Update on NCLT New Delhi Proceedings Amidst COVID-19: Revised Hearing Dates Announced

The Regular Proceedings at NCLT New Delhi were stopped immediately after lockdown i.e. 24.03.2020, and further updated on 12.06.2020, to start the hearings from 01.07.2020

But,

Keeping in view the increasing cases of COVID-19, It has been decided to revise the next dates of hearings for principal bench and New Delhi (Court No. II, III, IV, V and VI) in all the pending matters starting from 20.07.2020 as per below Notification Link: https://nclt.gov.in/…/Notice%20dated%2030.6.2020…

Streamlining GST Compliance: How to File Nil GSTR-1 via SMS Professionally.

GST Update:

Now, file your Nil GSTR-1 via SMS. Send NIL R1 GSTIN MMYYYY to 14409. Get verification code & send CNF R1 CODE to 14409. For details visit GST Portal.

SEBI Extends Submission Deadline for Financial Results Due to Ongoing COVID-19 Pandemic Impact

FURTHER EXTENSION OF TIME FOR SUBMISSION OF FINANCIAL RESULTS FOR THE QUARTER/HALF YEAR/FINANCIAL YEAR ENDING 31ST MARCH 2020 DUE TO THE CONTINUING IMPACT OF THE COVID-19 PANDEMIC The SEBI vide circular No. SEBI/HO/CFD/CMD1/CIR/P/2020/106 dated June 24, 2020 had

further extended the time for submission of financial results under regulations 33 and 52 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘LODR Regulations’)

to July 31, 2020 due to the continuing impact of the CoVID-19 pandemic.

Detailed Circular can be referred at the following link:

https://www.sebi.gov.in/…/further-extension-of-time…

https://www.sebi.gov.in/…/further-extension-of-time…

SEBI Announces Extended Deadline for Annual Secretarial Compliance Report Submission Amidst Ongoing COVID-19 Challenges

SEBI Update: Further extension of time for submission of Annual Secretarial Compliance Report by listed entities due to the continuing impact of the CoVID-19 pandemic:

It has been decided to further extend the timeline for submission of the ASC Report by one more month, to July 31, 2020.

Update on NCLT Proceedings Amid COVID-19: Revised Hearing Dates Announced for New Delhi Bench

NCLT Update:

The Regular Proceedings at NCLT New Delhi were stopped immediately after lockdown i.e. 24.03.2020, and further updated on 12.06.2020, to start the hearings from 01.07.2020

But,

Keeping in view the increasing cases of COVID-19, It has been decided to revise the next dates of hearings for principal bench and New Delhi (Court No. II, III, IV, V and VI) in all the pending matters starting from 20.07.2020 as per below Notification Link:

https://nclt.gov.in/…/Notice%20dated%2012.6.2020…

Update on NCLT New Delhi Proceedings Amidst COVID-19: Revised Hearing Dates Announced

The Regular Proceedings at NCLT New Delhi were stopped immediately after lockdown i.e. 24.03.2020, and updated on 03.06.2020, to start the hearings from 15.06.2020.

But,

Keeping in view the increasing cases of COVID-19, It has been decided to revise the next dates of hearings for principal bench and New Delhi (Court No. II, III, IV, V and VI) in all the pending matters starting from 01.07.2020 as per below Notification Link:

https://nclt.gov.in/…/Notice%20dated%203.6.2020…

SEBI’s Advisory on Disclosure of COVID-19 Impact on Listed Entities: A Comprehensive Overview

SEBI vide it’s circular dated May 20, 2020 has issued an advisory on disclosure of material impact of Covid-19 pandemic on listed entities under SEBi ( Listing Obligations and Disclosure Requirements) Regulations, 2015.

The package is for our labourers, farmers, honest tax payers, MSMEs and cottage industry, Modi said.

Lockdown 4 will be announced before May 18 and will have new rules.

This package focuses on land, labour, liquidity and law. It will help small industries and MSMEs.

PM delved on the amount of loss caused by the 120nm novel coronaviru

The irreparable loss which occurred due to the pandemic is beyond any explanation

India has converted the challenge of coronavirus into an opportunity.

India needs to fulfil its role as one of the leaders in the 21st century.

The Pandemic has taught us the true value of self-reliance.

India has always been a leader and our efforts at International forums are a testimony.

5 pillars of India’s self-reliance- Economy ,Infrastructure, System, Demography, Demand.

Clarification on dispatch of notice under section 62(2) of Companies Act, 2013 by listed companies for rights issue opening upto 31st July, 2020Pdf(40 KB).

http://mca.gov.in/Ministry/pdf/Circular21_11052020.pdf

Subject: Clarification on holding of annual general meeting (AGM) through video conferencing (VC) or other audio visual means (OAVM)

1.Companies Act, 2013 (the Act) or rules made thereunder to allow companies to hold annual general meeting (AGM) in a manner similar to the one provided in General Circular No. 1412020, dated 08.04.2020 (EGM Circular – l) and General Circular No. 1712020 dated 13.04.2020 (EGM Circular – ll), which deal with conduct of extraordinary general meeting (EGM).

2.ln the meanwhile, by virtue of the General Circular No. 18i2020, dated 21.04.2020, the companies whose financial year ended on 31st December,2019, have been allowed to hold their AGM by 30th September,2020.

3.The matter has been further examined and it is stated that in view of the continuing restrictions on the movement of persons at several places in the country, it has been decided that the companies be allowed to conduct their AGM through video conferencing(VC) or other audio visual means (OAVM), during the calender at year 2020, subject to the fulfillment of the following requirements:

A.For companies which are required to provide the facility of e-voting under the Act, or any other company which has opted for such facility –

The framework provided in para 3 -A of EGM circular – I and the manner and mode of issuing notices provided in sub-para (i)-A of EGM Circular –( ll) shall be applicable mutatis mutandis for conducting the AGM.

In such meetings, other than ordinary business, only those items of special business, which are considered to be unavoidable by the Board, may be transacted.

In view of the prevailing situation, owing to the difficulties involved in dispatching of physical copies of the financial statements (including board report, Auditor’s report or other documents required to be attached therewith), such statements shall be sent only by email to the members, trustees for the debenture-holder of any debentures issued by the company, and to all other persons so entitled.

4.Before sending the notices and copies of the financial statements, etc., a public notice by way of advertisement be published at least once in a vernacular newspaper in the principal vernacular language of the district in which the registered office of the company is situated and having a wide circulation in that district, and at least once in English language in an English newspaper having a wide circulation in that district, preferably both newspapers having electronic editions, and specifying in the advertisement the following information.-

a. statement that the AGM will be convened through VC or OI\VM in compliance applicable provisions of the Act read with this Circular:

b. the date and time of the AGM through VC or OAVM;

c. availability of notice of the meeting on the website of the company and the stock exchange, in case of a listed company;

d. the manner in which the members can give their mandate receiving dividends directly in their bank accounts through Electronic Clearing Service (ECS) or any other means;

e. any other detail considered necessary by the company

f. the manner in which the members who are holding shares in physical form or who have not registered their email addresses utith the company can cast their vote through remote e-voting or through the e-voting system during the meeting;

g. the manner in which the persons who have not registered their email addresses with the company can get the same registered with the company;

5. In case, the company is unable to pay the dividend to any shareholder by the electronic mode, due to non-availability of the details of the bank account, the company shall upon normalization of the postal services, dispatch the dividend warrant/ cheque to such shareholder by post.

In case, the company has received the permission from the relevant authorities to conduct its AGM at its registered office, or at any other place as provided under section 96 of the Act, after following any advisories issued from such authorities, the company may in addition to holding such meeting with physical presence of some members, also provide the facility of VC or OAVM, so as to allow other members of the company to participate in such meeting. All members who are physically present in the meeting as well as the members who attend the meeting through the facility of VC or OAVM shall be reckoned for the purpose of quorum under section 103 of the Act. All resolutions shall continue to be passed through the facility of e-voting system.

B. For companies which are not required to provide the facility of e-‘voting under the Act –

1.AGM may be conducted through the facility of VC or OAVM only by a company which has in its records, the email addresses of at least half of its total number of members, who –

. In case of a Nidhi, hold shares of more than one thousand rupees in face value or more than one per cent. of the total paid-up share capital, whichever is less;

.In case of other companies having share capital, who represent not less than seventy-five per cent. of such part of the paid-up share capital of the company as gives a right to vote at the meeting;

.In case of companies not having share capital, who have the right to exercise not less than seventy-five per cent. of the total voting power exercisable at the meeting.

#.The company shall take all necessary steps to register the email addresses of all persons who have not registered their email addresses with the company.

. The framework provided in para 3-B of EGM Circular – | and the manner and mode of issuing notices provided in sub-para (i)-B of EGM Circular – ll shall be applicable mutatis mutandis for conducting the AGM.

. ln such meetings, other than ordinary business, only those items of special business, which are considered to be unavoidable by the Board, may be transacted.

. Owing to the difficulties involved in dispatching of physical copies of the financial statements (including Board’s report, Auditor’s report or other documents required to be attached therewith), such statements shall be sent only by email to the members, trustees for the debenture-holder of any debentures issued by the company, and to all other persons so entitled.

.The companies shall make adequate provisions for allowing the members to give their mandate for receiving dividends directly in their bank accounts through the Electronic Clearing Service (ECS) or any other means. For shareholders, whose bank accounts are not available, company shall upon normalization of the postal services, dispatch the dividend warrant/Cheque to such shareholder by post.

6. The companies referred to in paragraphs 3 (A) and (B) above, shall ensure that all other compliances associated with the provisions relating to general meetings viz making of disclosures, inspection of related documents/registers by members, or authorizations for voting by bodies corporate, etc as provided in the Act and the articles of association of the company are made through electronic mode.

7. The companies which are not covered by the General Circular No. 181402Q, 21.04.?020 and are unable to conduct their AGM in accordance with the framework provided in this Circular are advised to prefer applications for extension of AGM at suitable point of time before the concerned Registrar of Companies under section 96 the Act.

8.This issues with the approval of the competent authority.