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Saturday, April 19

SEBI amends Clause 35B & 49 of L.A.

SEBI issued a circular amending clause 35 B and 49 of the Equity Listing Agreement. As per the circular, Top 100 companies shall set up risk management committee. The companies shall also provide e-voting platform for its shareholders for resolutions to be passed in general meetings. The circular gives detailed list of disclosures and practices required for Corporate governance(Clause 49). For listed entities which are not companies, but body corporate or are subject to regulations under other statutes (e.g. banks, financial institutions, insurance companies etc.), the Clause 49 will apply only to the extent that it does not violate their respective statutes and guidelines or directives issued by the relevant regulatory authorities. The Clause 49 is not applicable to Mutual Funds.

The Circular also gives strict norms for related party transaction. A related party transaction is a transfer of resources, services or obligations between a company and a related party, regardless of whether a price is charged. A ‘related party' is a person or entity that is related to the company. Parties are considered to be related if one party has the ability to control the other party or exercise significant influence over the other party, directly or indirectly, in making financial and/or operating decisions.  

The circular is very important  one and you may click here to read full circular.

Wednesday, April 9

MCA- Accounts/reports/filings under Companies Act 2013

(Extract of document.)
General Circular 08/2014
No. 1/19/2013-CL-V
Government of India
Ministry of Corporate Affairs
5th Floor, 'A' Wing,
Shastri Bhavan, Dr. R P Road,
New Delhi 110 001.
Dated 04.04.2014

All Regional Directors,
All Registrar of Companies,
All Stakeholders.

Subject: Commencement of provisions of the Companies Act 2013 with regard to maintenance of books of accounts and preparations/adoption/filing of financial statements, Auditors report, Board’s report and attachments to such statements and reports- Applicability with regard to relevant financial Year.


A number of provisions of the Companies Act, 2013 including those relating to maintenance of books of account, preparation, adoption & filing of financial statements (and documents required to be attached thereto), Auditors reports and the Board of Directors report (Board's report) have been brought into force with effect from 1st April, 2014. Provisions of Schedule II (Useful lives to compute depreciation) and Schedule III (Format of financial statements) have also been brought into force from that date. The relevant Rules pertaining to these provisions have also been notified, placed on the website of the Ministry and have come into force from the same date. The Ministry has received requests for clarification with regard to the relevant financial year with effect from which such provisions of the new Act relating to maintenance of books of account, preparation, adoption and filing of financial statements (and attachments thereto), auditor’s report and Board's report will be applicable.

Although the position in this behalf is quite clear, to make things absolutely clear it is hereby notified that the financial statements (and documents required to be attached thereto), auditors report and Board report in respect of financial years that commenced earlier than 1st April, 2014 shall be governed by the relevant provisions/ Schedules/ rules of the Companies Act, 1956 and that in respect of flnancial years commencing on or after 1st April, 2014, the provisions of the new Act shall apply.

Yours faithfully,

KMS Narayanan

Assistant Director (Policy).
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