Archive for the ‘Guidelines’ Category


Clarification to the “Guidelines for Business Continuity Plan (BCP) and Disaster Recovery (DR) Circular dated April 13, 2012”

CIRCULAR, CIR/MRD/DMS/ 17 /2012, dated June 22, 2012

All Stock Exchanges / All Depositories

1. SEBI vide circular no CIR/MRD/DMS/12/2012 dated April 13, 2012 had issued broad guidelines for Business Continuity Plan and Disaster Recovery for Stock Exchanges and Depositories.

2. In this regard, Stock Exchanges and Depositories have sought guidance and clarifications regarding some of the provisions of the circular.

3. Upon examination it has been decided to modify the guidelines as under:

a. Clause 1. ii. may be read as:

“Apart from DRS, stock exchanges should have a Near Site (NS) to ensure zero data loss whereas, the depositories should also ensure zero data loss by adopting a suitable mechanism”.

b. Clause 1. v. b) may be read as:

“Exchanges / Depositories should have Recovery Time Objective (RTO) and Recovery Point Objective (RPO) not more than 4 hours and 30 minutes, respectively”.

c. Clause 1. vii. c) may be read as:

“Stock Exchanges / Depositories / Clearing Houses or Clearing Corporations of Stock Exchanges should also demonstrate their preparedness to handle any issue which may arise due to trading halts in stock exchanges and / or failure or stoppages at other Stock Exchanges / Depositories / Clearing Corporations”.

4. This circular is being issued in exercise of powers conferred under Section 11 (1) of the Securities and Exchange Board of India Act, 1992 to protect the interests of investors in securities and to promote the development of, and to regulate the securities market.

5. This circular is available on SEBI website at www.sebi.gov.in under the categories “Legal Framework” and “Circulars”.

Yours faithfully,

B. J. Dilip

Deputy General Manager

+91-22-26449682

dilipbj@sebi.gov.in

Click here to download the complete text of the above Circular in PDF Format- CIRCULAR, CIR/MRD/DMS/ 17 /2012, dated June 22, 2012.

Source: Securities and Exchange Board of India.

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NEW LLP PORTAL – GUIDELINES FOR STAKE HOLDERS

NEW LLP PORTAL – USER REGISTRATION & LOGIN

Any user willing to avail any LLP related service for which payment of fees is required need to register on MCA21 system. For registration, users have been categorised into following two categories:

a) Registered User

b) Business User – these are further categorised into following roles

  • Designated partner
  • Practicing Professional
  • Authorised representative of a Foreign LLP

Authentication will be password based for a registered user and in case of business user; it will be DSC based authentication.

Users who are already registered in the MCA21 system are not required to register again. Their existing login credentials shall be applicable for availing services for LLPs also.

Instructions for users already registered on earlier LLP system (i.e. prior to 11th June 2012):

The existing users can login to the MCA21 system based on the following rules/ guidelines:

The users will be required to login under the “Registered User” with their existing user ID. They would need to enter the password as a combination of the first four characters of their User ID in CAPS and their date of birth (USER@ddmmyy). For example – If the user ID is Rameshkum and Date of Birth of the user is 02nd Jun 1974; then the password to be provided shall be RAME@020674.

Further they would be required to change their password on the first time login.

Important Note:

1. The Users who have their User –id length greater than 11 characters would be required to enter only the first 11 characters in order to login

2. Users with same login credential (user-id) as similar to an existing user of MCA21 system will be able to login to the MCA system by pre-fixing ‘E’ before their user-id and the length of the user-id would be restricted to 11 characters. For example: A user with login-id “DEEPAKKUMAR” which is similar to an existing user in MCA system shall use “EDEEPAKKUMA”. The list of all users whose user-id has been changed in the above format will be published on the LLP portal.

  • In case same person has different user ids in LLP and MCA21 system, then they can continue to access the system with both the user-ids, however, transactions carried out in the earlier LLP system can be accessed through the earlier LLP system user-id. As a good practice, it is suggested to maintain a single user ID for future for ease of use.

NEW LLP PORTAL – VERIFICATION AND UPDATION OF DESIGNATED PARTNERS’ / PARTNERS’ DETAILS

LLPs incorporated under the earlier LLP system (i.e. prior to 11th June 2012) are mandatorily required to verify the details of their Designated Partners and Partners. This facility will only be available to the Designated partner of the LLP. The User would use the link ‘Migrated LLP Partners details’ available after logging in the LLP Portal. The information on this link would be required to be digitally signed by the Designated Partner.

Please note that no eForm filing will be allowed to the LLP without verifying and updating these details.

NEW LLP PORTAL – CHANGE IN THE SERVICE REQUEST NUMBER (SRN)

The first two digits of SRN of the earlier LLP system (i.e. prior to 11th June 2012) are being replaced with “K”. All users are requested to access their transactions henceforth by replacing the first two digits with “K”.

NEW LLP PORTAL – CHANGE IN CHARGE IDs

The Charge ids issued to the users in the earlier LLP system (i.e. prior to 11th June 2012) are being regenerated. The Users are required to use the “View Index of Charges” link to get the new charge ids. The Users will be able to view their new charge id’s using the link.

NEW LLP PORTAL – FILING OF FORMS UNDER RESUBMISSION STATUS

The eForms filed in the earlier LLP system (i.e. prior to 11th June 2012) which are having status as Resubmission shall need to be resubmitted using the new LLP eForms on the LLP portal. Users need to download the new eForms from the LLP Portal using ‘LLP Forms Download link’.

Click here to download the complete text of the above Guidelines in PDF Format- New LLP Portal – Guidelines for Stake Holders.

Source: Ministry of Corporate Affairs.


Guidelines for declaring a Financial Institution as Public Financial Institution under section 4A of the Companies Act, 1956

General Circular No. 10/2012, F.No. 3/2/2011-CL V, Dated the 21st May, 2012

To,

All Regional Director,

All Registrars of Companies.

Section 4A of the Companies Act, 1956 was inserted by the Companies (Amendment) Act, 1974 (41 of 1974) with effect from 01st February, 1975. Sub-section (2) of Section 4A of the Act empowers the Central Government, subject to the provision of sub-section (1) of section 4A of the Act, to notify in the official Gazette such other institution as it may think fit to be Public Financial Institutions (PFI).

2. The Ministry had framed certain criteria for declaring a Financial Institution as PFI under section 4A, of the Companies Act, 1956 vide General Circular No. 34/2011 dated 2.6.2011. The issue has since been revisited and it has been decided that any Financial Institution applying for declaration as PFI shall fulfill the following criteria:-

(a) A company or corporation should be established under a special Act or the Companies Act, 1956 being a central act;

(b) Main business of the company should be industrial/infrastructural financing;

(c) the company must be in existence for atleast 3 years and its financial statements should show that its income from industrial/infrastructural financing activities exceeds 50% of its total income.

(d) the net-worth of the company should be minimum of Rs.1000 (Rs. One Thousand) crore.

(e) company is registered as a Infrastructure Finance Company (IFC) with RBI or as a Housing Finance Company (HFC) with National Housing Bank;

(f) NOC from RBI/NHB, in the case of IFC/HFC, with regard to supervisory concerns, if any, must be obtained and enclosed with the application.

(g) Such IFCs/HFCs, after being declared as PFIs are required to disclose in their audited Financial Statements that they are complying with the directions and conditions laid down by this Ministry.

3. It is, however, clarified that in the case of Central Public Sector Undertakings/State Public Sector Undertakings, no restriction shall apply with respect to financing specific sector(s) and net-worth as stated in para 2(c) and (d) above respectively.

This issues with the approval of the competent authority.

Yours faithfully,

(Sanjay Shorey)

Joint Director

Click here to download the complete text of the above Circular in PDF Format- General Circular No. 10/2012 dated 21.05.2012.

Source: Ministry of Corporate Affairs.


In view of providing better services to its stakeholders and ensuring correctness of names approved through online mode (i.e. through STP mode without backend processing by RoC user), Ministry has decided to provide a facility for verification of such names by the RoC user on a real time basis for immediate action.

Filing of Incorporation documents in respect of such names shall not be allowed as per below timelines:

• If name is approved on or before 11.00 AM of any working day then incorporation documents shall not be filed before 7.00 PM of the same working day.

• If name is approved after 11.00 AM of any working day or at any time on holiday/ non-working day then incorporation documents shall not be filed before 7.00 PM of the next working day.

During verification, if the RoC user finds that the approved name ought not to have been allotted, the same shall be liable to be withdrawn by giving an opportunity of being heard to the applicant.

Refer General circular number 7/2012 available on the Ministry’s portal (www.mca.gov.in) under the head ‘Circulars’ of main head ‘Acts, Bills & Rules’ for details.

Source: Ministry of Corporate Affairs.


General Circular No. 7/2012, No.17/90/2011-CL-V, Dated 25th April 2012

To,

All Regional Directors,

All Registrar of Companies,

Sir,

Please refer to this Ministry’s earlier Circulars no. 45/2011, dated 08.07.2011 and 48/2011, dated 22.07.2011 on the subject cited above. In this regard, I am directed to say that matter regarding availability of name by the system online without backend process by the Registrar of Companies (ROC) on certification given by practising professionals in the manner provided at Para 3 of the Circular no.45/2011, dated 08.07.2011 has been re-examined in this Ministry and it has been decided as under:-

(i) The facility of name approval through STP mode on certification by professional will continue to be available. However, such names will be put to online check by the system for ascertaining similarity with trademarks. If there is similarity of proposed name with any existing trademark, the work item will be transferred for processing in non-STP mode.

(ii) All the names applications submitted in STP mode will be put for system check and if there is exact match of any of the two words (other than the words private limited/limited) proposed in new company’s name with any existing company’s name, then such name will also be processed in non-STP mode.

(iii) All the names approved in STP mode will be made available on the dash board of the concerned ROC for immediate examination. Such STP approved names will not be available for filing of incorporation documents up to:-

(a) 1900 hrs. of the same day, if the name through STP mode is approved by the system up to 1100 hrs. on any working day.

(b) 1900 hrs. of the any next working day if the name is approved after 1100 hrs. on any working day or on holiday/non-working day.

(iv) Name approval application in case of single word (other than words private limited/limited) shall not be processed in STP mode.

2. This circular shall be implemented w.e.f 20.05.2012

3. All RDs/ROCs should take note of this circular and ensure its compliance, and discrepancies, if any, should be brought to the notice of this Ministry immediately.

Yours Faithfully,

(Sanjay Shorey)

Joint Director

Click here to download the complete text of the above Circular in PDF Format- General Circular No. 7/2012 dated 25.04.2012.

Source: Ministry of Corporate Affairs.