Tuesday, October 4, 2016

4 things you should know about amended Incorporation Rules

MCA had introduced an integrated process of incorporation of companies by notifying single Form INC-29 under Companies Act, 2013. Now MCA has amended the Companies (Incorporation) Rules, 2014 to further simplify the incorporation process by introducing simplified proforma for incorporating company electronically. Key highlights of amended Rules are given hereunder:

1. Separate e-forms for MOA and AOA: Earlier MOA and AOA were drafted in a word format and attached with the ‘E-form INC-29’. Now the MCA has mandated e-filing of Memorandum of Association (‘MOA’) and Articles of Association (‘AOA’) separately. ‘Form INC-33’ and ‘Form INC- 34’ have been notified for e-filing of MOA and AOA, respectively.

2. Digital Sign under MOA and MOA: Earlier each subscriber sheet and witness column in MOA and AOA was signed manually. Now the MCA does away with manual signature and only digital signature needs to be affixed on subscriber and witness column.

3. New e-form INC-32: Form INC-32 is similar to Form INC-29. However, there are some minor changes in reporting requirements under new Form INC-32.

4. Conversion procedure: The MCA has prescribed the procedure for conversion of a company limited by guarantee into a company limited by share. Such conversion procedure is applicable for a company other than a company registered under section 25 of the Companies Act, 1956 or section 8 of the Companies Act, 2013. Such procedure is given hereunder:

Intimation issued by AO is appealable where fee is charged for delay in filing of TDS returns


a) The issue arising in this appeal was against the intimation issued under section 200A in charging fees payable under section 234E.

b) The CIT(A) held that no appeal was maintainable against the order of AO passed under Section 200A while processing the TDS returns and charging fees under Section 234E. The ITAT held as under:

1) The Legislature recognizes that a deductor who has filed his TDS return, which, in turn, has been processed by the AO and intimation is generated under which, if any amount is found to be payable, then such intimation is also appealable under section 246A since the demand issued by the AO is deemed to be a notice of payment under section 156.

2) Since the intimation issued by the AO was appealable order under section 246A(1)(a) of the Act, therefore, the CIT(A) should have examined the legality of adjustment made under intimation issued under section 200A.- [2016] 74 taxmann.com 6 (Pune - Trib.)

Fee for delay in filing TDS return not permissible in an intimation with retro-effect: Pune ITAT

a) The issue raised in this appeal related to charging of fees payable under section 234E prior to amendment to section 200A(1)(c) [vide Finance Act, 2015 w.e.f. 01.06.2015], while processing the TDS returns.

b) The assessee also pointed that the Legislature had inserted clause (c) in section 200A(1) of the Act specifically w.e.f. 01.06.2015 and there was nothing to suggest that the said amendment was clarificatory or retrospective in nature. Hence, in respect of TDS statements filed for the period prior to 01.06.2015, late fees under section 234E could not be levied in the intimation issued under section 200A.

The ITAT held in favour of assessee as under:

1) Where the TDS return could not be filed before the prescribed authority within stipulated time, the assessee was liable to levy of fees under section 234E.