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Wednesday, May 11, 2016

NMQs for Coporate Law & Allied Laws.

Chapter Prevention of O & M

Ques :-
A petition by majority shareholders complaining oppression by minority shareholders.
Give your answer according to the provisions of the Companies Act, 1956.
Ans :-
Right not confined to minority: According to section 399, the right to apply for relief under section 397/398 is given to 100 members or 1/10th of the total number of members or any member or members holding not less than 1/10th of the issued share capital of the company. There is nothing in this section which suggests even indirectly that unless the application is made by minority shareholders it is not maintainable. The right to apply is, therefore, not confined to oppressed minority of the shareholders alone. It was held by Calcutta High Court in Re. Sindhri Iron Foundry (P) Ltd. that the oppressed majority also might apply for relief under section 397. Therefore, the petitioners are likely to succeed in
getting relief provided the other condition laid down in section 397 (i.e. that to wind up the company would unfairly prejudice such members, but that otherwise the facts would justify the making of a winding-up order on just and equitable ground) is satisfied, even though the Delhi High Court held a contrary view in Suresh Kumar Sanghi v. Supreme
Motors Ltd.

Saturday, May 7, 2016

SOME WHATSAPP TEXT MESSAGES THAT  WILL MAKE YOUR MOTHER'S DAY.

Tell your mother what she means to you through these heartfelt messages.

She's the classic attorney who never fails to bring you out of the chaos you create each time. No matter how much you argue with her, your mother has always been there to wipe away that tear, hold you close and love you anyway.

There is no way you can pay her back for all the sacrifices she's made for you. Though a 'thank you' may seem too small, it's important to let her know how special she is to you.

Below are 10 different messages for the different equations you may share with your mother this Mother's day.

1. If you are away from her:

All my life I kept wishing to grow older so I could finally move out and do my own thing. But now I wish I could just turn back time to be a child and hug my mom again.

I cried endlessly when you weren't there, but I promise that I won’t let tears mar the smiles that you’ve given me always.

Hoping to see you soon. Take care. Happy Mother's Day!

2. If you've been fighting with her:

Mom as I'm growing up each day, I've realised that I fight with you so much.

Even when all you want is for me to win the fight with the demon inside my head.

I love you mom. Happy Mother's Day!

3. If you're a chaotic teen:

You hear my pain when everyone else goes deaf

You always make smile when I think I can't.

You listen to my secrets and make them yours.

You give me a hug when I can't find my voice.

You wipe away the tears that the world makes me weep.

You mean more to me than you'll ever know.

You're my best friend and angel mother.

Happy Mother's Day Mom!

4. If you're sorry for what you did:

I'm sorry for the things I've done

That put you through so much, not fun

I'm sorry for bad times gone past,

Those times are regretful, not a blast

You are my mother, this much is true

also a friend who's there when I'm blue

I wish more times I would have listened to you,

To not mouth off and be so rude

It's taken me this long to see

That we've taken you for granted,

All of us, not just me.

You've always been there through good times and bad,

Never once have you left us, much like dad

Most of all I wanted to say,

We all love you, respect you, and thank you for all what you gave us.

We love you. A very Happy mother's day!

5. For your mother-in-law:

Thank you mom for the amazing person you brought up and I married.

One day I'm sure he/she will realise what you are to him/her.

I know it's hard, but I'll always try and love him/her the same way you did.

Wish you a very amazing Mother's Day and be prepared, we're showing up tonight.

We love you!

6. If you're a grown man

I'm a son to an amazing mother, a husband to a beautiful wife

and will be a parent of an enormously little person someday.

I know I never say it, but I want you to know that I'm what you made me, all the same.

I know there's nothing that can be done to pay your sacrifices but

I will try being a blend of you and dad. I will try being a father who is motherly.

Thank you Maa!

7. If you are a grown daughter

I know we don't talk much, I'm always involved or I act that I am,

But I want you to know that I miss you, your tactics and your cover ups.

Thank you for all the unwanted advises which now are starting to make sense,

You're are an incredible person and I want my children to think of me as the same,

And for that I'll have to be you. I can't promise, but I'll try.

Take care. I love you and I'll see you soon!

8. If you're a mother-to-be:

Before you were a Mom -

You slept as late as you wanted and never worried about how late you got into bed. You cleaned your house and never tripped over toys or forgot words to a lullaby.

You never worried about how poisonous can plants be or never thought about immunizations.

You had never been puked on - pooped on - spit on - chewed on, or peed on. You had complete control of your mind and My thoughts.

You never looked into teary eyes and cried, never got gloriously happy over a simple grin.

You never held a sleeping baby just because I didn't want to put it down. You never felt your heart break into a million pieces when you couldn't stop the hurt.

You never knew that something so small could affect your life so much.

You never knew that I could love someone so much. You never knew you would love being a Mom.

Now, your daughter is at the same stage you were. And will try being the best of you.

Thank you Mom, Love you always.

9. If she is growing old:

Your hands are now twisting with age and years of work,

Your hand now needs my gentle touch to rub away the hurt.

Your hands are more beautiful than anything can be.

Your hands are the reason I am me.

Happy Mother's Day mom!

10. Thank you mom!

Your arms were always open when I needed a hug. Your heart understood when I needed a friend. Your gentle eyes were stern when I needed a lesson. Your strength and love has guided me and gave me wings to fly. Happy Mother's Day!

Mothers hold their children's hands for a short while, but their hearts forever. Happy Mother's Day!

Tuesday, April 5, 2016

CA FINAL MAY & NOV 2016

Starting Series of Never Miss Questions(NMQs) for Every Paper of CA Final 2016 & Onwards.
CA Final IDT
Chapter Valuation
QUESTION:-
Surbhi Textile Ltd. (the assessee) is manufacturer of synthetic yarn, and is availing benefit of Sales Tax Incentive Scheme of State Government wherein it is allowed to retain 75% of sales tax amount collected from its customers and pay balance 25% to the State Government. The Central Excise Department has demanded inclusion of 75% portion of sales tax collected from customers and retained by the assessee, in transaction value of the goods whereas the assessee is contending that 75% portion of sales tax amount is an incentive to promote the industries and it has nothing to do with 'transaction value'. Examine with the help of a case law (if any), whether Surbhi Text ile Ltd. is liable to include 75% amount of sales tax in transaction value of the goods.
ANSWER:-
As per section 4(3)(d) of the Central Excise Act, 1944, transaction value, inter alia, excludes the amount of duty of excise, sales tax and other taxes, if any, actually paid or actually payable on such goods. Hence, the amount of sales tax is excludible from the transaction value of goods only when such amount is actually paid/payable on such goods.
In the given case, since 75% of the sales tax amount collected from the customers had been retained by the assessee and not paid to the State Government (owing to a benefit under Sales Tax Incentive Scheme), same should form part of the transaction value of the goods.
The Supreme Court, in the case of CCEx v. Super Synotex (India) Ltd. 2014 (301) E.L.T. 273 (S.C.), has held that what is not payable/not to be paid as sales tax/VAT, should not be charged from the third party/customer, but if it is charged and is not payable or paid, it should not be excluded From the transaction value. Hence, unless the sales tax is actually paid to the Sales Tax Department of the State Government, no benefit towards excise duty can be given under the concept of "transaction value" i.e., it is not excludible.
Thus, Surbhi Textile Ltd. is liable to include 75% of the sales tax retained by it, in terms of the
Sales Tax Incentive Scheme, in transaction value of goods. Further, this view has also been endorsed in another decision of Supreme Court in CCE v.Maruti Suzuki India Limited 2014 (307) ELT 625 (SC).
QUESTION:-
How will the value of samples, which are distributed free as part of marketing strategy, or as
gifts or donations, be determined? Indicate whether your answer will remain same in case such samples are notified for MRP based assessment under section 4A of the Central Excise Act, 1944.
ANSWER:-
Circular No. 813/10/2005 CX dated 25.04.2005 clarifies that value of samples which are distributed free as part of marketing strategy, or as gifts or donations is determined under rule 4 of the Central Excise Valuation (Determination of Price of Excisable Goods) Rules, 2000.
In case such samples are notified for MRP based assessment under section 4A of the Central Excise Act, 1944, Circular No. 915/05/2010 CX dated 19.02.2010 clarifies that such goods would be assessed under rule 4 of the Valuation Rules by taking into consideration the deemed value under section 4A. Accordingly, the value for payment of excise duty for samples notified for MRP based assessment would be the value determined under section 4A for the similar goods (subject to adjustment for size and pack etc.).
SHARE IT IF SEEMS EFFECTIVE TO YOU.

Monday, April 4, 2016

DONT REGRET

Never Think Of Time As Being Wasted (Everything Matters)
You might be worried about making the wrong choices when it comes to your future. You don’t want to waste a bunch of time traveling down the wrong path. When you think of every moment of your life as important you realize that time can never be wasted.

Even if you path you follow doesn’t work out your way you still gain:

Experience — Even if you spend months or years in a career you weren’t suited for, you’ve gained useful skills a long the way.
Connection — Every person you encounter a long the way has something valuable to offer. If you’re observant you’ll learn something new from everyone you meet.
Feedback — When things don’t work out your way on your initial attempt, you’ll have a better idea what to do next time.
Everything matters. The mistakes you made in the past might lead to your success in the future. When you have a high awareness level you’re able to glean useful insight from every moment.

Saturday, September 19, 2015

INCOME COMPUTATION & DISCLOSURES STANDARDS (ICDS)

Section 145(2) empowers the Central Government to notify in the Official Gazette from time to time, Income computation and disclosure standards (ICDS) to be followed by any class of assessees or in respect of any class of income, Accordingly, the Central Government has, in exercise of the powers conferred under section 145(2), notified ten income computation arid disclosure standards (ICDS,) to be followed by ALL ASSESSEES, FOLLOWING THE MERCANTILE SYSTEM OF ACCOUNTING, FOR THE PURPOSES OF COMPUTATION OF INCOME CHARGEABLE TO INCOME-TAX UNDER THE HEAD “PROFIT AND GAINS OF BUSINESS OR PROFESSION” OR “INCOME FROM OTHER SOURCES”. This notification shall come into force with effect from 1st April, 2015, and shall accordingly apply to the A.Y. 2016-17 and subsequent assessment years.
IN THE CASE OF CONFLICT BETWEEN THE PROVISIONS OF THE INCOME-TAX ACT, 1961 AND THE NOTIFIED ICDSs, THE PROVISIONS OF THE ACT SHALL PREVAIL TO THAT EXTENT.


Salient Features of ICDS:-
ü  ICDS I :- Accounting Policies
o   This ICDS deals with significant accounting policies.
o   While it recognise the fundamental accounting assumptions of Going Concern, Consistency & accrual, it does not recognise the concepts of Materiality & prudence, in select ion of accounting policies.
o   Treatment & presentation of transactions are to be governed by their substance not form.
o   Marked to market loss or an expected loss is not be recognised unless recognition of loss in accordance with the provisions of any other ICDS.

ü ICDS II :- Valuation of Inventories
o   Inventories has been defined to mean assets held for:-
§  Sale in the ordinary course of business;
§  In production process for such sale;
§  In form of materials or supplies to be consumed in the production process or in the rendering of services.
o   This ICDS requires inventory to be valued at cost or NRV whichever is lower
o   This ICDS requires disclosure of accounting policies adopted in measuring inventories including the cost formulae used  and total carrying amount of inventories and its classification to the appropriate person.

ü  ICDS III :- Construction Contracts
o  This ICDS is required to be applied in determination of income for a construction contract of a contractor.
o  It recognises percentage of completion Method (POCM) for recognizing the contract revenue  & contract cost associated with the construction Contracts.
o  This ICDS also contains certain disclosures requirements , like amount of contract revenue  recognised as revenue during the period, the methods used to determine the stage of completion of contracts in progress etc.

ü ICDS IV :- Revenue Recognition
o  This ICDS deals with the bases for  recognition of revenue arising in the course of ordinary activities of a person from –
§  The Sale of goods;
§  The rendering of services;
§  The use by others of the person’s resources yielding interest, dividends or royalities.
o   It does not deal, however, with the aspects of revenue recognition which are dealt with by other ICDSs.
o    Revenue & is the gross inflow of cash, receivables or other consideration arising in  the course of the ordinary activities of a person  from the sale of goods, from the rendering of services, or from the use by others of the person’s resources yielding interest, royalties or dividends. In an agency relationship, the revenue is the amount of commission and not the gross inflow of cash, receivables or other consideration.
o    This ICDS also contains a provision wherein the revenue from sale of goods could be recognized when there is reasonable certainty of its ultimate collection.
o   However, “reasonable certainty for ultimate collection” is not a criterion for recognition of revenue from rendering of services or use by others of person’s resources yielding interest, royalties or dividends.
o   This ICDS contains certain disclosure requirements, like the amount of revenue from service transactions recognized as revenue during the previous year, the method used to determine the stage of completion of service transactions in progress, information relating to service transactions in progress at the end of the previous year etc.

ü ICDS V: Tangible Fixed Assets:-
o     This ICDS deals with the treatment of tangible fixed assets.
o     It contains the definition of tangible fixed assets which also provides the criteria for determining whether an item is to be classified as a tangible fixed asset.
o     “Tangible fixed asset” is an asset being land, building, machinery, plant or furniture held with the intention of being used for the purpose of producing or providing goods or services and is not held for sale in the normal course of business.
o     This ICDS provides the components of actual cost of such assets and valuation of such assets in special cases.
o     The fair value of a tangible fixed asset acquired in exchange for shares or other securities or another asset shall be its actual cost.
o     The ICDS also provides that depreciation on such assets and income arising on transfer of such assets shall be computed in accordance with the provisions of the Income-tax Act, 1961.
o     The ICDS also contains disclosure requirements in respect of such assets, like the description of asset or block of assets, rate of depreciation, actual cost or written down value, as the case may be, etc.

ü ICDS VI: The Effects of changes in foreign exchange rates
o     This ICDS deals with treatment of transactions in foreign currencies, translating the financial statements of foreign operations and treatment of foreign currency transactions in the nature of forward exchange contracts.
o  This ICDS requires exchange differences arising on settlement of monetary items or conversion thereof at last day of the previous year to be recognized as income or as expense in that previous year.
o  In respect of non-monetary items, exchange  differences arising on  conversion thereof as at the last day of the previous year shall not be recognized as income or as expense in that previous year.
o  The ICDS contains provisions for initial recognition, conversion at the last date of the previous year and recognition of exchange differences. These provisions shall be subject to the provisions of section 43A of the Income-tax Act, 1961 and Rule 115 of the Income-tax Rules, 1962.
o   The ICDS requires classification of a foreign operation as an integral foreign operation or a non-integral foreign operation.

ü ICDS VII: Government Grants
o  This ICDS deals with the treatment of government grants. It recognizes that government grants are sometimes called by other names such as subsidies, cash incentives, duty drawbacks etc.
o  This ICDS does not deal with Government assistance other than in the form of Government grants and Government participation in the ownership  of the enterprise.
o It requires recognition of Government Grants when there is a reasonable assurance that (h. person shall comply with the conditions attached to them and the grants shall be received. However, it also states that recognition of Government grant shall not be postponed beyond the date of actual receipt.
o  This ICDS requires Government grants relatable to depreciable fixed assets to be reduced from actual cost/WDV, It further provides that where the Government grant is not directly relatable to the asset acquired, then a pro-rata reduction of the amount of grant should be made in the same proportion as such asset bears to all assets with reference to which the Government grant is so received.
o     The standard requires grants relating to non-depreciable fixed assets to be recognized as income over the same period over which the cost of meeting such obligations is charged to income.
o  The standard also requires Government grants receivable as compensation for expenses or losses incurred in a previous financial year or for the purpose of giving immediate financial support to the person will no further related costs to be recognized as income of the period in which it is receivable.
o  All other Government Grants have to be recognized as income over the periods necessary to match them with the related costs which they are intended to compensate.
o   The standard contains certain disclosure requirements, like nature and extent of Government grants recognized during the previous year as income , nature and extent of Government grants not recognised during the previous year as income and reasons thereof etc.

ü ICDS VIII: Securities
o  This ICDS deals with securities held as stock-in-trade.
o  It requires securities to be recognized at actual cost on acquisition, which shall comprise of its purchase price and include acquisition charges like brokerage, fees, tax, duty or cess.
o The actual cost of a security acquired in exchange for other securities or another asset shall be the fair value of the security so acquired.
o  Subsequently, at the end of any previous year, securities held as stock-in-trade have to be valued at actual cost initially recognized or net realizable value at the end of that previous year, whichever is lower.
o  It goes on to provide that such comparison of actual cost initially recognized and net realizable value has to be done category-wise and not for each individual security.
ü ICDS IX: Borrowing Costs
o  This ICDS deals with the treatment of borrowing costs. It does not deal with the actual or imputed cost of owners’ equity and preference share capital.
o  It requires borrowing costs which are directly attributable to the acquisition, construction or production of a qualifying asset to be capitalized as part of the cost of that asset. Other borrowing costs have to be recognized in accordance with the provisions of the Act.
o   Qualifying asset has been defined to mean –
§  land, building, machinery, plant or furniture, being tangible assets;
§ know-how, patents, copyrights, trade-marks, licences, franchises or any other business or commercial rights of similar nature, being intangible assets;
§ inventories that require a period of twelve months or more to bring them to a saleable condition.
o   This ICDS requires capitalization of specific borrowing costs and general borrowing costs.
o   This ICDS provides the formula for capitalization of borrowing costs when funds are borrowed generally and used for the purpose of acquisition, construction or production of a qualifying asset.
o  It also provides as to when capitalization of borrowing costs would commence and cease.
o   It requires disclosure of the accounting policy adopted for borrowing costs and the amount of borrowing costs capitalized during the year.

ü ICDS X: Provisions. Contingent Liabilities and Contingent Assets
o  This ICDS deals with Provisions, Contingent Liabilities and Contingent Assets. However, it does not deal with provisions, contingent liabilities and contingent assets -
o  resulting from financial instruments,
o  resulting from executory contracts,
o  arising in insurance business from contracts with policyholders and
o  covered by another ICDS.
It also does not deal with recognition of revenue dealt with by ICDS on Revenue Recognition.
o The ICDS specifies the conditions for recognition of a provision, namely, existence of a present obligation as a result of a past event, reasonable certainty that outflow of resources embodying economic benefits will be required to settle the obligation and making a reliable estimate of the amount of the obligation.
o  It provides that a person shall not recognize a contingent liability or a contingent asset However, it requires contingent assets to be assessed continually. When it becomes reasonably certain that inflow of economic benefit will arise, the asset and related income have to be recognized in the previous year in which the change occurs.
o  It contains provisions for measurement and review of a provision and asset and related income.
o  It also provides that a provision shall be used only for expenditures for which the provision was originally recognized.

o   The ICDS also contains specific disclosure requirements in respect of each class of provision, asset and related income recognized.

Tuesday, September 15, 2015

Statutory Registers to be maintained under Companies Act, 2013

Statutory Registers to be maintained under Companies Act, 2013

The Companies Act, 2013(the Act) and the rules made there under (‘’the rules’’) lays down that every company incorporated under the act has to maintain Statutory Registers (“the Registers”).

The Registers need to maintained and updated eventually and should be kept at the Registered Office of the Company. Some of the registers are required to be kept open for inspection by Directors, Members, Creditors and by other persons. A company is required to provide the extracts from the registers, if demanded by the Directors, Members, Creditors and by other persons on payment of specified fees.

List of Registers to be maintained by the Company:-
1. Section 88(1) and Rule3(1) of Companies (Management and Administration) Rules , 2014 MGT -1:
Registers of Members

2. Section 88(1) and Rule 4 of Companies (Management and Administration) Rules , 2014 MGT -2:
Registers of Debenture Holders

3. Section 88(2) and Rule 6 of Companies (Management and Administration) Rules , 2014
Index of Members

4. Section 88(2)
Index of debenture holders

5. Section 88(3)
Registers and Index of Beneficial Owner

6. Section 88(4) and Rule 7 of the Companies (Management and Administration) Rules, 2014 MGT -3:
Foreign Register of Members, Debenture holders, other security holders or beneficial owners residing outside the India

7. Rule 6 of the Companies (Share Capital & Debentures) Rules, 2014 Form SH-2 :
Register of Renewed and Duplicate Share Certificate

8. Section 54 and Rule 8(14) of the Companies(Share Capital & Debentures) Rules, 2014 Form SH-3:
Register of Sweat Equity Shares

9. Section 62 and Rule 12(10) Form SH-6:
Register of Employee Stock Options

10. Section 68 and Rule 17 (12) of the Companies(Share Capital & Debentures) Rules, 2014 Form SH-10:
Register of Shares or Securities Bought Back

11. Section 170(1) and Rule 17 of the Companies(Appointment and Qualification of Directors)Rules, 2014
Registers of Directors and KMPs

12. Section 73 and Rule 14 of the Companies(Acceptance of Deposits) Rules,2014  
Register of Deposits

13. Section 85 and Rule 7 of the Companies(Registration of Charges) Rules, 2014 Form CH-7:
Register of Charges

14. Section 186 and Rule 12 of the Companies(Meeting of Board and its Powers) Rules, 2014  Form MBP -2:
Register of Loans/Guarantee/Security and Acquisition by Company

15. Section 187 and Rule 14 of the Companies (Meeting of Board and its Powers) Rules , 2014 Form MBP-3 :
Register of Investments not held in its own name

16. Section 189 and Rule 16 of the Companies (Meeting of Board & its Powers) Rules, 2014 Form MBP -4 :
Register of Contracts or Arrangements in which Directors are interested.