Gaurav Pingle’s Post

ROC COMPLIANCE WHAT YOU NEED TO KNOW Post incorporation compliance Annual Compliances Event-Based Compliances Director based compliances #roc #roccompliance #business #compliance

🚨 Non-Compliance Alert: Section 188 (Related Party Transactions) 📜 Understanding Related Party Transactions (RPTs): Engaging in RPTs demands careful evaluation to ensure transparency and compliance. Section 188 of the Companies Act, 2013, aims to prevent misuse of transactions by mandating approval mechanisms. Knowing the legislative intent and adhering to it is critical, as ignorance of law is no excuse. ⚠️ CASE UPDATE: M/s Watai Electronics Private Limited 📢 ROC Kanpur imposes a ₹10 Lakh penalty on directors! What happened? 🔗 The company entered into transactions with a group company (purchase and sale of goods) amounting to more than 10% of the total turnover. 🛑 However, these transactions were conducted without shareholders’ approval in a General Meeting, as required under Section 188(1) of the Companies Act, 2013. Company’s Contention 🛡️ The company argued: The transactions were conducted in the ordinary course of business and on an arm’s length basis, making them exempt under the 4th proviso to Section 188(1). ROC’s Decision ❌ The ROC rejected this contention and concluded that the company failed to comply with Section 188(1). Penalty Imposed 💸 ₹5 Lakh penalty on each director 💸 ₹10 Lakh in total 📂 What does this mean for directors and companies? ✅ Always seek board and shareholder approvals for related party transactions unless explicitly exempted. ✅ Evaluate the ordinary course of business and arm’s length pricing thoroughly, with documentation to support claims. Prepare a note to establish arm length. ✅ Stay updated on legal requirements to avoid costly penalties. 📎 Attached: Order Copy for reference. 💡 Compliance Tip: When in doubt, consult a legal expert to navigate related party transactions effectively. It’s better to act now than face penalties later! #rpt #companiesact #roc #compliance #management #finance #legalissues #india #governance Roopali Grover & Associates; Legal Buddy India 🇮🇳

"𝑻𝒉𝒆 𝒆𝒓𝒂 𝒊𝒏 𝒘𝒉𝒊𝒄𝒉 𝒕𝒉𝒆 𝑪𝒐𝒎𝒑𝒂𝒏𝒚 𝑺𝒆𝒄𝒓𝒆𝒕𝒂𝒓𝒚 ("CS") 𝒐𝒄𝒄𝒖𝒑𝒊𝒆𝒅 𝒕𝒉𝒆 𝒑𝒐𝒔𝒊𝒕𝒊𝒐𝒏 𝒐𝒇 𝒂 𝒈𝒍𝒐𝒓𝒊𝒇𝒊𝒆𝒅 𝒄𝒍𝒆𝒓𝒌 𝒊𝒏 𝑪𝒐𝒎𝒑𝒂𝒏𝒊𝒆𝒔 𝒉𝒂𝒔 𝒆𝒙𝒑𝒊𝒓𝒆𝒅 𝒄𝒐𝒏𝒔𝒆𝒒𝒖𝒆𝒏𝒕 𝒖𝒑𝒐𝒏 𝒆𝒗𝒐𝒍𝒖𝒕𝒊𝒐𝒏 𝒐𝒇 𝒄𝒐𝒓𝒑𝒐𝒓𝒂𝒕𝒆 𝒈𝒐𝒗𝒆𝒓𝒏𝒂𝒏𝒄𝒆 𝒂𝒏𝒅 𝒕𝒉𝒆 𝒗𝒂𝒓𝒊𝒐𝒖𝒔 𝒄𝒐𝒎𝒑𝒍𝒊𝒂𝒏𝒄𝒆 𝒓𝒆𝒒𝒖𝒊𝒓𝒆𝒎𝒆𝒏𝒕 𝒊𝒏 𝒂 𝒄𝒐𝒎𝒑𝒍𝒆𝒙 𝒓𝒆𝒈𝒊𝒎𝒆 𝒔𝒐 𝒂𝒔 𝒕𝒐 𝒑𝒓𝒐𝒕𝒆𝒄𝒕 𝒕𝒉𝒆 𝒊𝒏𝒕𝒆𝒓𝒆𝒔𝒕 𝒐𝒇 𝒕𝒉𝒆 𝒄𝒐𝒎𝒑𝒂𝒏𝒚 𝒂𝒔 𝒘𝒆𝒍𝒍 𝒂𝒔 𝒊𝒕𝒔 𝒗𝒂𝒓𝒊𝒐𝒖𝒔 𝒔𝒕𝒂𝒌𝒆𝒉𝒐𝒍𝒅𝒆𝒓𝒔;” A recent order by Hon’ble NCLT, Chennai in the matter of Mayank Agarwal Vs. Technology Frontiers (India) Pvt. Ltd., has become quite a topic for discussion in corporate law circles. Hon’ble NCLT, in no uncertain terms, brought forward the growing role and expectation from the CS. Only real enthusiasts and passionate lovers of corporate law would understand the difference between owing a responsibility towards an institution vs. that towards individuals. Hon’ble NCLT further expounds: “CS is appointed under the Companies Act pursuant to a Board Resolution in respect of which the appointment is given effect by filing the prescribed form with the ROC, so as to ensure statutory compliances failing which he is the only Officer who receives the Show cause notice from the ROC - so also the Company. CS would be required to face the penal consequences in the event of failure of compliances. CS is answerable to violations of compliance requirement. Needless to mention that CS 𝒊𝒔 𝒕𝒉𝒆 𝑾𝒂𝒕𝒄𝒉𝒅𝒐𝒈 𝒐𝒇 𝒑𝒓𝒐𝒕𝒆𝒄𝒕𝒊𝒏𝒈 𝒕𝒉𝒆 𝑷𝒓𝒊𝒏𝒄𝒊𝒑𝒍𝒆𝒔 𝒐𝒇 𝑪𝒐𝒓𝒑𝒐𝒓𝒂𝒕𝒆 𝑮𝒐𝒗𝒆𝒓𝒏𝒂𝒏𝒄𝒆 as well as the collective interest of all stakeholders-so also the Company; of course CS is not a blood hound. There is no idealistic overstatement in holding that CS is required to act not only with adequate diligence but with proper and necessary diligence while discharging his duties by sounding the knell in order to alert all concerned including the Board of Directors on occasions where he apprehends deviations from sound corporate principles and prudent governance practice in the best interest of the company and its stakeholders; s/he has to ensure the mandatory compliances by moving the Competent Authority, if not such compliances were failed at the behest of the Board or in the event of a lapse from the Board of Directors. A clarion call for the CS profession !! #ICSI #CS# #Corporate Governance# #KMP#

📢 Important Update for Corporate Compliance📢 MCA Imposes ₹17 Lakh Penalty on Paris Elysees India Private Limited for Non-Compliance The Ministry of Corporate Affairs (MCA), through its Jaipur office, has imposed substantial penalties on Paris Elysees India Private Limited and its directors for failing to adhere to the Companies Act, 2013, and the Companies (Significant Beneficial Owners) Rules, 2018. The violations involved the company's failure to submit declarations in Form BEN-1 and to issue notices in Form BEN-4. This case serves as a crucial reminder for companies to ensure compliance with all statutory requirements, particularly those related to significant beneficial ownership. #MCA #Corporatecompliances #Compliances #Companiesact #CS #Director #Compliances #Corporate #Governance #Rules

Compliance should be considered as Investment for Good Governance and being Ethical Corporate Citizen. Investors from global and retail prefer a fully compliant Company with full Trust for Investing and to be associated for Long Term. #compliance 🙏🇮🇳🙏

In the Indian business landscape, compliance with Taxation, Corporate & RBI Laws & Regulations is an essential element. It establishes the groundwork for legal and ethical practices, protects stakeholders' interests and strengthens corporate governance.   At Oremus we strive to manage your Tax & Secretarial Compliances seamlessly, enabling you to focus on your core business operations.   Contact us at info@oremuscorp.com for more information #corporatesecretarial #compliance #corporategovernance #Oremus

Legal expenses of India Inc. rose 17% in the last fiscal due to robust deal activities beyond home shores, heavy spending on dispute resolution, and increased compliance costs, showed the annual reports of the top 500 companies listed locally. The Nifty 500 companies spent Rs 52,568 crore ($6.26 billion) in legal expenses for the year ended March 2024, up 17.03% from Rs 44,920 crore in the previous year, data compiled by ETIG show. The top 50 companies by market capitalisation have a lion’s share in the total legal expenses of the Nifty 500 companies. The data reveals that legal spending rose about 17.40% to Rs 21,389 crore in Nifty 50 companies. The Economic Times ETLegalWorld Editor ETLegalWorld NISHIT DHRUVA MDP Legal, Advocates & Solicitors Rajiv Choubey Dalmia Bharat Group Ruchi Khatlawala Reliance Industries Limited Infosys Larsen & ToubroSamvardhana Motherson Reydel Companies Sun Pharmaceuticals

Effective legal compliance is crucial for Indian businesses to avoid risks and ensure growth. In our latest blog, we break down key strategies that every business should adopt to stay compliant with Indian laws. Read the full post for practical strategies to improve your business compliance today: https://lnkd.in/guDrEh3y #ComplianceTips #IndianBusiness #OpsMaven #Blog Sonali Anand

𝗧𝗵𝗲 𝗗𝗶𝗴𝗶𝘁𝗮𝗹 𝗣𝗲𝗿𝘀𝗼𝗻𝗮𝗹 𝗗𝗮𝘁𝗮 𝗣𝗿𝗼𝘁𝗲𝗰𝘁𝗶𝗼𝗻 𝗔𝗰𝘁, 𝟮𝟬𝟮𝟯 𝗶𝘀 𝗮 𝗰𝗼𝗺𝗽𝗿𝗲𝗵𝗲𝗻𝘀𝗶𝘃𝗲 𝗹𝗮𝘄 𝗶𝗻𝘁𝗿𝗼𝗱𝘂𝗰𝗲𝗱 𝗶𝗻 𝗜𝗻𝗱𝗶𝗮 𝘁𝗼 𝗺𝗮𝗻𝗮𝗴𝗲 𝘁𝗵𝗲 𝗽𝗿𝗼𝗰𝗲𝘀𝘀𝗶𝗻𝗴 𝗼𝗳 𝗱𝗶𝗴𝗶𝘁𝗮𝗹 𝗽𝗲𝗿𝘀𝗼𝗻𝗮𝗹 𝗱𝗮𝘁𝗮. - The processing of personal data must be done for lawful purposes and can be based on consent or certain specified legitimate uses. - There are significant requirements for data fiduciaries (entities that manage data) to ensure data protection, including mandatory data protection impact assessments for entities handling large volumes of sensitive data. - Notable also is the framework for penalties, which can be substantial for non-compliance, reaching up to INR 250 crore. As we discuss this at the BW Legal World, with a an esteemed panel of Amar Kumar Sundram ,Sachin Kalra , Damini Bhalla , Priyanka Walesha. #data #bharat #india #legal #law #startup #dpdp #personaldata Annurag Batra RSD Bajaj Global Law Firm Ashima Ohri BW Businessworld