September 29, 2020
Summary of the notifications and circulars issued by MCA on 28/09/2020
MCA extends deadlines for various provisions under Companies Act, 2013 and its rules to 31/12/2020
MCA vide its notification and circulars dated 28/09/2020 has extended deadline to 31/12/2020 (as against the earlier deadline of 30/09/2020) with respect to the following
- Dealing of restricted matters such as approval of the annual financial statements, Board’s report, prospectus, etc. through video conferencing or other audio-visual means within the framework provided under the Meetings of Board and its Powers Rules.
- Registration with the data bank by those individuals who were acting in the capacity of Independent Directors as on 01/12/2019 as prescribed by under the Companies Act, 2013 and its Rules.
- Applicability of circulars vide nos. 14/2020 and 17/2020 issued on 08/04/2020 and 13/04/2020 respectively, which provided a framework for Companies in conducting their EGMs through VC or Other Audio-Visual Means or transact items through postal ballot.
- Applicability of one-time waiver of additional filing fees for delayed filings on or after 01/04/2020 under Companies Fresh Start Scheme.
- Applicability of waivers granted under LLP Settlement Scheme vide G.S.R. 59 (E) General Circular No.13/ 2020 dated 30/01/2020 and 30/03/2020 respectively.
Extension of condonation of delay in filing Charge related forms under the Scheme for relaxation of time for filing forms related to creation or modification of charges under the Companies Act, 2013
The revised deadlines, pursuant to the circular, are as follows. The other requirements under General Circular No. 23/2020 dated 17/06/2020 remains unaltered.
|Date of Creation/Modification||Revised Due Date|
|where the date of creation / modification of charge is before 01/03/2020, but the timeline for filing such form had not expired undersection 77 of the Act as on the said date||If the form is already filed, the period beginning from 01/03/2020 and ending on 31/12/2020 shall not be reckoned for the purpose of counting the number of days under section 77 or section 78 of the Act|
|If the form is not filed within such period, the first day after 29/02/2020 shall be reckoned as 01/01/2021 for the purpose of counting the number of days within which the form is required to be filed undersection 77 or section 78 of the Act.|
|where the date of creation / modification of charge falls on any date between 01/03/2020 to 30/09/2020 (both dates inclusive)||If the form is filed within such period, the period beginning from date of creation/modification of charge to 31/12/2020 shall not be reckoned for the purpose of counting the number of days under section 77 or section 78 of the Act|
| If the form is not filed within such period, the first day after creation/modification shall be reckoned as 01/01/2021 for the purpose of counting the number of days within which the form is required to be filed under section 77 or section 78 of the Act.
Decriminalisation of various offences and other key amendments to Companies Act, 2013 vide the Companies (Amendment) Act, 2020
Below are the key highlights of the Companies (Amendment) Act, 2020:-
- Decriminalisation of various offences: Penalty and imprisonment for certain offences have been removed and reduced penalty amounts have been notified with respect to few offences such as violation of provisions w.r.t Annual return.
- Amendment to Definition of Listed Company: In consultation with SEBI, classes of companies which are listed or intend to list, shall not be considered as listed companies, as maybe prescribed.
- Public companies are allowed to issue such class of securities for the purposes of listing on permitted stock exchanges in permissible foreign jurisdictions.
- Central Government can require any unlisted company to prepare, audit and file with the Registrar periodical financial results.
- Companies are allowed to set off such excess amount against the requirement to spend as CSR for such number of succeeding financial years, as may be prescribed.
- Waiver to constitute CSR committee if the amount to be spent by a company as CSR is less than or equal to 50lakh rupees.
- NBFCs and Housing Finance Companies registered under the National Housing Bank Act, 1987 are exempted from filing MGT-14 return in respect of a resolution passed to grant loans, or give guarantee or provide security in respect of loans under clause (f) ofs ub-section (3) of section 179 in the ordinary course of its business.
- In case of no profits or inadequacy of profits, non-executive director, including an independent director, shall be eligible to receive remuneration as prescribed by the Act, in addition to, any managing or whole-time director or manager.
- New chapter on Producer Companies is added in the Companies Act, 2013. Earlier, Producer Companies were governed under Companies Act, 1956.
- The Central government is empowered to exempt any class of persons from complying with the requirements of declaration of beneficial interest if considered necessary in public interest.