REGULATORY

1. MCA Issues clarification on provision regarding absolute figures in e-forms: MCA

Notification GSR. 207(E) dated 24th March 2021
As per the Amendment to Schedule III to the Companies Act, 2013 mandates companies to round
off the figures appearing in the Financial Statements depending upon their total income. However,
if the companies provide absolute figures in e-forms ie. AOC-4, the same shall not be treated as
incorrect certification by the Professionals.
2. MCA extends deadline for filing e-form DIR-3-KYC by 15 days, to Oct 15: General Circular
No. 09/2022 dated September 28, 2022
MCA has extended the due date for filing the Form of DIR-3 KYC and DIR 3 KYC Web in respect
of Financial Year 2021-22 from 30th September 2022 to 15th October 2022 without payment of a
fee.

3. Govt. extends existing Foreign Trade Policy by further 6 months: Notification No.
37/2015-2020, Dated: 29th September, 2022.
The commerce and industry ministry had earlier announced that it will release the new FTP by
the end of this month, however exporters and industry bodies have strongly urged the
government that in view of the prevailing, volatile global economic and geopolitical situation, it
would be advisable to extend the current policy for some time and undertake more consultations
before coming out with the new policy. The government has always involved all stakeholders in
formulating policy. In view of this, it has been decided to extend the Foreign Trade Policy 2015-
20, valid till Sept 30, 2022, for a further period of six months, w.e.f. October 1, 2022.

4. Date for filing of annual returns under Para 5.15 of HBP 2015-20 extended: Public Notice
No. 27/2015-2020, Dated 29th September 2022.
The Directorate General of Foreign Trade (DGFT) extended the due date for filing Annual Return
under the Export Promotion Capital Goods Scheme (EPCG Scheme) for the year of 2022-23 till
31st December 2022 earlier it was 30th September 2022.

5. RBI uniforms the Late Submission Fee (LSF) to be paid for different reporting delays
under FEMA: RBI/2021-22/122 A.P. (DIR Series) Circular No.16 dated 30-09-2022

The reporting delays under FEMA can be regularised on the submission of LSF. As on date
different methodologies existed for the calculation of LSF to be paid for various reporting delays.
RBI has now decided to bring uniformity in the imposition of LSF across functions. A uniform fee
is to be paid for various delays in reporting.

6. Introduces confidential pre-filing of IPO documents, alternative method for

appointment/removal of Independent Directors: Press release by SEBI Board
The Securities and Exchange Board of India (Sebi) is set to allow companies holding initial public
offerings (IPOs) to submit “Confidential pre-filing of offer documents” On
30th September,2022, proposed allowing companies targeting stock market initial public offerings
(IPOs) to submit a confidential "pre-filing document, in an effort aimed at safeguarding their
sensitive Business information. If the company decides to proceed with the offer, it will have to
update the document with Sebi’s observations and the latest financials before putting it in the
public domain.
However, currently Companies first file a draft prospectus with SEBI that contains regulatory
disclosures, which is also released publicly for comments for at least 21 days. Later, after
incorporating any regulatory and other feedback, a final prospectus is filed for approval
again. Time of Approval: Typically, the approval process takes 30-70 days after filing of the draft
offer document. It means, an issuer may choose not to pursue an IPO after undergoing the whole
process.
Alternative method for appointment/removal of Independent Directors: Currently, the
appointment, re-appointment or removal of independent directors is to be made through a special
resolution. For a special resolution to be passed, the number of votes in favour should be at least
three times those against the resolution. Sebi's board, during its meeting held here on Friday,
approved an alternative method for the appointment and removal of independent directors
appointed for the first term.
Under the alternate mechanism, if the special resolution for appointment of an independent
director does not get the requisite majority, then following two other thresholds would be tested:
-- for ordinary resolution; and
-- for majority of minority shareholders.
If the resolution crosses the above two thresholds, in the same voting process, then such a
resolution for appointment of the independent director would be deemed to be approved by
shareholders. "The same threshold will also be applicable for removal of an independent director
appointed under this alternate mechanism," the release said.
7. SEBI tweaks Operational Guidelines for FPIs, DDPs and EFIs: Circular No.
AFD/P/CIR/2022/125, Dated 26th September 2022.
SEBI has issued Operational Guidelines under SEBI (Foreign Portfolio Investors), Regulations
2019 for FPIs, DDPs and EFIs on November 5, 2019. As per Para 4 (i) of the Guidelines, the
entities which engage Multiple Investment Managers (MIM), should appoint external Investment
Managers. However, Market participants requested SEBI to remove this requirement.
In view of the requests from the market participants, SEBI has modified the operational
guidelines for FPIs, DDPs and EFIs pertaining to FPIs registered under MIM structure. The new
Para 4 (i) was inserted, substituting the existing Para 4(i). As per the modification, an entity that
engages multiple investment managers (MIM) can obtain FPI registrations mentioning the name
of investment manager for each of the registration. Further, such applicants can obtain different
DDPs for each registration without any external investment managers in the case of MIM
structures.