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CS News January 2019

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CS News January 2019 CS NEWS Connecting Statutes JANUARY 2019 INSIDE THIS ISSUE 1. Heads Up on events that led to Heads Turn in December 2018 2. Corporate Development Judicial – Montreaux Resorts (P) Ltd & ORS v. Ascot Hotels & Resorts Ltd & ORS [NCLAT] 3. From the Government – The Companies (Incorporation) Fourth Amendment Rules, 2018 The Companies (Registration of Charges) Second Amendment Rules, 2018 Extension of last date of filing Form NFRA-1 4. Save our Earth – Organic food good for you, not for planet J Sundharesan & Associates Governance & Compliance Advisors 63/1, Makam Plaza, 3rd Floor, West Wing, 3rd Main Road, 18th Cross, Malleshwaram, Bengaluru - 560055 Phone: +91- 80 – 2344 0238/ 39, Cell: +919880026296 www.jsundharesan.com 2019 – “Year of Conflicts” - Overtly or Covertly “Governance is more in letter, less in spirit” HEADS UP ON EVENTS THAT LED TO HEADS TURN IN DECEMBER 2018 MCA moves NCLT to redo financial statements of three IL&FS arms by govt-appointed auditor: The Ministry of Corporate Affairs (MCA) has sought permission from the National Company Law Tribunal (NCLT) to redo the financial statements of three subsidiaries of Infrastructure Leasing & Financial Services Ltd (IL&FS) by a government-appointed chartered accountant. The Ministry, in an application filed before the Tribunal, said the statutory auditors of IL&FS had failed to highlight that the company’s balance sheet was over-leveraged. ICAI report: MCA’s application is based on a report by the Institute of Chartered Accountants of India (ICAI), which held the statutory auditors of the beleaguered IL&FS Group, including its parent IL&FS Ltd and two of its subsidiaries — IL&FS Transportation Networks Ltd (ITNL) and IL&FS Financial Services Ltd (IFIN) — “prima facie guilty” of professional misconduct. The ICAI has also sent a formal communication to the partners concerned of the three firms — Deloitte, Haskins & Sells, BSR & Associates LLP and SR Batliboi. According to the MCA’s application, the auditors understated the bad loans and did not point out the inadequate provisioning made against such loans, violating RBI norms. No reasons were given for increasing the liabilities/loans and the borrowing costs of the financial services arm, leading to non-disclosure of the consequential impact of insufficient provisioning for debts, it said. It has been alleged that the auditors failed to report that the lender indulged in non-feasible financial transactions without indicating the risk involved. The MCA has sought to reopen the books of IL&FS for the last five years. The NCLT will hear the case next on January 1. The company’s new board has also found several discrepancies in the business transactions of the IL&FS Group and its subsidiaries. The exposure of IFIN to companies which are subsidiaries of associates or joint ventures of IL&FS and the IL&FS Employee Welfare Trust was in excess of ₹900 crore. The board said these exposures “do not get consolidated into the accounts of IL&FS and, at the same time, have been treated by the previous management as internal debt”. Intra-group transfer: A certain asset of the IL&FS Group was transferred from one entity to another entity in the group in June 2017 at a value of ₹30.8 crore for cash based on an independent fair valuation. In June 2018, a committee of directors resolved to sell this to a third party at ₹1 crore (i.e. at a significant discount to the original intra-group purchase price), the reasons for which the new board said are inadequately supported. Source: https://www.thehindubusinessline.com/companies/mca-moves-nclt-to-redo-financial- statements-of-three-ilfs-arms-by-govt-appointed-auditor/article25821912.ece “Governance is more in letter, less in spirit” 1 Over 16.7 lakh DINs deactivated for non-compliance with KYC requirements: The government deactivated director identification numbers (DINs) of more than 16.7 lakh individuals till the end of November, as they failed to comply with KYC requirements. Individuals having DINs are required to submit Know Your Customer (KYC) details in electronic format under the Companies Act. “As on November 30, 2018, 16,71,167 DIN holders were deactivated due to non-filing of KYC,” Corporate Affairs Minister Arun Jaitley said in a written reply to the Lok Sabha on Friday. An individual whose DIN has been deactivated would not be able to make any filings on the MCA21 portal. The portal is for making various filings required under the companies’ law. The deactivated DINs are reactivated only after a particular electronic form is submitted along with the prescribed fee by the individual concerned. After the extended deadline of October 5 and up to December 15, Jaitley said, 8,000 DINs have been reactivated after filing of the DIR-3 KYC e-form. “The KYC drive for professionals (chartered accountants, company secretaries and cost accountants) and companies will also be commenced shortly,” Jaitley said. Source: https://www.thehindubusinessline.com/companies/over-167-lakh-dins-deactivated-for-non- compliance-with-kyc-requirements/article25799023.ece Singapore HC orders Singh brothers to pay ₹3,500 crore to Daiichi: Erstwhile Fortis promoters Malvinder and Shivinder Singh are liable to pay ₹3,500 crore to Japanese drug-maker Daiichi Sankyo, a single judge bench of the High Court of Singapore has ruled. After nearly two years, Justice Belinda Ang has upheld the arbitral award passed by a tribunal comprising Professor Lawrence GS Boo, Karyl Nairn and Justice (Retd) AM Ahmadi on April 29, 2016, in favour of Daiichi. The Singapore Court has imposed a joint and several liability of ₹3,500 crore plus interest on the Singh brothers and other members in the case. A favourable order from the Singapore High Court essentially paves the way for Daiichi to continue its pursuit of monies from the brothers and their companies in question in the Delhi High Court. The Singapore judge’s order has dismissed the application to set aside the award against Malvinder Singh, Shivinder Singh and other members of the Singh family. However, minors in the family have been exempted. While senior lawyer Gopal Subramanium was representing Daiichi in the case, Harish Salve was representing the brothers. This is the first time two senior counsels from India were allowed by the Singapore High Court to argue on certain aspects of Indian Law, which was essential for the adjudication of the case. The enforcement proceedings had commenced in India and the decision of the High Court of Delhi dismissing objections under Section 48 of the Arbitration and Conciliation Act, 1996, was issued by Justice Jayant Nath in favour of Daiichi Sankyo on January 31 this year. A Supreme “Governance is more in letter, less in spirit” 2 Court of India Bench of Justice Ranjan Gogoi and Justice R Banumathi had upheld the decision of the High Court of Delhi on February 16. The brothers can now challenge the judgment in the Supreme Court of Singapore. It was alleged that the Singh brothers had concealed information while selling shares of Ranbaxy to Daiichi. SEBI fiat to Fortis PTI reports: Markets regulator SEBI on Friday directed Fortis Healthcare and Fortis Hospitals to take necessary steps to recover ₹403 crore, along with interest, from Shivinder Mohan Singh, Malvinder Mohan Singh and seven other entities within three months. The fresh order comes after the two companies made representation to the market’s regulator. Source: https://www.thehindubusinessline.com/companies/singapore-hc-orders-singh-brothers-to-pay- 3500-crore-to-daiichi/article25801645.ece` Court summons Ratan Tata in criminal defamation case: A Mumbai court has issued summons to key Tata Group officials, including Tata Sons Chairman Emeritus Ratan N Tata, in a criminal defamation case filed by industrialist Nusli Wadia. The court has also summoned Tata Sons’ directors including Ajay Piramal, Amit Chandra, Ishaat Hussain, Nitin Nohria, Ronendra Sen, Vijay Singh, Venu Srinivasan, Ralf Speth, N Chandrasekharan and FN Subedar in the case. The Additional Chief Metropolitan Magistrate, 38th Court, Ballard Pier, Mumbai, had issued the orders in an open court on December 15. In December 2016, Wadia had filed a criminal complaint against Ratan Tata, then Tata Sons’ Interim Chairman, and its directors. “The removal of Mr Nusli Wadia as independent director of Tata Companies...All due processes were followed in relation to his removal. Tata Sons had, in exercise of its statutory rights, validly issued a ‘Special Notice’ seeking his removal. While Mr Wadia has alleged that the contents of the Special Notice were defamatory, the matter is currently sub-judice and Tata Sons strongly denies such allegations,” Tata Sons said in an email reply. Abad Ponda, who appeared for Wadia, said the named persons had made several defamatory statements against Wadia after the removal of Cyrus Mistry as the Chairman of Tata Group. Tata Sons had also accused Wadia of acting without bona fides and putting the future of Tata Steel and its employees in grave jeopoardy. The next date of the hearing has been fixed for March 25, 2019. Source: https://www.thehindubusinessline.com/companies/court-summons-ratan-tata-in-criminal- defamation-case/article25765935.ece?homepage=true “Governance is more in letter, less in spirit” 3 Lowering promoter stake: No relief for Kotak Bank: The Bombay High Court on Monday declined Kotak Mahindra Bank’s plea for a stay on the Reserve Bank of India (RBI)’s December 31 deadline to reduce its promoter stake holding. This, in effect, would mean that the private sector lender has a little more than 10 days to lower its promoter stake from close to 30 per cent to 20 per cent without facing penalties from the RBI. The division bench of Justices BP Dharmadhikari and SV Kotwal has directed the RBI to file an affidavit by January 17 on the writ petition filed by the bank against the directive.
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