Secretarial practice to form Limited Liability Partnership (LLP) in India

Steps to form an LLP

 

1. Every name application shall be in Form 1 and be accompanied by fee as mentioned in Annexure ‘A’ and the Registrar shall inform to the applicant for reservation or non reservation of the changed name or the name with which the proposed LLP is to be registered ordinarily within 7 days of the receipt of application.

 

2. Where the Registrar informs applicant about reservation of name with which the LLP is to be registered or changed name, as the case may be, such name shall be available for reservation for a period of 3 months from the date of intimation by the Registrar. 

 

3. Enter the details of 2 proposed Designated Partners and 1 of whom should be resident of India.

 

“The Resident of India” means a person who has stayed in India not less than 182 days during immediately preceding 1 year.

 

“Designated partner” may be individual, LLP, company, LLP incorporated outside India(LIOI), company incorporated outside India (CIOI).

 

4. Enter the DPIN (Designated Partner Identification Number), if any or Income Tax PAN or Passport No. of the applicant in Form 1 for reservation of name.  Hence, one can reserve the name for LLP even before obtaining DPIN also.

 

5. How to Obtain Designated Partners Identification Number (DPIN)

 

·        All designated partners of the proposed LLP shall obtain “Designated Partner Identification Number (DPIN)” by filing an application individually online in Form -7 along with Rs. 100/-.

·        Take the print out of the application form, affix a latest passport size photograph and get it attested/certified for submission physically along with documentary evidences for proof of identify and proof of residence with the Registrar LLP.

·        The provisional DPIN will be valid for 60 days from the date on which it was generated.

·        Deliver the printed and signed application form, along with the prescribed documents by hand/courier/registered post to the Office of Registrar, Ministry of Corporate Affairs,  3^rd Floor, “Paryavaran Bhawan”, CGO Complex,

Lodhi Road, New Delhi

-110003.

6. LLP to intimate your DPIN to Registrar - After the designated partner has intimated the DPIN allotted to the LLP, the LLP is then required to intimate the DPINs of its designated partner to Registrar the in Form 4.

7. Then, one can proceed to file Incorporation document and statement in form 2 for formation of LLP, as pre-certified by a professional.

·        On submission of complete documents the Registrar after satisfying himself about compliance with relevant provisions of the LLP Act will register the LLP, maximum within 14 days of filing of Form-2 and will issue a certificate of incorporation in Form-16.

·        Form 3 (Information with regard to LLP agreement and changes, if any made therein) and Form-4 (Notice of Appointment of Partner/Designate Partner, his consent etc.) may be filed with the prescribed fee simultaneously at the time of filing Form-2 or within 30 days of the date of incorporation or within 30 days of such subsequent changes.

 

To understand the LLP Act, 2008, LLP Rules, 2009, LLP Forms, Statutory Fees or Professional service to form an Limited Liability Partnership (LLP), kindly visit What Professionals should know about Limited Liability Partnership (LLP) law in India as on 1st April 2009

 

 

No more triplicate or duplicate, the effect of eforms in Companies Act, 1956

The Ministry of Corporate Affairs (MCA) has made e-filing mandatory for most of the aspects in the Companies Act.  As a result of which there is no more meaning to the words duplicate or triplicate copies to be filed of a particular document as its made online.

 

Hence, MCA vide notification G.S.R. 70(E) dated 3.2.2009 has amended sections 220, 303 & 594 of Companies Act, 1956 by substituting the word COPY instead of triplicate or duplicate in relevant places.

 

Click here for the details of notification G.S.R 70 (E) - Modifications in section 220, 303 and 594 of Companies Act, 1956.

Schedule VI Horizontal Form of Balance Sheet under Companies Act in 6th Column....& AS 11

Yes, MCA vide Notification No. GSR 226(E) dated 31.03.2009 has made the following amendments in Schedule VI of Companies Act, 1956.

 

The following Explanation 1 & Explanation 2 as given in the Second Paragraph of the last column (6th Column) of A. Horizontal Form of Balance Sheet under Schedule VI of Companies, 1956 shall be omitted with effect from 31st March 2009.  For details, click Notification No. GSR 226(E) dated 31.03.2009

 

Explanation 1: This paragraph shall apply in relation to all balance-sheets that may be made out as at the 6th day of June,1966, or any day thereafter and where, at the date of issue of the notification of the Government of India, in the Ministry of Industrial Development and Company Affairs (Department of Company Affairs), G.S.R. No. 129, dated the 3rd day of January, 1968, any balance sheet, in relation, to which this paragraph applies, has already been made out and laid before the company in Annual General Meeting, the adjustment referred to in this paragraph may be made in the first balance-sheet made out after the issue of the said notification.

 

Explanation 2.—In this paragraph, unless the context otherwise requires, the expressions "rate of exchange", "foreign currency" and "Indian currency" shall have the meanings respectively assigned to them under sub-section (1) of section 43A of the Income-tax Act, 1961 (43 of 1961), and Explanation 2 and Explanation 3 of the said sub-section shall, as far as may be, apply in relation to the said paragraph as they apply to the said sub-section (1).

 

Further, The Companies (Accounting Standard) Amendment Rules, 2009 has amended Accounting Standard 11 (AS 11) on the effects of changes in Foreign Exchange Rates by including a provision no. 46 after 45.  The details of which can be accessed from Notification No. GSR 225(E) dated 31.03.2009

All PAN details online & you can verify it too now, keep filing

Thanks Ms. Monica Bhardwaj of CS Mysore 

Dear Professionals,

 

To enable eligible Entities verify Permanent Account Numbers (PANs), Income Tax Department (ITD) has authorized National Securities Depository Limited (NSDL) to launch an online PAN verification service for verification of PANs by authorized entities.

Entities who can avail of this facility:

• Government Agencies (Central/State)
• Reserve Bank of India
• Banks
• Depositories
• Depository Participants
• Mutual Funds
• Companies (Required to furnish Annual Information Return)
• Credit card Companies / Institutions
• Any other entity required to furnish Annual Information Return
• Stock Exchanges
• Companies and Government deductor (Required to file TDS/TCS return)

Service

This service has three modes of verification:
(1) Screen based verification
(2) File based verification
(3) Software (API) Based Verification

It would not be possible to mail you all the details since they are very exhaustive.

You will be required to visit the following links to get the exact details viz.
1. For Charges:
http://www.tin-nsdl.com/onlinepancharges.asp

2. For Pre-Requisites:
http://www.tin-nsdl.com/onlinepanprereq.asp

3. For Registration:
http://www.tin-nsdl.com/onlinepanreg.asp

4. For Registration Status Tracking
http://www.tin-nsdl.com/onlinepanregstatus.asp

5. For Authorisation:
http://www.tin-nsdl.com/onlinepanauth.asp

6. For Uploading Procedure:
http://www.tin-nsdl.com/onlinepanupproc.asp

All this is links are on the left panel of the below webpage: 
http://www.tin-nsdl.com/onlinepanintro.asp

Enjoy filing....

Swipe freely your Debit & ATM cards without any second thought now…

<>Customer charges for use of ATMs for cash withdrawal and balance enquiry RBI/2007-2008/260 DPSS No.1405 / 02.10.02 / 2007-2008 dated 10th March 2009 </> Sr.No. Service Charges (i) For use of own ATMs for any purpose Free (with immediate effect) (2) For use of other bank ATMs for balance enquiries Free (with immediate effect) (3) For use of other bank ATMs for cash withdrawals Free - with effect from April 1, 2009. For the services at (1) and (2) above, the customer will not be levied any charge under any other head and the service will be totally free. The service charges for the following types of cash withdrawal transactions may be determined by the banks themselves: (a) cash withdrawal with the use of credit cards (b) cash withdrawal in an ATM located abroad. Read the RBI circular in 83421.pdf

FII’s rush with your debt request to SEBI tonight when clock ticks 23:59 PM IST

Yes, as you are aware the Government of India reviewed the External Commercial Borrowing policy and increased the cumulative debt investment limit by USD 9 billion (from USD 6 billion to USD 15 billion) for FII investments in Corporate Debt.  Click here for the amendment.

1. As per SEBI circular No. IMD/FII & C/37/2009 dated February 06, 2009 USD 8 billion shall be allocated to the FIIs/ sub-accounts in an open bidding platform.
2. The remaining limit for investment in corporate debt shall be allocated among the FIIs/sub-accounts on a ‘first come first served’ basis in terms of SEBI circular dated January 31, 2008, subject to a ceiling of Rs.249 cr. per registered entity.
3. The debt requests in this regard shall be forwarded to the dedicated email id fii_debtrequests@sebi.gov.in . The window for first come first served process shall open at 23:59 PM IST, March 17, 2009. Time period for utilization of the allocated debt limit through first come first served shall be 11 working days from the date of the allocation.

Find more details of this circular no. IMD/FII & C/38/2009 dated March 13, 2009 in http://www.sebi.gov.in/circulars/2009/fii382009.html

Now Buy Back FCCB till 31st December 2009

1. Attention of Authorized Dealer Category - I (AD Category - I) banks is invited to the A. P. (DIR Series) Circular No.39 dated December 08, 2008 on the captioned subject. In terms of Para 7 of the above circular, the entire procedure of buyback should be completed by the Indian Companies by March 31, 2009.

2. It has been decided to extend the date for completing the entire procedure for buyback of FCCBs from March 31, 2009 to December 31, 2009. Accordingly, the entire procedure of buyback should be completed by December 31, 2009.

3. All the other terms and conditions of buyback / prepayment of FCCBs as mentioned in A. P. (DIR Series) Circular No.39 dated December 08, 2008, shall remain unchanged.

For the status before this amendment, kindly click Prepayment of FCCB.

Click here for the said amendment RBI/2008-09/411 A. P. (DIR Series) Circular No. 58 dated 13th March 2009.

SEBI guidelines for Exit option to Regional Stock Exchanges

RSE means Recognised Stock Exchange u/s. 4 of SCRA as Regional Stock Exchange concept is almost extinct.

For - Regional Stock Exchanges (RSEs) whose recognition is withdrawn and/or renewal of recognition is refused by SEBI and RSEs who may want to surrender their recognition

1. The brokers/trading members of such de-recognised stock exchanges shall be liable to pay SEBI registration fees as per Schedule III of the SEBI (Stock Brokers and Sub Brokers) Regulations, 1992 till the date of such de-recognition. Dues of the brokers to SEBI shall be recovered by the exchange out of the brokers’ deposits / capital / share of sale proceeds / winding up proceeds / dividend payable, etc. available with the exchange and transferred to SEBI.
2. In case the stock exchange, after de-recognition, continues as a corporate entity under the Companies Act, 1956, it shall not use the expression ‘stock exchange’ or any variant in its name or in its subsidiaries name so as to avoid any representation of any present or past affiliation with the stock exchange.
3. The companies which are listed in such de-recognised RSEs and also listed in any other stock exchange(s) may continue to remain listed in the other stock exchange(s). In case of companies exclusively listed on those de-recognised stock exchanges, it shall be mandatory for such companies to either seek listing at other stock exchanges or provide for exit option to the shareholders as per SEBI Delisting Guidelines / Regulations after taking shareholders’ approval for the same, within a time frame, to be specified by SEBI, failing which the companies shall stand delisted through operation of law.

Find full details in SEBI Circular MRD/DoP/SE/Cir- 36 /2008 dated 29.12.2008

CS, CA & CWA can certify under Consortium lending of banks is clarified with revised formats

Lending under Consortium Arrangement / Multiple Banking Arrangements

1. Please refer to  circular RBI/2008-09/354/UBD.PCB.No.36/13.05.000/2008-09 dated January 21, 2009 on the captioned subject.
2. In terms of Paragraph 2(iii) of the above circular, in order to strengthen the information sharing system among banks in respect of the borrowers enjoying credit facilities from multiple banks, the banks are required to obtain regular certification by a professional, preferably a Company Secretary, regarding compliance of various statutory prescriptions that are in vogue, as per specimen given in Annex III to the above circular.

3. In this context it is clarified that in addition to Company Secretaries, banks can also accept the certification by Chartered Accountants & Cost Accountants. Further, on the basis of suggestions received from Indian Banks Association, Annex III – Part I & Part II (copy enclosed)has also been modified. 

Find the said RBI/2008-2009/382 UBD.PCB.No. 49  /13.05.000/2008-09  in CN49LUCAM.pdf

[MSMED]Small Scale Industry definition only under MSMED Act for IDRA too

Small Scale & Ancillary Industry becomes Small or Medium Enterprise even for the purpose of IDRA.

Rescinding of Notification No.857(E) dated 10 December, 1997

The above said notification lists the factors on the basis of which an industrial undertaking shall be regarded as a small scale or as an ancillary industrial undertaking for the purposes of Industries (Development and Regulation) Act, 1951 (IDRA).  It is the impact of Micro, Small & Medium Enterprises Development Act, 2006, the said notification was rescinded.  Read about MSMED Act in http://yehseeyes.blogspot.com/2007/11/micro-small-and-medium-enterprises.html

The central Government considers it necessary with a view to ascertain which ancillary and small scale industrial undertakings need supportive measures, exemption or other favourable treatment under the Industries (Development and Regulation) Act, 1951 (65 of 1951) herein after referred to as the said Act) to enable them to maintain their viability and strength so as to be effective in –

1. promoting in a harmonious manner the industrial economy of the country and easing the problem of unemployment, and

2. securing that the ownership and control of the material resources of the community are so distributed as best to subserve the common good.

& for which purpose has rescinded the above said notification vide Notification SO. 563(E) dated 27th February 2009.

Consequently even the format of Industrial Entrepreneurial Memorandum (IEM) got amended, which now reads instead for IDRA – enterprise for goods pertaining to Schedule-I industry or employing plant & machinery as value addition to final product with distinct name/character/use. Find the said amendment in http://www.laghu-udyog.com/publications/circulars/GazNot/SO-199(E).pdf

Keep tracking Industries amendment using Industries DIPP updates

[Press Note 2009]FDI, Downstream Invesment, clarification & types of companies

Downstream investment refers to either fresh investment or acquisition by foreign-owned Indian holding company in a project of different activity which may or may not belong to the same group.

Click here for Press Note 2 of 2009 series regarding "Guidelines for calculation of total foreign investment i.e. direct and indirect foreign investment, including downstream investment in any or all Indian companies". 'Downstream investment' means indirect foreign investment by one Indian company into another Indian company by way of subscription or acquisition in terms of Press Note 2 of 2009. Para 5.2 of the said Press Note provides the guidelines for calculation of indirect foreign investment with conditions specified in para 5.5. It has definition of terms "when an Indian Company is owned and controlled by resident Indian citizens" OR "when an Indian company is owned or controlled by non-resident entities" OR "foreign investment". Download Press Note 2 from http://siadipp.nic.in/policy/changes/pn2_2009.pdf

Click here for Press Note 3 of 2009 series regarding "Guidelines for transfer of ownership or control of Indian companies in sectors with caps from resident Indian citizens to non-resident entities" with definition of terms "owned by resident Indian citizens & Indian companies" OR "controlled by resident Indian citizens or Indian companies" OR "owned by non-resident entities" OR "controlled by non-resident entities". It is clarified that these guidelines will not apply for sectors/activities where there are no foreign investment caps, that is, 100% foreign investment is permitted under the automatic route. Download Press Note 2 from http://siadipp.nic.in/policy/changes/pn3_2009.pdf

Click here for Press Note 4 of 2009 series regarding "Clarificatory guidelines on downstream investment by Indian Companies". The 'guiding principle' is that downstream investment by companies 'owned' or 'controlled' by non resident entities would require to follow the same norms as a direct foreign investment i.e. only as much can be done by way of indirect foreign investment through downstream investment in terms of Press Note 2 (2009 series) as can be done through direct foreign investment and what can be done directly can be done indirectly under same norms. It has definitions of "operating company" OR "investing company". It can be downloaded from http://siadipp.nic.in/policy/changes/pn4_2009.pdf

The classification for the purpose of Foreign Direct Investment (FDI) include:
Only Operating Companies - to comply with respective sectoral conditions & caps for foreign investment.
Operating-cum-investing companies - to comply with respective sectoral conditions & caps for foreign investment and the subject Indian companies into which downstream investments are made by such companies should also comply with its respective sectoral conditions & caps.
Investing companies - require prior approval of Government or FIPB for foreign investment and the subject Indian companies into which downstream investments are made by such companies should also comply with its respective sectoral conditions & caps.
Companies with no operations or downstream investments - require approval of Government or FIPB for foreign investment and when such company commences business or makes downstream investment it will have to comply with its respective sectoral conditions & caps.

Downstream investment by OTHER THAN 'only operating companies' is subject to following conditions:

1. To notify SIA, DIPP and FIPB of its downstream investment within 30 days of such investment even if equity shares/CCPS/CCD have not been allotted;
2. If by way of induction of foreign equity in an existing Indian Company to be duly supported by a resolution of the Board of Directors supporting the said induction as also a shareholders Agreement if any;
3. Issue/transfer/pricing/valuation of shares shall be in accordance with applicable SEBI/RBI guidelines;
4. Investing companies would have to bring in requisite funds from abroad and not leverage funds (not raising debts) from domestic market for such investments.

Thats it about Press Notes 2, 3 & 4 of 2009. TO keep track of Press Notes, click http://yehseeyes.blogspot.com/search/label/Industries%20DIPP

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Company Secretary (ICSI) Executive & Professional Programme daily/crash classes for June/December 2009 exams

 

CS CRASH BATCHES FOR JUNE 2009 EXAMS - Company Secretary Professional Programme

Professional Module	CS CRASH CLASSES	TIME & DATE
II	Corporate Restructuring & Insolvency	12 to 6 PM on 18th & 19th April 2009
III	Strategic Management, Alliances & International Trade (World Trade Organisation)	12 to 6 PM on 25th & 26th April 2009
IV	Financial, Treasury & Forex Management	8 AM to 1 PM & 2 to 7 PM on 2 & 3rd May 2009
V	Drafting, Appearances & Pleadings	6 AM to 12 noon on 9th & 10th May 2009

 

 

 

 

 

 

 

 

 

 

 

CS CRASH BATCHES FOR JUNE 2009 EXAMS - Company Secretary Executive Programme

Executive Module	CS CRASH CLASSES	TIME & DATE
II	Economic & Labour Laws	12 to 6 PM on 9th & 10th May 2009
II	Securities Laws & Compliances	6 AM to 12 noon on 16th & 17th May 2009

FEES

• Rs.1000 PER subject for CS Executive Program
• Rs.1200 PER subject for CS Professional Program

CS DAILY BATCHES FOR DECEMBER 2009 EXAMS

CS PROFESSIONAL PROGRAMME

Professional Module	CS DAILY CLASSES	TIME & DATE
I	Company Secretarial Practice	Every Monday 0630AM to 0830AM
III	Strategic Management, Alliances & International Trade	Every Tuesday 0630AM to 0830AM
IV	Due Diligence & Corporate Compliance Management	Every Wednesday 0630AM to 0830AM
II	Corporate Restructuring & Insolvency	Every Thursday 0630AM to 0830AM
IV	Governance, Business Ethics & Sustainability	Every Friday 0630AM to 0830AM
III	Advanced Tax Laws & Practice	Every Saturday 0630AM to 11AM
I	Drafting, Appearances & Pleadings	Every Saturday 0630PM to 0830PM
II	Financial, Treasury & Forex Management	Every Sunday 8AM to 12NOON

DURATION – 15^th June to 31^st August 2009

FEES – Rs. 2000 PER subject OR Rs. 15000 for all 8 subjects

CS DAILY BATCHES FOR DECEMBER 2009 EXAMS

CS EXECUTIVE PROGRAMME

Mod	Papers	Days with Us	Timing
ONE	General & Commercial Laws	Saturday's & Sundays	0630-0830 PM & AM
ONE	Company accounts, Cost & Management accounting	Sunday	8AM to 12 NOON
ONE	Tax Laws	Saturday's	0630AM to 11AM
TWO	Company Law	Monday's & Tuesday's	0630 AM to 0830 AM
TWO	Economic & Labour Laws	Wednesday's & Thursday's	0630 AM to 0830 AM
TWO	Securities Laws & Compliances	Friday's & Saturday's	0630 AM to 0830 AM

DURATION – 1^st September to 31^st October 2009

FEES – Rs. 2000 PER subject OR Rs. 5300 PER MODULE

CS CRASH BATCHES FOR DECEMBER 2009 EXAMS

CS executive & professional program

DURATION – 2 DAYS PER SUBJECT FROM 20^th October onwards

Contact: Learn Labz, 128, Veeraperumal Koil Street, Mylapore, Chennai.

Call Vijay @ +91 93829 35598