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J Sundharesan & Associates Governance & Compliance Advisors
63/1, Makam Plaza, 3rd Floor, West Wing, 3rd Main Road,
18th Cross, Malleshwaram, Bengaluru - 560055 Phone: +91- 80 – 2344 0238/ 39, Cell: +919880026296
www.jsundharesan.com
2017 – “The year of Transparency”. Substance or Form Initiative by J Sundharesan
CS NEWS Co n n e c t i n g
S t a t u t e s
2017
J SUNDHARESAN & ASSOCIATES CS NEWS – OCTOBER 2017
“Governance is what Governance does.”
2
CS NEWS – INSIDE THIS EDITION
Topics Page No.
Analysis of Secretarial Standards 1 and 2 3
Heads Up on events that led to Heads Turn in October 2017 4-9
Corporate Development Judicial –
� Cochin Port Trust v. Container Trailer Owners Coordination
Committee [CCI]
� New Delhi Television Ltd v. Dy. Commissioner of Income Tax
[DEL]
10
10
From the Government –
� Companies (Arrests in connection with Investigation by serious
Fraud Investigation Office) Rules, 2017.
� Date of coming into force of section 212 (8),(9) & (10) of the
Companies Act, 2013
11-12
12
Save our Earth –
� Floating Rubbish Bin That Cleans Oceans
13
Updates –
� MCA Updates
14
BOARD ANATOMY – book authored by J. Sundharesan is now available at amazon.in
J SUNDHARESAN & ASSOCIATES CS NEWS – OCTOBER 2017
“Governance is what Governance does.”
3
ANALYSIS OF REVISED SECRETARIAL STANDARD – 1 = BOARD MEETING
1. Now board meeting can also be convened on a National Holiday.
2. Notice of every meeting shall not be sent to any director by courier.
3. As per the revised SS-1, permission of Independent director is not required for taking
note of any item not included in the Agenda.
4. Ratification by Independent director is not required to finalise the minutes where any
other decision taken at the Meeting which was not included in the Agenda.
5. An interested director shall be entitled to participate in respect of an item in which he is
interested by giving disclosures of his interest in that respect.
6. A Director shall not be treated as interested in a contract or arrangement entered into or
proposed to be entered into by the company with his relative.
7. In case of a private company, the chairman after giving a disclosure of his interest may
continue to chair and participate in the meeting in which he is interested.
8. The time of conclusion of the meeting is not required to be mentioned in the Minutes.
9. The Board’s Report shall include a statement on compliances of applicable Secretarial
Standards.
ANALYSIS OF REVISED SECRETARIAL STANDARD – 2 – GENERAL MEETING
1. Minutes of Annual General Meeting shall also state the serial number of the Meeting.
2. Minutes shall state, at the beginning the Meeting, name of the company, day, date,
venue and time of commencement of the Meeting.
3. Minutes of Meetings, if maintained in loose-leaf form, shall be bound periodically at least
once in every three years.
4. Advertisement shall be simultaneously placed on the website of the company till the
conclusion of Meeting.
5. In case of a private company, a member who is a related party is entitled to vote on
related party resolution.
6. Proof of Sending the notice of the meeting shall be retained for such period as decided
by the Board, which shall not be less than three years from the date of the Meeting.
J SUNDHARESAN & ASSOCIATES CS NEWS – OCTOBER 2017
“Governance is what Governance does.”
4
HEADS UP ON EVENTS THAT LED TO HEADS TURN IN OCTOBER 2017
Infosys promoters including Murthy, Nilekani offer shares worth Rs 2,038 crore for
buyback
InfosysBSE 0.52 % promoters, including iconic co-founders N R Narayana Murthy and Nandan
Nilekani, have offered to sell as many as 1.77 crore shares -- worth up to Rs 2,038 crore -- in
the company's Rs 13,000 crore buyback offer. The promoters group -- which includes most of
the founders and their families -- have expressed their intention to be part of the company's first
buyback plan in its over three-decade history and have offered to tender a maximum of 1.77
crore shares. At a buyback price of Rs 1,150 per share, this could mean a windfall of Rs
2,038.94 crore for the promoter group, if all the shares tendered by them are accepted in the
buyback offer. The founders and families -- classified as promoters group -- held 29.28 crore
shares, or 12.75 per cent, in Infosys at the end of June 2017.
The Bengaluru-based firm has been in the eye of a storm over the past few months, with
founders and erstwhile board members clashing over allegations such as corporate governance
lapses and irregularities in Infosys' USD 200-million Panaya acquisition. The spat -- often public
-- culminated in the sudden resignation of the then CEO Vishal Sikka and exit of four board
members, including Chairman R SeshasayeeBSE 2.44 %. They blamed Murthy's "misguided
campaign" for Sikka's abrupt exit. Infosys, on August 24, named co-founder Nandan Nilekani as
its new Non-Executive Chairman, bowing to the demands of co-founders and large institutional
investors. However, the tensions between the two camps do not seem to be subsiding as
Seshasayee launched another offensive last week against alleged "personal attacks" by Murthy.
Infosys' buyback offer of up to 11.3 crore shares comes at an almost 25 per cent premium over
Friday's closing price of Rs 920.10 a share. The record date is expected to be on or after
October 25, 2017.
The two key players in Infosys' changing narrative - Nilekani and Murthy along with families -
have offered to tender the maximum number of shares in the buyback. Nilekani, along with
family, has offered to tender 58 lakh shares. Murthy, along with wife Sudha and two children,
has put over 54 lakh shares on the block. S Gopalakrishnan and family have offered 22 lakh
shares while in the case of K Dinesh, the number stands at 29 lakh. Sudha Gopalakrishnan,
wife of S Gopalakrishnan, currently holds the largest share in individual capacity among
promoters group members with 2.14 per cent shareholding. S D Shibulal will not participate in
the buyback per se, but his wife and son have offered to sell over 14 lakh shares.
2.09 lakh companies deregistered; directors face action: Government
Bank accounts of more than 200,000 shell companies have been frozen after they were struck
off the Register of Companies as the government intensifies its crackdown against black money.
The government urged banks to step up diligence while dealing with companies in general.
“Banks will also flag such firms which are not complying with the mandatory (regulatory) filings,”
said financial services secretary Rajiv Kumar, adding that the move will ensure compliance in
the corporate sector.
J SUNDHARESAN & ASSOCIATES CS NEWS – OCTOBER 2017
“Governance is what Governance does.”
5
In his Independence Day speech, Prime Minister Narendra Modi had said the drive against
black money had led to the discovery of a vast number of shell companies. “Following
demonetisation, over 3 lakh companies have been found which are nothing but shell
companies,” he had said on August 15, noting that up to 400 bogus firms were found to be
operating from a single address. Section 248 of the Companies Act allows the removal of
companies from the register on various grounds, including having been inactive for extended
periods. The government said in August that 37,000 shell firms had been identified as having
engaged in concealing black money and hawala transactions following demonetisation,
announced in November last year. About 160 of these shell companies that were listed on
exchanges were suspended from trading, pending submission of evidence proving their bona
fides.
Taking this forward, the government restricted the bank accounts of such firms. The department
of financial services advised banks that even companies with an active status on the corporate
affairs ministry website but failing to make mandatory financial disclosures “should be seen with
suspicion as, prima facie, the company is not complying with its mandatory statutory obligations
to file this vital information for availability to its stakeholders,” according to a press release. The
government said the directors and authorised signatories of such struck-off companies will no
longer hold those posts. “These individuals will therefore not be able to operate bank accounts
of such companies till such companies are legally restored under Section 252 of the Companies
Act by an order of the National Company Law Tribunal,” it said. The statement noted that the
measures have been taken as the government has stepped up decisive action against
companies falling within the ambit of Section 248 of the Companies Act. “The restoration, as
and when it happens shall be reflected by change in the status of the company from ‘struck off ’
to ‘active’,” the statement said. Since such ‘struck-off ’ companies have ceased to exist, action
has been initiated to restrict the operation of their bank accounts. “The department of financial
services has, through the Indian Banks’ Association, advised all banks that they should take
immediate steps to put restrictions on bank accounts of such struck-off companies,” the
statement said. A list of such companies has been published on the website of the corporate
affairs ministry.
Sebi orders forensic audit on two ‘shell’ firms
Stepping up its crackdown on suspected shell companies, market regulator Sebi has ordered
forensic audit of two listed firms -Kavit Industries and GV Films -even as it eased some trading
curbs on their shares. In case of GV Films, the regulator said the “balance sheet is
disproportionate to the profit and loss of the company“ which warrants an independent audit of
its asset and liability, even as “there appears to be no prima facie evidence of misuse of the
books of the company". Regarding Kavit Industries, Sebi said there is prima facie evidence of
misrepresentations by the company and violation of listing norms, as also about misuse of funds
and books of accounts. Stating that the company's directors and top management have failed to
discharge their fiduciary responsibilities, the regulator said they are “prima facie liable for action
by Sebi and should not be permitted to exit the company at the cost of innocent shareholders“.
J SUNDHARESAN & ASSOCIATES CS NEWS – OCTOBER 2017
“Governance is what Governance does.”
6
Besides ordering a forensic audit, Sebi also barred Kavit's promoters and directors from selling
the company shares, though they can purchase the scrips. Kavit and GV Films, where trading
would now be allowed with applicable price bands and in trade-to-trade category, are among the
firms against whom Sebi initiated action last month, by ordering trading restrictions, following
receipt of a list of 331 “suspected shell companies“ from the government. The ordered trade
restrictions -allowing trade only once a month and that too for only buy transactions with a 200
per ctions with a 200 per cent security de posit -were re voked in some ca ses following ap
peals filed by them with the Se curities Appella te Tribunal, but Sebi was asked to continue with
its probe and pass its orders expeditio usly. Continuing with its probe, Sebi has now passed
interim directions in case of GV Films and Kavit Industries, while more such orders are expected
for several others. Sebi received the list from the Ministry of Corporate Affairs (MCA) on June 9,
wherein it was asked to initiate necessary action under its regulations. The MCA also shared
with Sebi a letter from Serious Fraud Investigation Office (SFIO), containing the database of
shell companies along with their inputs.
Directors of Shell firms can’t join other companies' boards
Directors of shell companies which have not filed tax returns for three or more years will be
barred from taking similar positions elsewhere or getting reappointed, the government said, as it
intensified the crackdown on firms that exist only on paper. The government has struck more
than 2 lakh shell companies off the Register of Companies and put restrictions on their bank
accounts as part of its clampdown on black money. Directors of the companies that were struck
off the RoC could face up to 10 years in jail if they were found siphoning off funds, the
government said on Wednesday. The government said it is compiling the profiles of the
directors at such companies in collaboration with enforcement agencies and expects the move
to cover 2-3 lakh people. Professionals such as chartered accountants, company secretaries
and cost accountants associated with shell companies and involved in illegal activities have also
been identified, according to a statement. The decisions were made at a review meeting chaired
by the minister of state for corporate affairs, PP Chaudhary, to strengthen the rules and
procedures of corporate governance, it said.
The move “would not only help in checking the menace of black money but also would promote
an ecosystem of ‘ease of doing business’ and enhancing investors’ confidence”, Chaudhary
said. Enforcement agencies are compiling profiles of directors, including their background,
antecedents and role in the operations and functioning of these companies. “All efforts are also
being made to identify the actual beneficiaries and persons behind such shell companies,” the
government statement said. The government is also monitoring action being taken by
professional institutes such as the Institute of Chartered Accountants of India and Institute of
Company Secretaries of India. “Interest of stakeholders would be fully protected” during the
process, which will help improve the image of the country in the global business arena, the
minister said.
J SUNDHARESAN & ASSOCIATES CS NEWS – OCTOBER 2017
“Governance is what Governance does.”
7
Bid rigging: CCI slaps Rs 12 crore fine on coal transportation companies
India’s competition watchdog has imposed a nearly Rs 12 crore penalty on 10 entities for rigging
bids in a coal transportation tender floated by Western Coalfields, a subsidiary of Coal India.
The Competition Commission of India, which also slapped a fine on eight officials of the
companies, concluded that the defaulting entities were in agreement to fix prices resulting in
bid-rigging in the tenders floated, according to an official statement on Thursday. It said such
conduct in public procurement, besides defeating the tendering process, has an adverse impact
on the process of competition. Bid-rigging is one of the pernicious forms of anti-competitive
conduct prohibited under the Competition Act, the CCI said. The 10 entities had submitted
identical price quotes in four tenders floated for coal and sand transportation, the commission
said. They were SSV Coal Carriers, Bimal Kumar Khandelwal, Pravin Transport, Khandelwal
Transport, Khandelwal Earth Movers, Khanduja Coal Transport, Punya Coal Road Lines, B
Himmatlal Agrawal, Punjab Transport Co and Avaneesh Logistics. The penalty has been
calculated at 4% of their average turnover during the past three financial years. They have also
been directed to “to cease and desist from indulging in anti-competitive conduct”.
NCLT orders insolvency proceedings against Stayzilla
The National Company Law Tribunal (NCLT) has ordered initiation of insolvency proceedings
against hotel and homestay aggregator Stayzilla, the consumer internet startup whose founder
Yogendra Vasupal was imprisoned in March this year over a commercial dispute with an
advertisement vendor. The Tribunal had considered the arguments of Stayzilla that pending
judgment in a criminal case filed against founder Vasupal, the application for insolvency
proceedings by the vendor Jigsaw Solutions should not be considered. But, the NCLT reasoned
that Stayzilla had failed to show how the pending criminal case would qualify for consideration
under a particular section of the insolvency and bankruptcy Code, 2016. The relevant section of
the Code refers to an existing dispute between vendor and client before a demand notice is
sent. "But, (Stayzilla) failed to point out any dispute which could come under the ambit of the
"disputes, if any"..." Ordering the insolvency, the tribunal said,"...it is established that the
Corporate Debtor (Stayzilla) has committed default in making payment of the outstanding debt
along with interest as claimed by the operational creditor (Jigsaw)." Aditya CS, who runs
operations at Jigsaw, said,"The order vindicated our stand." Reacting to the order, Yogendra
Vasupal said,"The problem for us was that we communicated it verbally and did not want to
make a legal issue of it, so as not to harm his reputation. If we had sent one notice instead of
communicating it verbally, we would not have been declared a defaulter."
Banks told to scan accounts of shell companies’ promoters, directors
The government has asked lenders to scrutinise all bank accounts of promoters and directors of
shell companies for possible fraudulent activities as part of an ongoing crackdown on shell
companies. In some cases, investigating agencies have already shared relevant information
with the banks, officials said. Besides, banks will now secure their loans to such borrowers by
asking for more collateral, said a senior government official, who did not wish to be identified.
“Multiple investigating agencies including Serious Fraud Investigation Office are looking into the
role and activities of such promoters and directors.
J SUNDHARESAN & ASSOCIATES CS NEWS – OCTOBER 2017
“Governance is what Governance does.”
8
Banks have been asked to step up scrutiny of such individuals and firms,” the official said,
adding that the aim is to identify the actual beneficiaries behind these firms. On Tuesday, the
government released a list of around 55,000 directors of shell companies who have been barred
from such role in the future. In all, the government has identified over a lakh such directors of
shell companies. This came after bank accounts of more than 200,000 shell companies were
frozen earlier this month after they were struck off the Register of Companies. The step was
taken as part of the government’s drive against black money. According to the latest figures
released by RBI, loss incurred by banks due to frauds went up 72% to Rs 16,770 crore in 2016-
17 from Rs 9,750 crore in 2012-13. A senior bank executive said banks have stepped up the
vigil on such promoters and are taking steps to protect their interest. ET View: India Must Follow
Britain The government is right to crack down on a company being used to anonymise
undesirable transactions. But it should adopt the reform needed to curb this practice. Here, India
would do well to take a page from Britain that has adopted a unique legal identifier to track
beneficial ownership along a chain of holding and cross holding companies. This will also
ensure holding companies set up for legitimate purposes are protected.
200,000 more directors disqualified for holding posts in defaulting companies
The corporate affairs ministry has disqualified another 200,000 directors for holding posts in
defaulting companies that have not filed their financial returns for the last three years or more,
taking the total number to over 300,000, while cancelling the registration of another 10,000
companies. These directors won’t be able to hold board seats in other companies as well and
may have to resign soon from them, potentially impacting other firms as well. While the current
law does not provide for any appeal, the government is thinking of exercising “the review power
to take any such plea into consideration,” PP Chaudhary, minister of state for corporate affairs,
told ET. “By operation of law, these directors are disqualified but we have to see under what
provision of law we can examine this. If we need to frame a rule we will do it.” According to
Section 167 of the Companies Act, a director is disqualified automatically from all other posts of
director once barred under Section 164, said Chaudhary, a lawyer by profession. The
government has struck off more than 200,000 firms that have not complied with the provision of
the law from the list maintained by the Registrar of Companies and frozen their bank accounts
to check any siphoning off of funds. “This exercise is part of demonetisation. No one had the
guts to stop all this till now. It will prove a catalyst for the Indian economy,” said the minister of
state, who took over this responsibility after the recent reshuffle. He said the money trail will be
traced after data mining of these companies. The government will prioritise those cases where
there is evidence of a large movement of cash. He rejected the criticism that the action was
retrospective in nature. “Law has not been retrospective. Companies had two years to file
returns… there was healing time,” the minister of state said. So far the shell firm chase has
been limited to defaulting firms that have not filed their financial returns for the last three years
or more but the government will soon go after compliant firms as well to check their holding
companies structures and fund flows. Chaudhary said the intent is to restore trust in the
corporate structure and also improve ease of doing business in the country.
J SUNDHARESAN & ASSOCIATES CS NEWS – OCTOBER 2017
“Governance is what Governance does.”
9
“We do not want to create any terror. Trust in the corporate structure is gone and we want to
increase the investor confidence, not interfere in the corporate structure,” Chaudhary said. The
government wants to promote ease of doing business to ensure investors that their money is
safe in India, he added. “This exercise has been triggered due to governance. We have shown
scale and speed in an unparalleled way in the way we have acted against these companies and
directors,” Chaudhary said. Last week, the government made public the names of 55,000
directors who were disqualified under Section 164 (2) (A) of the Companies Act.
The list included the names of prominent politicians including former Jammu and Kashmir chief
minister Omar Abdullah and Malayalam film star Mohanlal among others. While the government
will not impose any penalty on the directors of government-owned companies that figured in the
list of defaulters, those in private firms will have to resign from other board seats and won’t be
eligible for reappointment for up to five years. The corporate affairs ministry will also look into
these companies to identify shell companies to see if they have been used for money
laundering or any other illegal activity. “We need to find who the shell company’s real
beneficiary is… It could be in the name of the cook or a driver. We are taking stock of the
money in these companies pre and post demonetisation,” Chaudhary said. While spotting
defaulting companies is an ongoing process, Chaudhary said that, using artificial intelligence,
the government will sift out the shell companies from among those that are compliant with
regulations and also create an early warning system. “The sys tem will trigger alerts every time
we see unusual activity taking place in a company. It will also help us find out the beneficial
owner of the shell companies,” he said.
J SUNDHARESAN & ASSOCIATES CS NEWS – OCTOBER 2017
“Governance is what Governance does.”
10
Facts: The main issue before the Commission in this case was whether there was any
collusive/anti-competitive conduct on the part of the OPs which amounted to a contravention of
the provisions of Section 3(3) read with Section 3(1) of the Act. The DG, on the basis of the
observations recorded earlier, has found that OP-1, along with its four participating association
(i.e. OP-13 to OP-16), introduced and implemented a ‘Turn System’ under which they not only
unilaterally fixed the prices for coastal container services, but also led to limiting and controlling
of such services at the Informant Port.
Decision: Cease and desist order passed.
Facts: The present writ petitions have been filed by NDTV Ltd. Against the notice proposing
reassessment proceedings initiated by the Commissioner of Income Tax under Section 147/148
of the Income Tax Act, 1961 (hereinafter, “Act”) and the order of provisional attachment of
Petitioner’s assets under Section 281B of the Act.
Decision: Petitions dismissed.
CASE LAW Cochin Port Trust v. Container Trailer Owners Coordination Committee
[CCI]
DECIDED ON August 1, 2017
LEGISLATION Competition Act,2002- section 3
BRIEF FACTS unilateral fixation of price through Turn Up system- constitutes anti-
competitive practice -
CASE LAW New Delhi Television LTD v. Dy. Commissioner of
Income Tax [DEL]
DECIDED ON August 10, 2017
LEGISLATION Income tax Act,1961- section 281B
BRIEF FACTS assesse showing consistent decline in net worth- attachment orders passed
Corporate Development Judicial
J SUNDHARESAN & ASSOCIATES CS NEWS – OCTOBER 2017
“Governance is what Governance does.”
11
Companies (Arrest in connection with Investigation by serious Fraud Investigation
Office) Rules, 2017
[Issued by the Ministry of Corporate Affairs vide [F. No. 01/12/2013 CL-V] dated 24.08.2017]
In exercise of the powers conferred under sub-section (1) of section 469 read with section 212
of the Companies Act, 2013 (18 of 2013), the Central Government hereby makes the following
rules namely:-
1. Short title and commencement.-
(1) These rules may be called the Companies (Arrests in connection with Investigation
by Serious Fraud Investigation Office) Rules, 2017.
(2) They shall come into force on the date of their publication
2. (l) where the Director, Additional Director or Assistant Director of the serious Fraud
Investigation office (herein after referred to as SFIO) investigating into the affairs of a
company other than a Government company or foreign company has, on the basis of
material in his possession, reason to believe (the reason for such belief to be recorded in
writing) that any person has been guilty of any offence punishable under section 212of
the Act, he may arrest such person;
Provided that in case of an arrest being made by Additional Director or Assistant
Director, the prior written approval of the Director SFIO shall be obtained.
(2) The Director SFIO shall be the competent authority for all decisions pertaining to
arrest.
3. Where an arrest of a person is to be made in connection with a Government company or
a foreign company under investigation, such arrest shall be made with prior written
approval of the Central Government. Provided that the intimation of such arrest shall
also be given to the Managing Director or the person in-charge of the affairs of the
Government Company and where the person arrested is the Managing Director or
person in-charge of the Government Company, to the Secretary of the administrative
ministry concerned, by the arresting officer.
From the Government
J SUNDHARESAN & ASSOCIATES CS NEWS – OCTOBER 2017
“Governance is what Governance does.”
12
4. The Director, Additional Director or Assistant Director, while exercising powers under
sub-section (8) of section 212 of the Act, shall sign the arrest order together with
personal search memo in the Form appended to these rules and shall serve it on the
arrestee and obtain written acknowledgement of service.
5. The Director, Additional Director or Assistant Director shall forward a copy of the arrest
order along with the material in his possession and all the other documents including
personal search memo to the office of Director, SFIO in a sealed envelope with a
forwarding letter after signing on each page of these documents, so as to reach the
office of the Director, SFIO within twenty four hours through the quickest possible
means.
6. An arrest register shall be maintained in the office of Director, SFIO and the Director or
any officer nominated by Director shall ensure that entries with regard to particulars of
the arrestee, date and time of arrest and other relevant information pertaining to the
arrest are made in the arrest register in respect of all arrests made by the arresting
officers.
7. The entry regarding arrest of the person and information given to such person shall be
made in the arrest register immediately on receipt of the documents as specified under
rule 5 in the arrest register maintained by the SFIO office.
8. The office of Director, SFIO shall preserve the copy of arrest order together with
supporting materials for a period of five years
a) from the date of judgment or final order of the Trial Court, in cases where the said
judgment has not been impugned in the appellate court; or
b) from the date of disposal of the matter before the final appellate court, in cases where
the said judgment or final order has been impugned, whichever is later.
9. The provisions of the Code of Criminal Procedure, 1973(2 of 1974), relating to arrest
shall be applied mutatis mutandis to every arrest made under this Act.
Date of coming into force of section 212 (8), (9) & (10) of the Companies Act, 2013
[Issued by the Ministry of Corporate Affairs vide [F. No. 1/12/2013 CL-V] dated 24.08.2017. To
be published in the Gazette of India, Extraordinary, Part-II, Section (3) Sub-section(ii)]
In exercise of the powers conferred by sub-section (3) of section 1 of the Companies Act, 2013
(18 of 2013), the Central Government hereby appoints the 24th day of August,20l7 as
subsection (10) of section 212 of the said Act shall come into force.
J SUNDHARESAN & ASSOCIATES CS NEWS – OCTOBER 2017
“Governance is what Governance does.”
13
Two Australians, Andrew Turton and Pete Ceglinski, created the Seabin, a floating rubbish bin
that can collect plastic bottles, paper, oil, fuel, and detergent floating in the ocean. It was built as
a cheap and low maintenance alternative to “trash boats.”
“One of the goals is to make the Seabin from our own plastics to create another Seabin to
capture more, it’s a domino effect,” say the creators. “The second goal is to create a world
where we don’t need the Seabin.”
They make nearly everything in-house themselves and aim to start shipping mid to late 2016.
You can help make this happen by contributing through Indiegogo – at the time of writing,
they’ve collected $39,766 out of their $230,000 goal.
This floating rubbish bin can collect plastic bottles, paper, oil, fuel, and detergent floating in the
ocean
It’s a low maintenance and a fairly cheap way to fight marine pollution
“One of the goals is to make the Seabin from our own plastics to create another Seabin to
capture more, it’s a domino effect”.
Source:https://www.boredpanda.com/floating-rubbish-bin-ocean-cleaning-seabin-andrew-turton-
pete-ceglinski-australia/
SAVE OUR ENVIRONMENT
Floating Rubbish Bin That Cleans Oceans
J SUNDHARESAN & ASSOCIATES CS NEWS – OCTOBER 2017
“Governance is what Governance does.”
14
MCA UPDATES
1. Directors disqualified under Section 164(2)(a) of the Companies Act, 2013 and who are
associated with struck off companies (S.248) are advised not to make any application for
Name Availability(INC-1), Incorporation of Companies (INC-7/SPICe-INC-32/URC-
1/INC-12). Forms filed by such Directors shall be rejected summarily by the Central
Registration Centre(CRC). Further, attention is drawn to the provisions of Section 7(5)
and 7(6) which, inter-alia, provides that furnishing of any false or incorrect particulars of
any information or suppression of any material information shall attract punishment for
fraud under Section 447. Attention is also drawn to the provisions of Section 448 and
449 which provide for punishment for false statement and punishment for false evidence
respectively.
2. Exemptions given to certain unlisted public companies under the companies
(Appointment and Qualification of Directors) Rules,2014 from the appointment of
independent directors.
3. To avoid last minute rush and system congestion on the MCA21 portal on account of
annual filings during the months of October and November, 2017, companies are
requested to file their financial statements and annual returns at the earliest, without
postponing it to the last few days permitted for the same. During this period the
corporate Seva Kendra/help desks (ph. No. 0124-4832500) would give priority to e-
filing/answering queries of companies for filing financial statements and annual returns.
Kindly plan your activities accordingly.
4. Clarification regarding obligation with the Indian Accounting Standards (Ind AS) and
Rule 4 of Companies (Indian Accounting Standards) Rules 2015-payment banks, small
finance banks which are subsidiaries of Corporates
UPDATES
Disclaimer: Views and other contents expressed or provided by the contributors are their own and the firm does not accept
any responsibility. The firm is not in any way responsible for the result of any action taken on the basis of the contents
published in this newsletter. All rights are reserved. For Private circulation, only. © 2017 J Sundharesan