UTTAR PRADESH- IMPOSITION OF E-WAY BILLS

anujAs we know that GST is talk of the town these days, Government of India notified it w.e.f. 1stJuly, 2017 except 2 chapters (registration and Composite levy), which were notified earlier w.e.f. 22nd June, 2017. All the Acts and rules whether Central wise or State wise are notified. However rules for e-way bill are yet to be placed in Goods and Services Tax Rules, 2017 and only a rule i.e. rule 138 is the part of GST rules, which says-

“Till such time as an E-way bill system is developed and approved by the Council, the Government may, by notification, specify the documents that the person in charge of a conveyance carrying any consignment of goods shall carry while the goods are in movement or in transit storage”.

Uttar Pradesh by using the power as given in rule 138, notifies 5 e-way bills w.e.f. 16th August, 2017 {Vide Notification KA.NI.-1014/XI-9(52)/l7- U.P. GST Rules-2017-Order-(31)-2017 dated: July 21, 2017}:-

E-way bill-01:

In case of transportation of taxable goods valuing Rs. 5000 or more from a place outside Uttar Pradesh into the State

Exemption: If a person transports goods valuing less than Rs. 50,000 for his personal use as a personal  luggage by a personal vehicle or by any public passenger transport vehicle with  his personal identification documents, the form e-way bill-01 shall not  be required.

E-way bill-02:

In case of movement of following goods of more than Rs.1 lakh value for inside transportation within state and export from state-

(a) Mentha  Oil,  Menthol   and D. M.D.,

(b) Supari

(c) Iron and Steel,

(d) All types of edible oils and Vanaspathi ghee.

E-way bill-03:

In case of transportation of taxable goods by e-commerce operators or by their authorized transporters, courier agents or agents for delivery to a person within Uttar Pradesh

TDF-1:

In case of transportation of taxable goods valuing Rs. 5000 or more from a place outside Uttar Pradesh to a place outside the State.

TDF-2:

Transit storage within the State and on the exit of goods from the State.

*Applicable e-way bill shall be carried with the goods during the transportation or transit storage of the goods.

** Earlier effective date was 26th July, 2017 but due to receiving requests from businessmen who deal in fabric, it has been extended to 16th August, 2017. 

***Forms are available online and can be downloaded from http://comtax.up.nic.in

Disclaimer : This is an effort by Lexcomply.com to contribute towards improving compliance management regime. User is advised not to construe this service as legal opinion and is advisable to take a view of subject experts. 

Advertisements

5 points to ponder before you give your property on rent

Real Estate Compliance - LexComply

5 points to ponder if you’re giving your property on rent.

1. CREDENTIALS – Check the credentials of the person you are renting out your property to: check the I cards, bank statements, previous history, etc.

2. REGISTRATION – Make sure proper registration has been done and stamp duty duly paid. In the event of rent agreement, less than 12 month  registration is optional, but do not evade the stamp duty. Consider it your insurance against any foul play.

3. POLICE VERIFICATION – Take his permanent address and on the basis of this, please get a police verification done.

4. PDCs – Take Post dated cheques/Neft Mandate for lock in period. This will not just reduce any chance of argument later, but also remove a big headache as a landlord.

5. POINTS TO INCLUDE IN YOUR LEGAL AGREEMENT – Make sure you have defined the period of lease and rights of re- entry. The termination clause and purpose of usage must also be clearly defined. Further, in the event of unauthorized occupation, misuse charges must be levied on a per day basis.

Disclaimer : This is an effort by Lexcomply.com to contribute towards improving compliance management regime. User is advised not to construe this service as legal opinion and is advisable to take a view of subject experts.

Actions Points for adoption GST

gstAs business owners and professionals we need to adopt the GST regime. GST has been introduced to avoid dual taxation, increase the scope of CENVAT credit and much more. Few Action points for adoption of GST are as under:

  • Migrate the Registration
  • Classifying the transaction into Goods and Service and Place of Provision
  • Get the tax rate of the goods and service
  • Prepare the detail of Stock in hand
  • Prepare the detail of Capital Goods in Hand
  • Filing of form GST Tran-01 for claiming input held in stock
  • Prepare the list of unregistered supplier (as on reverse charge basis tax to be paid by recipient)
  • Maintenance of record of credit and debit note
  • Preparation of necessary particulars to be included in Invoice
  • Updating of GSTIN to Vendors and customers which will be different in different states.
  • Upgrading or changing the accounting software
  • Understanding place of supply for GST Impact
  • Understanding sales policy including return of goods for GST impact
  • Identification of HSN (Harmonized System of Nomenclature) / SAC (Service Accounting Codes) for all types of inputs/capital goods and services used in the business, required for sold to its customers.
  • Ensure all un-availed/ un-utilized credits which are eligible under GST laws are carried forward through Excise, Service Tax & VAT Returns for the quarter/month ending on 30.06.2017.
  • The assessee to ensure that there is no capital goods in transit on June 30, 2017, because capital goods CENVAT credit becomes eligible only when goods are received in the premises. There is no provision under GST, for claiming credit of capital goods which will be in transit during GST Rollout.

Disclaimer : This is an effort by Lexcomply.com to contribute towards improving compliance management regime. User is advised not to construe this service as legal opinion and is advisable to take a view of subject experts.

Appointment of a director other than a retiring director in the General Meeting

Section 160 provides for the right of persons other than the retiring directors to stand for the directorship at any general meeting of the Company, if he or some other member intending to propose him as a director complies with the requisites given under Section 160 as explained under.

The following requisites of Section 160(1) must be complied with:

  • The company must receive a notice proposing a person as a candidate for directorship, to be appointed as a director at a general meeting of the company and not necessarily only at an annual general meeting.
  • The notice of candidature can be given either by the candidate himself or by any member of the company.
  • The notice must be in writing and signed by the candidate himself or the member giving it.
  • The notice must be given not less than 14 days before the meeting. This means notice must reach the company at least on the 14th day before the date of the meeting.
  • The notice must be left at the registered office of the company and must be given in the manner stipulated in Section 20 of the Companies Act, 2013.
  • The notice must be accompanied by an amount of Rs. 1, 00,000, by cheque or demand draft.
  • Amount of Rs. 1 lakh shall be refunded to the person who deposits the money, if the person proposed gets elected as a director or gets more than 25% per cent of total valid votes cast either on show of hands or on poll on such resolution.

Key Consideration:

  • Section 160 is not applicable on Private Companies.

The following procedure is to be followed for Appointment of a director other than a retiring director in the General Meeting [Section 160 & Rule No. 8, 13, 17 and 18 of Companies (Appointment and Qualification of Directors) Rules, 2014]- http://bit.ly/2sEMaHd

Incorporation of a Section 8 Company Under Companies Act, 2013

Where it is proved to the satisfaction of the Central Government that a person or an association of persons proposed to be registered under this Act as a limited company

(a) Has in its objects the promotion of commerce, art, science, sports, education, research, social welfare, religion, charity, protection of environment or any such other object;

(b) Intends to apply its profits, if any, or other income in promoting its objects; and

(c) Intends to prohibit the payment of any dividend to its members,

the Central Government may issue licence on such conditions as it deems fit. [Section 8(1)]

Points to be kept in mind before incorporation of a Section 8 Company:

  • 8 Co. can only be incorporated as a Limited Company.
  • Decide regarding the proposed name to be applied, objects to be carried by the Company, proposed registered office address, authorized capital, number of promoters, number of directors, and number of shares to be subscribed by each promoter.
  • The name of the company should be in consonance with the principal objects of the company as set out in the memorandum of association. Every name need not be necessarily indicative of the objects of the company, but when there is some indication of objects in the name, then it shall be in conformity with the objects mentioned in the memorandum. [Rule 8(2)(b)(ii) of Companies (Incorporation) Rules, 2014]
  • The proposed name should not fall in the ambit of undesirable names specified in Rule 8 of Companies (Incorporation)Rules, 2014
  • Name of Section 8 Company shall include the words Foundation, Forum, Association, Federation, Chambers, Confederation, Council, Electoral trust and the like words. [Rule 8(7) of the Companies (Incorporation) Rules, 2014]
  • Objects of Section 8 Company must be the promotion of Commerce, Art, Science, Sports, Education, research, social welfare, religion, Charity, protection of environment or any such other object [Section 8(1)(a)]
  • It should intend to apply its profits, if any or other income in promoting its objects. [Section 8(1)(b)]
  • It should intend to prohibit the payment of dividend to its members. [Section 8(1)(c)]
  • No need to add the word Limited or Private Limited to its name.[Proviso to Section 4(1)(a) and Section 8(1)]
  • License from Central Government is required to be taken. (Section 8(1)
  • A partnership firm is allowed to be a member of the Section 8 company [Section 8(3)]
  • Section 8 company shall enjoy all the privileges and be subject to all the obligations of limited companies. [Section 8(2)]
  • There must be at least 2 or 3 subscribers to the memorandum in case company is proposed to be incorporated as private company or public company respectively. [Section 3(1)(a) and Section 3 (1)(b)]
  • Minimum number of Directors required is 2 Directors or 3 Directors, in case company is proposed to be incorporated as private company or public company respectively with a maximum limit of up to 15 Directors. A Company may appoint more than 15 directors after passing a special Resolution in a general Meeting. [Section 149(1)(a) (b)]
  • Section 8 company shall have at least one director who has stayed in India for a total period of not less than one hundred and eighty-two days in the previous calendar year.[(Section 149(3)]
  • All the Directors should have valid DIN. (In case the proposed directors dont have a Director Identification number (DIN) allotted to them, Pl. Ref. procedure for DIN Application.)
  • Digital Signature for any one of the Director is required to digitally sign the E-Forms to be submitted with the Registrar of Companies.

KNOW MORE PROCEDURE FOR INCORPORATION OF A SECTION 8 COMPANY :- https://lexcomply.com/3i0w

What is the procedure to Right Issue of Shares under Companies Act 2013?

What is the procedure to Right Issue of Shares under Companies Act 2013? 

In accordance with the provisions of clause (a) sub-section (1) of Section 62, where at any time, a company having a share capital proposes to increase its subscribed capital by the issue of further shares, such shares shall be offered to persons who, at the date of the offer, are holders of equity shares of the company in proportion, as nearly as circumstances admit, to the paid-up share capital on those shares by sending a letter of offer.

Key Considerations:

  • Right issue means offer of shares to the equity shareholders of the Company, as on the date of offer, in proportion to the capital paid up on their shares. (Section 62(1)(a)
  • Shares shall be offered on rights basis by sending a letter of offer fulfilling the prescribed conditions. (Section 62(1)(a)
  • Unless the articles of the company otherwise provide, the offer of rights issue shall be deemed to include a right exercisable by the person concerned to renounce the shares offered to him or any of them in favour of any other person.
  • Board Resolution for considering the issue of shares on rights basis cannot be passed by circulation. (S.179 (3)(c).

The following procedure is to be followed for Rights Issue of Shares by a Company under Section 62:- Read Here

What is the procedure to Right Issue of Shares under Companies Act 2013?

Secretarial Audit for Public Companies

lexcomply

  • Compulsion for Secretarial Audit : Following classes of companies are required to appoint Secretarial Auditor for auditing the secretarial and related records of their companies:
  • Every Listed Public Company; or
  • Public Companies having a paid up capital of Rupees fifty crore or more; or
  • Public companies having a turnover of two hundred fifty crore rupees or more.

[Section 204(1) & Rule No. 9(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014]

  • Professional eligible to conduct Secretarial Audit: The Secretarial Audit shall be conducted by a Company Secretary in Practice who shall submit his Secretarial Audit Report to the Board.
  • Company Secretary in Practice means a Company Secretary who is deemed to be in Practice under Section 2(2) of Company Secretaries Act, 1980 [Section 2(25)]
  • Secretarial Auditor shall be appointed by passing a resolution in Board meeting and not by circulation. [Section 179(3)(k) read with Rule 8(4) of the Companies (Meetings of Board and its Powers) Rules, 2014]

The following procedure is to be followed for appointment of a Secretarial Auditor for issue of Secretarial Audit Report of the Company under Section 204 read with Rule No. 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014- Click Here