disclosures of related party transactions on a consolidated basis, in the format specified in the relevant accounting standards for annual results to the stock exchanges and publish the same on its website. Disclosure Of Related Party Transactions Pursuant To Regulation 23(9) Of The SEBI (Listing Obligations And Disclosure Requirements) Regulations, 2015 WITHIN 30 days from the date of publication of Financial Results (for half year )
20. SEBI CIRCULAR NOV 26, 2018

https://taxguru.in/sebi/mandatory-fund-raising-debt-securities-01-04-2019.html

Initial Disclosure to be made by an entity identified as a Large Corporate.

Within 30 days from the beginning of the FY Annual Disclosure to be made by an entity identified as a LC To be submitted to the Stock Exchange(s) within 45 days of the end of the FY)

APRIL 30 Annexure A

MAY 15 Applicable for FY2020 and 2021

Annexure B1

MAY 15

Applicable from FY2022 onwards

Annexure B2

21. Regulation 30 (6) read with Para A of Part A of Schedule III (except sub para 4 of with Para A of Part A of Schedule III The listed entity shall first disclose to stock exchange(s) of all events, as specified in Part A of Schedule III, or information as soon as reasonably possible and not later than twenty four hours from the occurrence of event or information:

Provided that in case the disclosure is made after twenty four hours of occurrence of the event or information, the listed entity shall, along with such disclosures provide explanation for delay Example :

Proceedings of Annual and extraordinary general meetings of the listed entity.

24 hours of Occurrence of event
22. SCHEDULE III PART A

(SUB CLAUSE 7A)

In case of resignation of the auditor of the listed entity, detailed reasons for resignation of auditor, as given by the said auditor, shall be disclosed by the listed entities to the stock exchanges as soon as possible but not later than twenty four hours of receipt of such reasons from the auditor 24 hours of Occurrence of event
23. SCHEDULE III

PARTA A

(SUB CLAUSE 7B)

In case of resignation of an independent director of the listed entity, within seven days from the date of resignation, the following disclosures shall be made to the stock exchanges by the listed entities within 7 days from the date of resignation
24. Regulation 37(1) Draft Scheme of Arrangement & Scheme of Arrangement before for obtaining Observation Letter or No-objection letter, before filing such scheme with any Court or Tribunal, in terms of requirements specified by the Board or stock exchange(s) from time to time. Before filling the same with any court or tribunal
25. Regulation 37(1) read with Section 31 of the Insolvency Code, No need to follow Regulation 37 & 94 if restructuring proposal approved as part of a resolution plan by the Tribunal under section 31 of the Insolvency Code, subject to the details being disclosed to the recognized stock exchanges within one day of the resolution plan being approved within one day of the resolution plan being approved
26. Regulation 42(2) The listed entity shall give notice in advance of atleast seven working days (excluding the date of intimation and the record date) to stock exchange(s) of record date specifying the purpose of the record date. (Refer 42(1) Record date) 7 working days (excluding the date of intimation and the record date)
27. Regulation 44(3) The listed entity shall submit to the stock exchange, within forty eight hours of conclusion of its General Meeting, details regarding the voting results in the format specified by the Board. within 48 hours of conclusion of its General Meeting
28. Regulation 31A Re-classification of status of a promoter/ person belonging to promoter group to public an application for re-classification to the stock exchanges has been made by the listed entity consequent to the following procedures and not later than thirty days from the date of approval by shareholders in general meeting: Not later than 30 days of general Meeting
29. Regulation 50(1) (Debt OR Non-Convertible Redeemable Preference Shares Or Both) Intimation to stock exchange(s).

Listed Company shall give prior intimation at least 11 working days before the date on and from which the interest on debentures and bonds, and redemption amount of redeemable shares or of debentures and bonds shall be payable.

at least 11 working days
30.

 

Regulation 50(3) (Debt OR Non-Convertible Redeemable Preference Shares Or Both) The listed entity shall intimate to the stock exchange(s), at least two working days in advance, excluding the date of the intimation and date of the meeting, regarding the meeting of its board of directors, at which the recommendation or declaration of issue of non convertible debt securities or any other matter affecting the rights or interests of holders of non convertible debt securities or non convertible redeemable preference shares is proposed to be considered. at least 2 working days in advance, excluding the date of the intimation and date of the meeting
31. Regulation 52 (1) and (2) (Debt OR Non-Convertible Redeemable Preference Shares Or Both) Financial Result The listed entity shall prepare and submit un-audited or audited financial results on a half yearly basis in the format as specified by the Board within forty five days from the end of the half year to the recognised stock exchange(s) Unaudited: 45 days from half end

Audited: 60 days of half end

Sumbit The Copy Of Fr To Debenture Trustees On Same Day After Submission To Stock Exchange

 

32. Regulation 52(5) (Debt OR Non-Convertible Redeemable Preference Shares Or Both) The listed entity shall, within seven working days from the date of submission of the information required under sub- regulation (4),ie information submitted with Financial Results submit to stock exchange(s), a certificate signed by debenture trustee that it has taken note of the contents. 7 working days of FR
33. Regulation 57 (Debt OR Non-Convertible Redeemable Preference Shares Or Both) Other submissions to stock exchange(s).

Listed Company shall submit a certificate to the stock exchange within 2 days of the interest or principal or both becoming due that it has made timely payment of interests or principal obligations or both in respect of the non convertible debt securities.

within 2 days
34. Regulation 60(2) (Debt OR Non-Convertible Redeemable Preference Shares Or Both) The listed entity shall give notice in advance of atleast seven working days (excluding the date of intimation and the record date) to stock exchange(s) of record date specifying the purpose of the record date. (Refer 60(1) Record date) 7 working days (excluding the date of intimation and the record date)
35. Regulation 78(2) (Obligations of listed entity which has listed its indian depository receipts) Record date

The listed entity shall give notice in advance of at least four working days to the recognised stock exchange(s) of record date specifying the purpose of the record date.

at least 4 working days
36. Regulation 82 (Obligations Of Listed Entity Which Has Listed Its Securitised Debt Instruments) Intimation and filings with stock exchange(s).

Intention to issue new securitized debt instruments either through a public issue or on private placement basis :

Reg. 82(2) : Intimation of Meeting

at least 2 working days in advance, excluding the date of the intimation and date of the meeting, regarding the meeting of its board of trustees, at which the recommendation or declaration of issue of securitized debt instruments or any other matter affecting the rights or interests of holders of securitized debt instruments is proposed to be considered

At least 2 working days in advance
37. Regulation 87(2) (Obligations of listed entity which has listed its indian depository receipts) Record date

The listed entity shall give notice in advance of atleast seven working days (excluding the date of intimation and the record date) to the recognised stock exchange(s) of the record date or of as many days as the Stock Exchange may agree to or require specifying the purpose of the record date.

at least 7 working days(excluding the date of intimation and the record date)
38. Regulation 87B (Obligations Of Listed Entity Which Has Listed Its Security Receipts) The listed entity shall first disclose to stock exchange(s) of all events or information, as specified in Part E of Schedule III, as soon as reasonably possible but not later than twenty four hours from occurrence of the event or information:

Provided that in case the disclosure is made after twenty four hours of occurrence of the event or information, the listed entity shall, along with such disclosures provide explanation for the delay

24 hours of Occurrence of event
39. Regulation 87E (Obligations Of Listed Entity Which Has Listed Its Security Receipts) Record date

The listed entity shall give notice in advance of atleast seven working days (excluding the date of intimation and the record date) to the recognised stock exchange(s) of the record date or of as many days as the Stock Exchange may agree to or require specifying the purpose of the record date.

at least 7 working days (excluding the date of intimation and the record date)

6. SEBI (Depositories and Participants) Regulations, 2018

Sl. No. Regulation No. Compliance Particular Compliance Period (Due Date)

 

 

1

(SEBI Regulation 76 of the SEBI (Depositories and Participants) Regulations, 1996.)

 

Reconciliation of Share Capital Audit. Within 30 days from quarter end.

7. SEBI Takeover Regulations 2011

Sl. No. Regulation No. Compliance Particular Compliance Period(Due Date)
1 Regulation 30(1) Every person, who together with persons acting in concert with him, holds shares or voting rights entitling him to exercise 25% or more of the voting rights in a target company, shall disclose their aggregate shareholding and voting rights as of the 31st day of March, in such target company in such form as may be specified. Disclosures shall be made within seven (7) working days from the end of each financial year to;

1) every stock exchange where the shares of the target company are listed; and

2) the target company at its registered office.

2 Regulation 30(2) The promoter of every target company shall together with persons acting in concert with him, disclose their aggregate shareholding and voting rights as of the thirty-first day of March, in such target company in such form as may Disclosures shall be made within seven (7) working days from the end of each financial year to;

• 1) every stock exchange where the shares of the target company are listed; and

• 2) the target company at its registered office.

3. Regulation 31(1) read with Regulation 28(3) of Takeover Regulations

AUGUST 7, 2019 CIRCULAR

https://taxguru.in/sebi/disclosure-reasons-encumbrance-promoter-listed-companies.html

The promoter of every listed company shall specifically disclose detailed reasons for encumbrance if the combined encumbrance by the promoter along with PACs with him equals or exceeds: a) 50% of their shareholding in the company; or b) 20% of the total share capital of the company, within 2 (two) working days

8. SEBI (Prohibition of Insider Trading) Regulations, 2015

 

Sl. No.

 

Regulation No.

 

Compliance Particular

Compliance Period (Due Date)

 

 

 

 

 

 

1

 

 

 

 

Regulation 7(2)

“Continual Disclosures”

Every promoter, employee and director of every company shall disclose to the company the number of such securities acquired or disposed of within two trading days of such transaction if the value of the securities traded, whether in one transaction or a series of transactions over any calendar quarter, aggregates to a traded value in excess of ten lakh rupees (10,00,000/-) or such other value as may be specified; Every company shall notify; within two trading days of receipt of the disclosure or from becoming aware of such information

9. SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018

Sl. No. Regulation No. Compliance Particular Compliance Period (Due Date)
1 Schedule XIX – Para (2) of ICDR Read with Reg 108 of SEBI LODR “The issuer shall make an application for listing from the date of allotment, within such period as may be specified by the Board from time to time, to one or more recognized stock exchange(s)”.

In regard to above, it is specified that Issuer shall make an application to the exchange/s for listing in case of further issue of equity shares from the date of allotment within 20 days (unless otherwise specified).

Within 20 days from the date of allotment
2 Regulation 162 The tenure of the convertible securities of the issuer shall not exceed eighteen months from the date of their allotment. Within 18 moths from date of allotment
3 SEBI CIRCULAR Aug 19, 2019

https://taxguru.in/sebi/non-compliance-provisions-sebi-issue-capital-disclosure-requirementsregulations2018-icdr-regulations.html

Application for trading approval to the stock exchange

Listed entities shall make an application for trading approval to the stock exchange/s within 7 working days from the date of grant of listing approval by the stock exchange/s.

Within 7 working days from grant of date of listing approval
4 Regulation 295(1) Completion of Bonus Issue:

Within 15 days from the date of approval of the issue by its board of directors – in cases where shareholders’ approval for capitalization of profits or reserves for making the bonus issue is not required Within 2 months from the date of the meeting of its board of directors wherein the decision to announce bonus issue was taken subject to shareholders’

approval – in cases where issuer is required to seek shareholders’ approval for capitalization of profits or reserves for making the bonus issue.

Within 15 days from Board Approval ( where shareholder approval is not required)

Within 2 months from Board Approval ( where shareholder approval is required)

10. SEBI (Buyback of Securities) Regulations, 2018 (Buyback Regulations)

Sl. No. Regulation No. Compliance Particular Compliance Period

(Due Date)

1 Regulation 11 and 24(iv) Extinguishment of equity shares in connection with Buyback

The particulars of the security certificates extinguished and destroyed shall be furnished by the company to the stock exchanges where the shares or other specified securities of the company are listed within seven days of extinguishment and destruction of the certificates

7 days of extinguishment and destruction of the certificates

11. Compliance Requirement UNDER Companies Act, 2013 and Rules made thereunder;

 

Applicable Laws/ Acts

Due Dates Compliance Particulars Forms / Filing mode
Companies Act, 2013 Within 180 Days From The Date Of Incorporation Of The Company As per Section 10 A (Commencement of Business) of the Companies Act, 2013, inserted vide the Companies (Amendment) Ordinance, 2018 w.e.f. 2nd November, 2018,a Company Incorporated after the ordinance and having share capital shall not commence its business or exercise any borrowing powers unless a declaration is filed by the Director within 180 days from the date of Incorporation of the Company with the ROC.

https://taxguru.in/company-law/companies-incorporation-fourth-amendment-rules-2018.html

MCA E- Form INC 20A
Companies Act, 2013 First declaration within 90 days from the date of notification Dt. 08. 02.2019( i.e. On or before 8th of May, 2019) A person having Significant beneficial owner shall file a declaration to the reporting company

https://taxguru.in/company-law/companies-significant-beneficial-owners-amendment-rules-2019.html

i.e. within 90 days of the commencement of the Companies (Significant Beneficial Owners) Amendment Rules, 2019 i.e. 08.02.2019

In case Subsequent Acquisition of the title of Significant Beneficial Owner / Any Change therein a declaration in Form No. BEN-1 required to be filed to the reporting company, within 30 days of acquiring such significant beneficial ownership or any change therein.

Form No. BEN-1
Companies Act, 2013 31.12.2019

(Due Date Extended From 30.09.2019 to 31.12.2019)

Filing of form BEN-2 under the Companies (Significant Beneficial Owners) Rules, 2018. (Within 30 days from deployment of the E –form (earlier the date of receipt of declaration in BEN-1 )

https://taxguru.in/company-law/time-limit-filing-e-form-no-ben-2-extended-upto-31-12-2019.html

No additional fee shall be levied if the same is filed within 30 days from the date of deployment of the said e-form.

Form No.  BEN – 2 (e-form deployed by Ministry (ROC)) on 01.07.2019
Companies Act, 2013 On or before 15.06.2019 (form can be filed after due date with a fee of Rs. 10000 (one time fee) Filing of the particulars of the Company & its registered office. (by every company incorporated on or before the 31.12.2017.) Due date extended- Link :

https://taxguru.in/company-law/rs-10000-fees-filing-e-form-active-after-15-06-2019.html

Active Form INC -22A
Companies Act, 2013 14.10.2019 *DIN KYC through DIR 3 KYC Form is an Annual Exercise.

Last date for filing DIR-3 KYC for Financial year 2018-19 has been extended till 14th October 2019-

-Last date for filing DIR-3 KYC extended till 14th Oct 2019

-No fee payable for DIR-3 KYC filed till 14th Oct 2019

Annual Exercise:

https://taxguru.in/company-law/dirkyc-mca-clarification.html

Penalty after due date is Rs. 5000/-(one time)

E-Form DIR – 3 KYC

(Web Based and E-form)

Companies Act, 2013 within 60 days from the conclusion of each half year Reconciliation of Share Capital Audit Report (Half-yearly) Pursuant to sub-rule Rule 9A (8) of Companies (Prospectus and Allotment of Securities) Rules, 2014 To be filed all unlisted companies, deemed public companies Till further clarification to be filled in GNL-2 Applicable w.e.f. 30.09.2019

https://taxguru.in/company-law/alterations-schedule-vi-powers-conferred-subsection-1-section-641-companies-act-1956.html

E-Form PAS – 6

(E-Form, Not yet deployed)

Companies Act, 2013 With in 15 days from the date of publication of these rules On or before 03.09.2019 IEPF Authority (Accounting, Audit, Transfer and Refund) Second Amendment Rules, 2019 Statement of unclaimed or unpaid amounts and details of Nodal Officer The details of the Nodal Officer and Deputy Nodal Officer duly indicating his or her designation, postal address, telephone and mobile number and company authorized e-mail ID shall be communicated to the Investor Education and Protection Fund Authority in Form No. IEPF – 2 within fifteen days from the date of publication of these rules and the company shall display the name of Nodal Officer and his e-mail ID on its website:

Provided that any change in the Nodal Officer or his details shall be communicated to the Authority through Form No. IEPF-2 within seven days of such change along with board resolution thereof.”;

E – Form IEPF-2
Companies Act, 2013 On or before 30.11.2019 Annual Return To Be Filed By Auditor With The National Financial Reporting Authority NFRA-2
Companies Act, 2013 On or before 31.10.2019 All companies, who get supplies of goods or services from micro and small enterprises and whose payments to micro and small enterprise suppliers exceed 45 days from the date of acceptance or the date of deemed acceptance of the goods or services as per the provisions of section 9 of the Micro, Small and Medium Enterprises Development Act, 2006 (27 of 2006) MSME-1

12. Due dates of ROC Return Filings

Sl. No. Particulars Due Date E- Form
1 Appointment of Auditor Within 15 days from the conclusion of AGM

(ratification at every annual general meeting is not mandatory)

ADT-1
2 Filing of financial statement and other documents with the ROC With in 30 days from the conclusion of the AGM, other than OPC (In case of OPC within 180 days from the close of the financial year) AOC-4
3 Filing of annual return by a company. With in 60 days from the conclusion of AGM MGT-7
4 Filing of Cost Audit Report with the Central Government With in 30 days from the receipt of Cost Audit Report CRA-4
5 Filing of Resolutions and agreements to the Registrar With in 30 days from the date of Board Meeting. MGT-14

Key Notes:

I. Short brief on Director KYC which need to be filed by 14.10.2019

a. Who is required to file

As on 31.03.2019 , every person, having DIN, needs to file KYC.(including disqualified director)

b. If first time KYC – file DIR 3 KYC via E-form

c. If subsequent- (means first time KYC done via filing E form):

A) if details unchanged – DIR- 3 Web kyc (only OTP’s required to be entered, no form, no DSC, no applicant certification required)

B) any DIN holder who wants to update any information of his KYC details must update the same through filing of e-Form DIR-3 KYC only.

d. Due date : 14.10.2019

e. Filing after due date – penalty of Rs. 5000/- applicable.

f. Consequences of non filing:

DIN will be shown as *deactivated due to non filing of DIR 3 KYC

g. One Time Password: (OTP’s)

If OTP’S not received:

 OTP’s can be generated twice at a time for a single DIN holder, in case where both chances gone, you have to wait for 30 minutes to send another OTP’s (in a day) 

II. Form NFRA -2:

a. Annual Return To Be Filed By Auditor With The National Financial Reporting Authority 

b. Applicable Law(s)

    • Section 132 of the Companies Act, 2013 and
    • Rule 5 of the National Financial Reporting Authority Rules, 2018

c. Category of Auditor(s), (reporting required by)

    • Individual
    • Firm
    • Indian LLP
    • Foreign LLP

d. Important details required under NFRA -2 from Auditors:

    • Whether the auditor has resigned from his post in any company/body corporate during the past three years.
    • Number of companies/ bodies corporate in which the auditor resigned during the past three years.
    • Whether the Auditor has withdrawn an audit report on financial statements, or withdrawn its consent to the use of its name in a report, document, or written communication in the past three reporting periods.
    • Number of companies/ bodies corporate in which such withdrawal took place during the past three years
    • A statement of the quality control policies and procedures of the Auditor for its auditing practice during the reporting period.

Important Links

Particulars Links
Form NFRA -2 is available for understanding and NFRA (Amendments), Rules, 2019 https://taxguru.in/company-law/national-financial-reporting-authority-amendment-rules-2019.html
NFRA Rules 2018 (Principle Rules)

 

https://taxguru.in/company-law/national-financial-reporting-authority-nfra-rules-2018.html

13. Due dates of LLP Return Filing:

  • LLP Form 8 (Statement of Account & Solvency) on or before 30.10.2019
  • The charge details i.e. creation, modification or satisfaction of charge, can be filed through Appendix to e-Form 8 (Interim)

14. Investor Education and Protection Fund

1. MINISTRY OF CORPORATE AFFAIRS on 14.08.2019 has came up with Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Second Amendment Rules, 2019.

Applicability:

  • The provisions of these rules, Other than rule 6 (i), 6 (iv), 6 (v), 6(vi), 6(vii) and 6 (viii), shall come into force with effect from the 20thday of August, 2019.
  • The provisions of rule 6 (i), 6 (iv), 6 (v), 6(vi), 6(vii) and 6 (viii), shall come into force with effect from the 20thday of September, 2019.

Following E-forms revised after these rules:

Sl. No. Form No. Particulars of the form Updated on
1. IEPF Form -1 Statement of amounts credited to Investor Education and Protection Fund 20.08.2019
2 IEPF Form – 1A Statement of Amounts credited to Investor Education and Protection Fund Pursuant to Rule 5(4A) 20.08.2019
3 IEPF Form – 2 Statement of unclaimed and unpaid amounts 20.08.2019
4 IEPF Form – 4 Statement of shares transferred to the Investor Education and Protection Fund 20.08.2019

Source: https://taxguru.in/company-law/iepf-authority-accounting-audit-transfer-and-refund-second-amendment-rules-2019.html

2. As part of the revised Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Second Amendment Rules, 2019 dated 14th August 2019, Form IEPF-5 is introduced as a web form instead of the existing e- Form w.e.f 20th September 2019.

Form IEPF -5: Application to the Authority for claiming unpaid amounts anbsed shares out of Investor Education and Protection Fund (IEPF)

———————————————

This article is updated till 30th September, 2019 with all Laws / Regulations and their respective amendments.

(Author can be reached at lalitrajput537@gmail.com)

Republished with Amendments and further updates.

Author Bio

Qualification: CS
Company: Working at : Own Firm: Lalit Rajput & Associates, Company Secretaries
Location: New Delhi, New Delhi, IN
Member Since: 06 Dec 2018 | Total Posts: 28

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5 Comments

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    Mr Lalit due date for filing GSTR ANNUAL RETURNS (9,9A & 9C) for Financial Year 2017-18 is already extended from 31.08.2019 to 30.11.2019. Already GSTN portal is confusing now by updating as 30.10.2019 and you have added one more confusion by giving another due date as 30.09.2019 which is base less.

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