SEBI facilitates transition for listed entities covered under IND-AS

Background

MCA vide notification no. G.S.R. 111(E) dated 16th February, 2015 had issued the Companies (Indian Accounting Standards) Rules, 2015 ('IND-AS Rules'). According to IND-AS Rules, the Companies and their auditors shall comply with the IND-AS Rules in preparation of their financial statements and auditor's reports respectively. IND-AS Rules are aligned with the International Financial Reporting Standards (IFRS) and are mandatorily applicable on certain class of companies from April 1, 2016.

List A

(a)		companies whose equity or debt securities are listed or are in the process of being listed on any stock exchange in India or outside India and having net worth of rupees five hundred crore or more;
(b)		companies other than those above and having net worth of rupees five hundred crore or more;
(c)		holding, subsidiary, joint venture or associate companies of companies covered by sub-clause (a) and (b) above;

List B

(a)		companies whose equity or debt securities are listed or are in the process of being listed on any stock exchange in India or outside India and having net worth of less than rupees five hundred crore;
(b)		companies other than those covered under List A and (a) above, that is, unlisted companies having net worth of rupees two hundred and fifty crore or more but less than rupees five hundred crore.
(c)		holding, subsidiary, joint venture or associate companies of companies covered by sub-clause (a) and (b) above under List B:

Narendra Modi’s non-adversarial tax regime

Introduction

1.1 On 19 March 1955, Shri Jawaharlal Nehru, while addressing the members of the High Court of Punjab at the inauguration of its new building in Chandigarh, had said: "Justice in India should be simple, speedy and cheap". He remarked that litigation was a disease and it could not be a good thing to allow any disease to spread and then go out in search of doctors. What he meant to embark upon was the fact that the judiciary of India is looked up with great respect and with a feeling of trust, faith and confidence by its various stakeholders. Thus, it would not be a good sign if the litigation syndrome would be allowed to broaden without having the adequate number of doctors, i.e. the courts, available to cure such diseases.

1.2 As per the data released by the Ministry of Law and Justice recently in relation to pending cases, as on 19 February 2016, 48,418 civil cases were pending in the Supreme Court (out of this, 1,132 cases have been pending for more than 10 years). Further, as on 31 December 2014, 31,16,492 civil cases were pending in the High Courts (out of this, 5,89,631 cases have been pending for more than 10 years).Often it has been observed that once a matter goes into the judiciary pipeline, it can take around 10-15 years until the final verdict can be delivered by the Supreme Court of India; off course, it is true that not all matters would travel till the Supreme Court, but the long drawn litigation battle in India still does not get over in 3-4 years to say the least.

Directors can attend board meeting via videoconferencing without intimation at beginning of calendar year

Companies Act: Directors can attend board meeting via video-conferencing without intimating at beginning of calendar year as prior intimation required for conducting e- board meeting under Rule 3 (3)(e) is directory, not mandatory Rule 3(3)(e) of the Companies (Meeting of the Board and its Power) Rules, 2014 provides that if intimation is given at the beginning of the calendar year such declaration shall be valid for one calendar year. It is not said anywhere that if intimation is not given at the beginning of the year, video-conferencing is not to be provided in that calendar year. Therefore, it does not mean that the directors are not entitled to video- conferencing if intimation is not given at the beginning of the calendar year

Facts:

a) Applicant and his mother were the directors of the company. They wanted to attend the board meeting through video-conferencing as they were going outside India. Further, they requested to participate in Board Meeting through electronic mode.

b) As per the Rule 3 of the Companies (Meetings of Board and its power) Rules, 2014, any director who desires, to participate may express his intention of participation through the electronic mode at the beginning of the calendar year.