I have one question in respect to E Voting. Recently in one company e voting was invited on AGM Resolutions. Resolution file , not at the box of voting Resolution details were ther at all not the file of Resolutions were loaded on web of e voting by NSDL. Is this process correct in the eyes of law? WHen consent is taken from shareholders upon resolution/s details should be there and then the voting can be effective. How consent to one can be taken without giving details of resolutions?
It is just like a blind man's shooting on the object .
Please comment.
Shah D J
Centre to ensure RBI autonomy; Govt. withdraws bill on cheque bouncing; Twitter hits delete on stolen jokes
Centre to ensure RBI autonomy; Govt. withdraws bill on cheque bouncing; Twitter hits delete on stolen jokes
No special treatment offered to foreign Govt. Cos. developing National Highways: Minister
To a question relating to FDI in national highway, Shri. Pon Radhakrishnan, Minister of State for Road Transport & Highways, states that Govt. has proposed for development / upgradation of certain stretches of National Highways by foreign Govt. Cos. through Govt. route; Clarifies that no special terms & conditions have been laid down for such cos. and no relaxation has ever been offered, states that no time frame or target has been fixed by Govt. for such involvement of foreign Govt. cos.: PIB
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Aeronautical Circular provides detailed guidelines & preconditions for FDI in aviation sector: Minister
Dr. Mahesh Sharma, Minister of State for Civil Aviation, states that the Govt. has permitted different FDI limits for different services in aviation sector; FIPB has granted permission for few airlines companies incorporated in India for entering into Joint Venture with foreign Airlines [Jet Airways; Air Asia (India) Pvt. Ltd; TATASIA Airlines Ltd]; Clarifies that the Govt. has issued Aeronautical Information Circular for the guidelines on FDI in aviation sector, which includes preconditions for such investments: PIB
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Minister presents statistics of FDI in defense, states 34-proposals approved
To a question relating to FDI in defense sector, Mr. Rao Inderjit Singh, Minister of State for defence states that in accordance with Inter‐Governmental Agreement between India & Russia, joint venture company 'BrahMos Aerospace' has been formed for designing, developing, producing of supersonic cruise missile; States that FDI of USD 1.31 million has been received in defence sector during last 3-years & current year; States that since the opening-up of FDI in defence sector, Govt. has approved 34 proposals: PIB
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Modifications in framework for revitalising distressed assets applies to NBFCs: RBI
For early recognition of financial distress, prompt steps for resolution and fair recovery for lenders, RBI has prescribed Framework for revitalising distressed assets in the economy ('Framework'); RBI has reviewed the Framework based on representations received from Banks & Indian Banks' Association for effective implementation; States that the modifications in Framework are applicable to NBFCs: RBI
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Govt. designates Principal District & Sessions Court, Chennai as 'Special Court'
Central Govt. designates Principal District & Sessions Court, Chennai as 'Special Court' u/s 26A of the SEBI Act, u/s 26A of Securities Contracts (Regulation) Act and Sec. 22C of Depositories Act, 1996: Notification
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Affirms Director-General report, no cartelization among upholstery leather suppliers to Indian Railway
CCI rejects North Western Railway Manager's ('Informant') 'cartelization' complaint against five upholstery fabric leather suppliers (opposite parties) for use in non-AC coaches in trains, confirms Director General (DG) report that there was no concerted action among the suppliers; Informant alleged that opposite parties formed a cartel so that only one opposite party, viz., Responsive Industries Limited could secure tender with respect to the leather supply to Indian Railways; Refers to DG's report and notes that suppliers were based in different locations in India and were not related to each other, were run by different management, and there was no proof to show any inter-related transaction or payments among them; Rejects informant's contention that opposite parties quoted exorbitant prices, observes that certain external factors like increase in petroleum products and devaluations of rupee contributed towards high price quoting; Further with respect to Responsive Industries Ltd's low price quotation, observes that it was the co's business decision to compete with its competitors, thus, no anti-competitive behaviour :CCI
The ruling was delivered by Shri. Ashok Chawla (Chairperson), Shri. S. L. Bunker, Shri. Sudhir Mital, Shri. Augustine Peter, Shri. U. C. Nahta and Shri. M. S. Sahoo (Members).
Advocate Rajiv Ranjan Dwivedi along with Mr. Suresh Chandra argued on behalf of Informant while respondents were represented by Advocates Alok Dhir, Apoorve Kasol, Vaibhav Tyagi Deepika Rajpal alongwith Mr. M.M. Sharma, Mr. Abhishek Agarwal, Mr. K.K. Sinha, Mr. Praveen Kumar, Mr. P.C. Gupta and Mr. Kailash Gupta.
AMENDMENT IN SEC. 115JB
18.1 Company's share of profit in AOP/BOI which is exempt under section 86
Section 86 of the Act provides that no income-tax is payable on the share of a member of an AOP or BOI, in the income of the AOP or BOI in certain circumstances. However, under the present provisions, a company which is a member of an AOP is liable to MAT on such share also since such income is not excluded from the book profit while computing the MAT liability of the member. In the case of a partner of a firm, the share in the profits of the firm is exempt in the hands of the partner as per section 10(2A) of the Act and no MAT is payable by the partner on such profits.
In view of the above, section 115JB has been amended, with effect from 1-4-2016, so as to provide that the share of a member of an Association of Persons (AOP) or Body of Individuals (BOI), in the income of the AOP or BOI, on which no income-tax is payable in accordance with the provisions of section 86 of the Act, should be excluded while computing the MAT liability of the member under 115JB of the Act. The expenditure, if any, debited to the profit loss account, corresponding to such income (which is being excluded from the MAT liability) are also to be added back to the book profit for the purpose of computation of MAT.
The above amendments overcome the following judicial precedents :
| ♦ | Asst. CIT v. B.Seenaiah & Co. Projects Ltd. [2013] 37 taxmann.com 241 (Hyderabad - Trib.) | |
| ♦ | Goldgerg Finance (P.) Ltd. v. Asst. CIT [2015] 53 taxmann.com 40 (Mumbai - Trib.) |
18.2 Income of foreign company from capital gains from securities, interest, royalty & FTS exempted from MAT if taxable at a rate less than MAT rate
The Finance Act, 2015 has amended, with effect from 1-4-2016, Explanation 1 to section 115JB(2) by inserting two new clauses - clauses (iid) and clause (fb). Clause (iid) excludes from 'book profit' the amount of income accruing or arising to a foreign company from—
| (A) | the capital gains arising on transactions in securities; or | |
| (B) | the interest, royalty or fees for technical services chargeable to tax at the rate or rates specified in Chapter XII, |
if the income-tax payable thereon in accordance with the provisions of this Act, other than the provisions of this Chapter, is at a rate less than the rate specified in sub-section (1).
Consequently, in terms of new clause the amount or amounts of expenditure relatable to such income accruing or arising to a foreign company shall be added to net profit for computing 'book profit' for MAT purposes if the income-tax payable thereon in accordance with the provisions of this Act, other than the provisions of this Chapter, is at a rate less than the MAT rate of 18.5%.
18.3 MAT exemptions to REITs and INVITs
Finance Act, 2015 has amended, with effect from 1-4-2016, the Explanation 1 below section 115JB(2) by inserting new aclause (iie) which excludes from book profit the following gains if credited to the profit and loss account :
| (A) | notional gain on transfer of a capital asset, being share of a special purpose vehicle to a business trust in exchange of units allotted by that trust referred to in clause (xvii) of section 47; or | |
| (B) | notional gain resulting from any change in carrying amount of said units; or | |
| (C) | gain on transfer of units referred to in clause (xvii) of section 47. |
Items (A) and (B) are notional gains. Item (C) is actual gain realised/accrued on transfer.
Finance Act, 2015 has inserted, with effect from 1-4-2016, new clause (k) in Explanation 1 below section 115JB(2) which provides that the amount of gain on transfer of units referred to in clause (xvii) of section 47 [Item (C) above] computed by taking into account the cost of the shares exchanged with units referred to in the said clause or the carrying amount of the shares at the time of exchange where such shares are carried at a value other than the cost through profit or loss account, as the case may be, if credited to profit and loss account shall be reduced from book profit in terms of new clause (iie) and shall not suffer MAT.
While replying to the debate on Finance Bill, 2015 in Lok Sabha on 30-4-2015, the Finance Minister explained the above provisions as under:
". . . I now come to Deferment of MAT with regard to REIT/InvIT. The Finance Bill 2014 provided for tax neutrality in respect of exchange of shares of a Special Purpose Vehicle with the units of a business trust. However, no neutrality/deferment of MAT liability was provided. The liability under the MAT may arise due to recording of exchange of the shares with the units at fair value in compliance with the provisions of notified accounting standards by a shareholder, being a company. This may result into cash flow problems for the companies. In order to address this issue, I propose to provide for exemption from levy of MAT on gains and losses arising from exchange of shares with the units of a business trust REIT/InvIT. . ."
The Finance Act, 2015 has inserted, with effect from 1-4-2016, clause (fc) in Explanation 1 to section 115JB(2) which requires that for MAT purposes, the following losses shall be added for net profit for computation of book profits :
| (a) | notional loss on transfer of a capital asset, being share or a special purpose vehicle to a business trust in exchange of units allotted by that trust referred to in clause (xvii) of section 47 | |
| (b) | the notional loss resulting from any change in carrying amount of said units or | |
| (c) | the amount of loss on transfer of units referred to in clause (xvii) of section 47. |
Finance Act, 2015 has also inserted, with effect from 1-4-2016, new clause (iif) which provides that the amount of loss [Item (c) above] on transfer of units referred to in clause (xvii) of section 47 computed by taking into account the cost of the shares exchanged with units referred to in the said clause or the carrying amount of the shares at the time of exchange where such shares are carried at a value other than the cost through profit or loss account, as the case may be.
Hyundai fined Rs. 420cr for denying spare-parts market-access; Rejects IPR protection defence
In continuation to its order penalising 14 car manufacturers for monopolizing spare parts market, CCI imposes Rs. 420 cr penalty on Hyundai Motor India Ltd, issues cease and desist notice to original equipment manufacturers (OEMs)- Hyundai, Premier Ltd & Mahindra Reva Electric Car Company (P) Ltd. (Reva); CCI delineates relevant market as (i) manufacture and sale of cars in India (primary market), (ii) sale of spare parts in India (secondary market); Considering technical compatibility between the products in primary market and secondary market, holds that since the car owners purchasing spare parts have to necessarily avail the services of authorized dealers of OEMs, OEMs are dominant in aftermarket of their respective genuine spare parts and diagnostic tools and services for their brand of automobiles; Rejects applications of Reva and Premier that they should be excluded from array of opposite parties, holds that, "Since each OEM is dominant in the aftermarket irrespective of the market share it has in the primary market, there is no reason why Reva and Premier should be excluded from the array of Opposite Parties"; Going through the agreement between OEMs and their original equipment suppliers (OESs), notes that OEMs have imposed restrictions on the supply of genuine spare parts to the independent repairers; Holds that such conduct of Hyundai, Reva and Premier amounts to denial of market access to the independent repairers to procure genuine spare parts in the aftermarket, which leads to abuse of dominance; With regard to allegation of anti-competitive agreement between OEMs and overseas suppliers / local suppliers / authorised dealers, OEMs claim exemption that such restriction as to availability of after sale products/ services was done so as to protect their IPR rights, thus, exempted u/s 3(5)(i) of Competition Act; Rejecting such contention, CCI holds that "mere selling of the spare parts, which are manufactured end products, does not necessarily compromise upon the IPRs held by the OEMs in such products. Therefore, the OEMs could contractually protect their IPRs as against the OESs and still allow such OESs to sell the finished products in the open market without imposing the restrictive conditions"; Thus, holds that OEMs entered into exclusive distribution agreement and refusal to deal agreement, violative of Competition Act; However, notes that Premier did not impose any restrictions on its authorized dealers to deal with vehicles of competing brands and certain spare parts of Reva were available over the counter, thus, refrains from imposing monetary penalty on Premier and Reva:CCI
The ruling was delivered by Shri. Ashok Chawla (Chairperson), Shri. S. L. Bunker, Shri. Sudhir Mital, Shri. Augustine Peter and Shri. U. C. Nahta (Members).
Advocates Amitabh Kumar, Samir Agrawal, Vaibhav Choukse argued on behalf of Hyundai, Advocates Avaantika Kakkar, Anisha Chand and Dhruv Rajain argued on behalf of Mahindra Reva and Advocates Ravisekhar Nair and Krushika Nayan Choudhary argued on behalf of Premier Ltd.
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