Updates latest on income tax and GST

*👉🏻GST collection for June falls to Rs 92,849 Cr, lowest in 10 months*

(The last time this happened was in Sept 2020, when GST collections were Rs 95,480 Cr. The June 2021 collection is the lowest in ten months, since August 2020)

👇🏻 👇🏻 👇🏻

https://bit.ly/3hltkjp

*👉🏻Webinar on PR Process of Canada by CA. Vivek Khurana*

(on 11th July, 2021 from 06:30 PM Onwards, PR System of Canada, Visa Process, IELTS Requirements, WES Process (CA as Graduate or Post Graduate), Benefits of ICAI MoU in PR. NO FEES)

👇🏻 👇🏻 👇🏻

https://bit.ly/3An4hUN

*👉🏻Procedure for TDS Payment on Sale of Property (FORM 26QB) and Generation of Form 16B* 

👇🏻 👇🏻 👇🏻

https://youtu.be/gb4kQ9EEZ7Y

*👉🏻Webinar of Taxation of Partnerships, AOP in regards to latest Rules & CBDT Circular*

(on Saturday, 10th July, 2021 from 04:00 PM to 06:00 PM by CA. Rajiv Jain Ji)

👇🏻 👇🏻 👇🏻

https://bit.ly/3ypGsK3

*👉🏻Online GST Certificate Course | Day 7th by CA. Rohit Vaswani Ji*

(on 7th July 2021 from 06:30 PM onward on E-Way Bill, Job Work, Composition Scheme, ISD etc)

Same Zoom ID and Passcode, If Unable to Join then can watch Live on CA Sansaar YouTube Channel.

👇🏻 👇🏻 👇🏻

https://www.youtube.com/c/casansaarca

MSME DEFINITION CHANGED BY THE GOVERNMENT

*Government announces the inclusion of Retail and Wholesale trades as MSMEs*

With the revised guidelines the Retail and wholesale trades will be now be allowed to register on Udyam Registration Portal

Read: https://t.co/9lYjW4Q5dD https://t.co/xG1ZZN7kLa

JOB Vacancy

 Vacancies in Nidhaan Buildcon Private Limited (Nidhaan Group) 

Location - Vile Parle 

City - Mumbai 

For the role of:

1.Chartered Accountant (Fresher) handling Company Accounts and Taxation 

2.Senior Accountant (Experienced) handling Statutory Compliances 

3.Junior Accountant (Fresher) 

Working Hours- 8.30am to 5.30pm 

Working days- Monday to Saturday 

Kindly forward resumes on Whatsapp :8080110296 

email :tanvibothara@gmail.com

You can give reference of CA women group

JOB Vacancy

 Looking for Bcom/CA inter, mcom and not persuing further studies having 2-3 years of experience in direct tax and tally accounting

Location- Andheri east

If interested mail CV at neha.vira@sgco.co.in

JOB DESCRIPTION 

• You will be responsible for handling complete commercial activity of the Company and keeping proper and complete Accounts of the Company including other relevant Accounts of associates:

• Handling of complete Cash & Bank accounts of the company and Associates, Directors accounts wherever applicable.

• Responsible for Maintaining all Banking accounts of the Company, cheque books, deposit slips and counter-foils and reconciliation, visits to the banks as and when required.

• Responsible for Preparation of periodical stock and Book debts statements and submission to concerned banks for Credit Facilities availed by the Company.

• Responsible for generating and obtaining all Sale and Purchase Bills, Delivery Challans, relative Logistical records, preparing vouchers, data entering in computer system and record keeping.

• Day-to-day periodical reconciliation of Cash and Bank Accounts, individual Ledger Accounts of receivables and payable.

• Organizing /develop regular Cash flow and fund flow, follow-up of receivables and payables and place before the directors the required MIS.

• Organize Recovery of Sale proceeds and relevant Forms/documents if any.

• Responsible for preparation of periodical Statutory Returns:

• Tax Returns in respect of TDS, VAT, CST, FBT.

• Employees PF, ESIC, PT.

• ROC – returns.

• Responsible for preparation of Trial Balance, Profit and Loss and Balance Sheet and providing other information and statement of the company and place the same before the Directors/ Auditors / Consultants appointed by the company.

• Other statutory compliances as that may be required from time to time.

• Responsible for maintenance of proper books of accounts and reconciliation of accounts with debtors and creditors.  

• You may be required to attend extra hours of work at office as per requirements of work and management guidelines.

Study classes CA Final

 *All The CA Final Costing Information By CA Prof Dani Khandelwal Sir, Just One Click Away* 👇

*For Gours E Learning Free Revision Course*

*LMR Google Drive Link Part 1 Source PM*

*https://drive.google.com/drive/folders/1qIq2ClqubUqdjv3GzsUvC2ysfBAoJg0m?usp=sharing*

*LMR Google Drive Link Source PM Part-2*

*https://drive.google.com/drive/folders/1UQpGX026hX9K1fEbFJlVaPalh3V0BMME?usp=sharing*

*CA Final AMA (Costing) LMR from PM Course Study Material - To Be Used As the Reference Material for the Lecture Scheduled for 17th Sep-20*

*https://drive.google.com/drive/mobile/folders/1FjmhnSPn4IEL41MyuRUz--jIJGbSdvkt?usp=sharing*

*CA Final Old Course Standard Costing LMR Video*

https://youtu.be/ahCsCNjVyeE

Anger Makes The Tongue Faster Than The Mind. Smile Makes Everything Work Faster Except The Tongue. think over.

Do you know the relation between smile & your face? Your face looks good with a smile but smile looks better when it's on your face. So Keep Smiling.

Depreciation has to be taken into account for computing profits eligible for deduction U/s. 80-IA. Plastiblends India Limited Vs Addl. CIT (Supreme Court of India)

UTGST and IGST  rate reduced on Food preparations in containers for weaker sections. Notification No. 39/2017 and 40/2017 dated 18th October, 2017

MCA has issued Valuation Rules on 18th Oct 2017 wherein there will be good scope for professionals in offing in Valuation Field (Companies Act and in Insolvency and Bankruptcy Code).

The SEBI has issued circular to notify the amendments to Securities and Exchange Board of India (International Financial Services Centres) Guidelines, 2015.

DGFT has notified the Amendments in Foreign Trade Policy 2015-2020 to enable certain additional duties / taxes / cess exemptions for Advance authorisations, EPCG Authorisations and units under EOU / EHTP / STP/ BTP Scheme.

Happiness is only found by those who are striving to make others happy.

Speech is an important part of our personality because looks and beauty can only gain attraction; But speech and good language can win hearts forever!

CBEC notifies certain supplies as deemed exports under CGST Act, 2017 vide Notification No. 48/2017-Central Tax dated 18th October, 2017.

SEBI laid down the framework for Mutual Fund industry. Now they will have to provide a ranking of stocks at the end of June and December, based on their average market cap on both the BSE and NSE.

The SEBI has issued circular to notify the amendments to Securities and Exchange Board of India (International Financial Services Centres) Guidelines, 2015.

Commerce and industry ministry has eased the mechanism for processing foreign direct investment (FDI) proposals by doing away with the requirement of sending the applications to the department of revenue.

DGFT has notified the Amendments in Foreign Trade Policy 2015-2020. Various provisions of Foreign Trade Policy 2015-20 is amended to enable certain additional duties / taxes / cess exemptions etc.

➡1. Payment of AMC of medical equipments in hospital are liable to sec. 194C TDS and not sec. 194J TDS
Income-tax Officer, (OSD) (TDS) 1(3) Mumbai v. Dr. Balabhai Nanavati Hospital*

➡2. No denial of Sec. 54B relief merely because new property was purchased without registered sales deed
Anil Bishnoi v. Assistant Commissioner of Income-tax, Chandigarh

➡3. Govt. notifies four supplies as deemed export

Co-Operative Banks engaged in Banking Business are Eligible for Income Tax Deduction: Allahabad HC [Read Order]

Read more at: http://www.taxscan.in/co-operative-banks-engaged-banking-business-eligible-income-tax-deduction-allahabad-hc/10824/

Rajasthan HC Admits Petition Seeking GST Exemption to Supply of Construction Services Govt Approved Housing Projects [Read Petition]

Read more at: http://www.taxscan.in/rajasthan-hc-admits-petition-seeking-gst-exemption-supply-construction-services-govt-approved-housing-projects/10855/

GOODS & SERVICES TAX UPDATE – 4

CENTRAL GOODS & SERVICES TAX (CGST) - Rate CGST Rate Schedule of Goods notified with effect from 01.07.2017 Central Government vide Notification No. 01/2017-Central Tax (Rate), dt. 28-06-2017 has w.e.f 1st July 2017 notified CGST rates for intra-State supplies of goods categorized into six schedules as follows: Schedule Rate of CGST I 2.5% II 6% III 9% IV 14% V 1.5% VI 0.125% Further, the following has also been notified vide different notifications: S. No. Particulars Notification No. Schedule of goods whose intra-state taxable supplies are exempt from the whole of the central tax leviable thereon under section 9 of the Central Good and Services Tax Act, 2017 Notification No. 02/2017-Central Tax (Rate), dt. 28-06-2017 Goods in respect of which no refund of unutilized input tax credit shall be allowed, where the credit has accumulated on account of rate of tax on inputs being higher than the rate of tax on the output supplies of such goods (other than nil rated or fully exempt supplies) u/s 54(3). Notification No. 05/2017-Central Tax (Rate),dt. 28-06-2017 [Notification No. 01/2017-Central Tax (Rate), dt. 28-06-2017, Notification No. 02/2017-Central Tax (Rate), dt. 28-06-2017, Notification No. 04/2017-Central Tax (Rate), dt. 28-06-2017 & Notification No. 05/2017-Central Tax (Rate),dt. 28-06-2017] CGST Exemption limit for Reverse Charge transactions notified Section 9(4) of the CGST Act 2017 provides that central tax in respect of the supply of taxable goods or services or both by a supplier, who is not registered, to a registered person shall be paid by such person on reverse charge basis as the recipient and all the provisions of this Act shall apply to such recipient as if he is the person liable for paying the tax in relation to the supply of such goods or services or both. Thus in order to provide marginal relief to Registered Taxable person, Central Government vide Notification No. 08/2017-Central Tax (Rate), dt. 28-06-2017 has w.e.f 1st July 2017 exempted supplies of goods or service or both received by a registered person from any or all such unregistered supplier(s) if the aggregate value of such supplies does not exceed Rs. 5000 in a day. [Notification No. 08/2017-Central Tax (Rate), dt. 28-06-2017] Supplies to a TDS deductor by an unregistered supplier exempt Section 51 of the CGST Act, 2017 requires a department or establishment of the Central Government or State Government, local authority, Governmental agencies or such persons or category of persons as may be notified by the Government on the recommendations of the Council to deduct TDS @ 1% from the payment made or credited to the supplier of taxable goods or services or both, where the total value of such supply, under a contract, exceeds Rs. 2,50,000. Further section 9(4) of the CGST Act, 2017 requires a registered person to pay taxes under reverse charge upon purchases made from unregistered suppliers. In this regard, Central Government vide Notification No. 09/2017-Central Tax (Rate), dt. 28-06-2017 has w.e.f 1st July 2017 has exempted intra-State supplies of goods or services or both received by a deductor under section 51 from an unregistered supplier. This is subject to the condition that TDS deductor is not liable to be registered otherwise then by way of Compulsory registration under CGST Act, 2017. [Notification No. 09/2017-Central Tax (Rate), dt. 28-06-2017] Exemption to dealers operating under Margin Scheme Central Government vide Notification No. 10/2017-Central Tax (Rate), dt. 28-06-2017 has exempted intra-State supplies of second hand goods received by a registered person (who deals in buying and selling of second hand goods and pays the central tax on the value of outward supply of such secondhand goods) from an unregistered supplier from the whole of the central tax leviable thereon under reverse charge mechanism. In other words, the dealers operating under Margin Scheme making purchases from unregistered dealers are exempted from payment of tax under reverse charge. [Notification No. 10/2017-Central Tax (Rate), dt. 28-06-2017] CGST Rate Schedule of Services notified with effect from 01.07.2017 Central Government vide Notification No. 11/2017-Central Tax (Rate), dt. 28-06-2017 has w.e.f 1st July 2017 notified CGST rates for intra-State supplies of services subject to specified conditions. Further, the following has also been notified vide different notifications subject to specified conditions: S. No. Particulars Notification No. Schedule of services whose intra-state taxable supplies are exempt from the whole of the central tax leviable thereon under section 9 of the Central Good and Services Tax Act, 2017 Notification No. 12/2017-Central Tax (Rate), dt. 28-06-2017 No refund of unutilized input tax credit shall be allowed u/s 54(3) in respect of services Relating to construction of a complex, building, civil structure or a part thereof, including a complex or building intended for sale to a buyer, wholly or partly, except where the entire consideration has been received after issuance of completion certificate, where required, by the competent authority or after its first occupation, whichever is earlier. Notification No. 15/2017-Central Tax (Rate),dt. 28-06-2017 [Notification No. 11/2017-Central Tax (Rate), dt. 28-06-2017, Notification No. 12/2017-Central Tax (Rate), dt. 28-06-2017 & Notification No. 15/2017-Central Tax (Rate),dt. 28-06-2017] Goods or services on which tax will be payable under reverse charge mechanism under CGST Act Central Government vide Notification No. 04/2017-Central Tax (Rate), dt. 28-06-2017 has w.e.f 1st July 2017 provided that CGST on needs to be paid on the reverse charge basis completely (100%) by the recipient of such goods. The detailed list of such goods is as follows: S. No. Description of supply of goods Supplier of goods Recipient of supply Cashew nuts, not shelled or peeled Agriculturist Any registered person Bidi wrapper leaves (tendu) Agriculturist Any registered person Tobacco leaves Agriculturist Any registered person Silk yarn Any person who manufactures silk yarn from raw silk or silk worm cocoons for supply of silk yarn Any registered person Supply of lottery State Government, Union Territory or any local authority Lottery distributor or selling agent Central Government vide Notification No. 13/2017-Central Tax(Rate), dt. 28-06-2017 has w.e.f 1st July 2017 provided the category of services on which CGST needs to be paid on the reverse charge basis completely (100%) by the recipient of such services. The detailed list of such services is as follows: S. No. Supplier of service Category of Supply of Services Recipient of Service Goods Transport Agency (GTA) Supply of Services by a goods transport agency (GTA) in respect of transportation of goods by road to- (a) any factory registered under or governed by the Factories Act, 1948 or (b) any society registered under the Societies Registration Act, 1860 or under any other law for the time being in force in any part of India; or (c) any co-operative society established by or under any law; or (d) any person registered under the Central Goods and Services Tax Act or the Integrated Goods and Services Tax Act or the State Goods and Services Tax Act or the Union Territory Goods and Services Tax Act; or (e) any body corporate established, by or under any law; or (f) any partnership firm whether registered or not under any law including association of persons; or (g) any casual taxable person. (a) any factory registered under or governed by the Factories Act, 1948 or (b) any society registered under the Societies Registration Act, 1860 or under any other law for the time being in force in any part of India; or (c) any co-operative society established by or under any law; or (d) any person registered under the Central Goods and Services Tax Act or the Integrated Goods and Services Tax Act or the State Goods and Services Tax Act or the Union Territory Goods and Services Tax Act; or (e) any body corporate established, by or under any law; or (f) any partnership firm whether registered or not under any law including association of persons; or (g) any casual taxable person located in the taxable territory An individual advocate including a senior advocate or firm of advocates Services supplied by an individual advocate including a senior advocate by way of representational services before any court, tribunal or authority, directly or indirectly, to any business entity located in the taxable territory, including where contract for provision of such service has been entered through another advocate or a firm of advocates, or by a firm of advocates, by way of legal services, to a business entity. Any business entity located in the taxable territory. An arbitral tribunal Services supplied by an arbitral tribunal to a business entity Any business entity located in the taxable territory Any person Services provided by way of sponsorship to any body corporate or partnership firm Any body corporate or partnership firm located in the taxable territory Central Government, State Government, Union territory or local authority Services supplied by the Central Government, State Government, Union territory or local authority to a business entity excluding, - (1) renting of immovable property, and (2) services specified below- (i) services by the Department of Posts by way of speed post, express parcel post, life insurance, and agency services provided to a person other than Central Government, State Government or Union territory or local authority; (ii) services in relation to an aircraft or a vessel, inside or outside the precincts of a port or an airport; (iii) transport of goods or passengers Any business entity located in the taxable territory A director of a company or a body corporate Services supplied by a director of a company or a body corporate to the said company or the body corporate The company or a body corporate located in the taxable territory An insurance agent Services supplied by an insurance agent to any person carrying on insurance business Any person carrying on insurance business, located in the taxable territory A recovery agent Services supplied by a recovery agent to a banking company or a financial institution or a nonbanking financial company A banking company or a financial institution or a non-banking financial company, located in the taxable territory Author or music composer, photographer, artist, or the like Supply of services by an author, music composer, photographer, artist or the like by way of transfer or permitting the use or enjoyment of a copyright covered under clause (a) of sub-section (1) of section 13 of the Copyright Act, 1957 relating to original literary, dramatic, musical or artistic works to a publisher, music company, producer or the like Publisher, music company, producer or the like, located in the taxable territory [Notification No. 13/2017-Central Tax(Rate), dt. 28-06-2017] Categories of services on which tax will be payable by Electronic Commerce Operator Central Government vide Notification No. 17/2017-Central Tax (Rate), dt. 28-06-2017 has notified the following category of services for which CGST needs to be paid by the electronic commerce operator – services by way of transportation of passengers by a radio-taxi, motorcab, maxicab and motorcycle; services by way of providing accommodation in hotels, inns, guest houses, clubs, campsites or other commercial places meant for residential or lodging purposes, except where the person supplying such service through electronic commerce operator is liable for registration under sub-section (1) of section 22 of the said Central Goods and Services Tax Act. [Notification No. 17/2017-Central Tax (Rate), dt. 28-06-2017] Source: www.cbec.gov.in

1. Institute running courses to enable students to seek employment would be exempt from service tax
Frankfinn Aviation Services (P.) Ltd. v. Commissioner of Service Tax, New Delhi.

➡2. Govt. notifies definition of a start-up and process of its recognition

NOTIFICATION NO. GSR 180(E) [F.NO.5(91)/2015-BE.I],DATED 17-2-2016
{SEE ALSO NOTIFICATION NO. GSR 401(E) [F.NO.5(91)/2015-BE.I], DATED 21-4-2017 FOR AMENDMENT}
[RESCINDED BY NOTIFICATION NO. GSR 501(E) [F.NO.5(91)/2015-BE-I], DATED 23-5-2017]

➡3. Unregistered dealers can claim tax credit for goods purchased before July 1, 2017 on basis of Credit Transfer doc
Notification   No.  21  /2017  -  Central  Excise  (N.T.)

These are few guidelines for maintaining the healthy accounts hereafter:-

1. Raise proper sale and invoice and check purchase invoice.

2. Use distinctive series for local , central and RCM invoice for clarity.

3. Share your GSTIN to all your suppliers and seek the same from your customers.

4. Take ITC (Input Tax Credit) from business oriented expenses i.e., Telephone bill, Courier Bill, Stationery Bill, etc. Thus, hereafter you must receive the bills for all your business                 oriented expenses with your GSTIN mentioned on the Tax Invoice issued by the Supplier.

5.   You will charge tax in tax invoices as under. Say Tax Rate on a supply is 18%.

So for Local (Intra-State) tax rate will be divided as CGST 9% and SGST – 9%.
For outside state (Inter-State) as IGST-18%

6. Tax must be paid on any ADVANCE RECEIVED from the customer.

Hence, either avoid such events or keep a track of such advances and pay tax on time.

7. Supplies in excess of Rs. 5000 from Unregd. Dealers in a day should be avoided. Keep this limit for Petty Day to Day Expenses only. For Eg Tea, Xerox etc

8. Cash payment in excess of Rs. 10,000/- per day and Cash Receipt in excess of Rs. 2Lac  towards a single transaction to be avoided considering Income Tax Laws.

9.   Please make bill wise and item wise closing stock as on 30.06.2017

10. Be ready with all Purchase, Sale,  Expense Bills and Bank Statement on first day of each calendar month.

11. Submit Statement of Sales by 10th, Statement of Purchases by 15th and Auto Generated Consolidated Monthly Return by 20th of next month.

12. Be GST Compliant for securing more business. Compliance Rating will help probable customers look and reach for GST compliant dealers.

13. Make payment of purchase within 180 days to avoid tax reversal

14. No movement of goods without invoice or delivery challan

TAT allows Bank’s Claim for Deduction towards Amortization of Security Premium under ‘HTM Category’ [Read Order] http://clkmein.com/qXOVwG

Refund of Pre-deposit cannot be Adjusted towards other Demands: CESTAT Chennai [Read Order]  http://clkmein.com/qXOVaC

Acquittal from Criminal Proceedings is No bar for initiating Disciplinary Proceedings against Charged Officer under Customs Act: Delhi HC  http://clkmein.com/qXOVv2

5 smart things to know about securities transaction tax http://clkmein.com/qXOVNJ

Should you opt for a credit or a debit card?
http://clkmein.com/qXOBsQ

1. Govt. gives retrospective VAT exemption to New Development Bank and SAARTAC upto June 30, 2017.

2. No disallowance of interest u/s 14A if assessee had surplus funds to make investment in tax-free securities.

3. MCA issues order for removal of difficulties on transfer of voluntary winding up proceeding under Bankruptcy Code.

4. Tribunal has no power to give directions to co. on issuance of duplicate share certificates to its shareholders: NCLT.

5. HC quashed reassessment as it was made without issuing notice under section 143(2).

6. Sec. 68 would be attracted even if cheques related to unexplained credit wasn't presented for collection in Bank.

7. Tamil Nadu: 1,000 cinema halls shut in against 30% local tax, GST.

8. HDPE woven cloth manufactured from HDPE yarn would be classified under Central Excise heading 54.06: HC.

 Updates

➡1. Tribunal has no power to give directions to co. on issuance of duplicate share certificates to its shareholders: NCLT
Hasmukh Bachubhai Baraiya v. Symphony Ltd.

➡2. Sec. 68 would be attracted even if cheques related to unexplained credit wasn't presented for collection in Bank
Vimal Organics Ltd. v. Commissioner of Income-tax, Ghaziabad

➡3. Govt. notifies another set of CGST rules
Notification No.   15/2017  –  Central Tax

GST Myth Vs Reality :
Myth 1: I need to generate all invoices on computer/ internet only.
Reality 1: Invoices can be generated manually also
Myth 2: I need Internet all the time to do business under GST.
Reality 2: Internet would be needed only while filing monthly return of GST
Myth 3: I have provisional ID but waiting for final ID to do business.
Reality 3: provisional ID will be your final GSTIN number. Start business
Myth 4: My item of trade was earlier exempt so I will immediately need new registration before starting a business now.
Reality 4: U can continue doing business and get registered within 30 days.
Myth 5: There are 3 returns per month to be filed.
Reality 5 : There is only 1 return with 3 parts, out of which first part filed by the dealer and two other parts auto-populated by computer.
Myth 6: Even small dealers will have to file invoice wise details in the return.
Reality 6: Those in retail business (B2C) need to file only summary of total sales.
Myth 7: New GST rates are higher compared to earlier VAT.
Reality 7 : It appears higher bcoz excise duty and other taxes which were invisible earlier are now subsumed in GST and so visible now.⁠⁠⁠⁠

INDEPENDENT DIRECTORS' APPOINTMENT : TIME FOR A SOLUTION BASED APPROACH

By Gautam Gandotra*

Independent directors are being criticised on their being independent. Critics feel that people who are appointed as independent directors are close to promoters so that decision making can be influenced. In this article, the author makes out a case for solution based approach to ensure that 'independence' of independent directors is no longer doubted.

INTRODUCTION

1. It seems we live in an independent director-bashing era. News articles, blogs, scholarly write-ups are replete with criticism relating to independent directors, whether it relates to their appointment, 'true' independence, removal, resignation or generally about their very existence! Anything remotely connected to what such directors do seems wrong. From a legal liability stand point, the law of director's liability and fiduciary duties applies equally to independent directors. Such directors do not have any meaningful defense available to them by the mere taxonomy of the position held by them. Why then is the sentiment so negative ?

1.1 Critics argue that the key issue emanates from the method of appointment of such directors because they feel such people are appointed as independent directors who are close to promoters so that decision making can be influenced. Practically, one cannot get a total stranger on board as such a person could turn out to be the worst choice even for a truly independent decision making. How then is one to resolve this issue which essentially is a result of conflict of interest between different categories of stakeholders - doing away with the concept of independent directors, criticising everyone who occupies such a position, resorting to media trial for conduct of the Board of directors. The answer lies in taking a solution based approach to ensure that we do not paint a sorry picture of corporate governance in our country.

NEED FOR A NEW VOTING REGIME

2. A new voting regime must be introduced that requires appointment of independent directors through majority of minority vote of the public shareholders. The United Kingdom has adopted a dual-voting structure for election of such directors in controlled listed companies, requiring both a simple majority vote and a majority of minority vote; if the result of these two votes conflict, then another meeting can be held within 90-120 days and this time the appointment happens through a simple majority vote. This approach is slightly lenient as opposed to the majority of minority voting simpliciter as a resolution passed through majority of minority (public shareholders) vote could essentially get washed away in a subsequent resolution passed through simple majority (in effect, promoters) vote.

A FEAR WHICH IS NOT SO THEORETICAL

3. The key argument against the majority of minority voting rule is that such voting rule is not practical and also, that the controllers of the business may influence votes to achieve the same result and then influence the independent directors too. The fear of succumbing to promoter influence was summarized with great wit by the then Vice Chancellor Strine of the Delaware Chancery Court as follows - calling controllers of the business a 'gorilla' and the independent directors "little chimpanzees" :

"....[W]hen an 800-pound gorilla wants the rest of the bananas, little chimpanzees, like independent directors and minority stockholders, cannot be expected to stand in the way, even if the gorilla putatively gives them veto power. Lurking in the back of the directors' and stockholders' mind is the fear that the gorilla will be very angry if he does not get his way. As a result, we cannot fully trust the traditional protective devices that the law uses to validate interested transactions."1

Recently, while putting forth a proposal for public investors to have the power to influence the election or retention of some "enhanced independent" directors, Harvard Law School Professor, Lucian A Bebchuk and Hebrew University Professor, Assaf Hamdani took Leo Strine's amusing 800-pound gorilla metaphor forward saying that, if independent directors cannot be expected [in the freeze out context] to oppose the big gorilla when it seeks the rest of the bananas, we should not expect them to resist the big gorilla when it pursues a peach, a mango, or any other fruit that it may fancy.2 This shows that it is not just India but also the developed economies that are grappling with the same issue.

WHY MAJORITY OF MINORITY RULE ?

4. The list of matters requiring majority of minority vote is increasing within a short span of time. Majority of minority voting rule mandatorily applies to the listed companies for a resolution considering material related party transactions, delisting, reduction in public shareholding pursuant to scheme of arrangements in certain cases, etc. This shows that the law makers, promoters and listed companies have very well digested such regime for other critical proposals. This change in voting regime is indeed done to ensure that the suspicion with which certain arguably one-sided and coercive transactions are seen are dealt with in a fair way by giving the less powerful block a better say in the decision making. Why then, should the appointment of independent directors be subject to a simple majority regime when their existence seems to be the cause of immense grief for many? It's time to come up with a regime that stops presuming that independent directors are guilty.

CONCLUSION

5. When law gets smart, people get smarter and most of the times, people are already too smart and law is trying to catch up. Therefore, keeping law static when the environment is dynamic is an approach should be given up. Majority of minority rule has the ability to take away the inherent negativity surrounding the issue relating to method of appointing the independent directors.

FOOTNOTES

* Partner in Cyril Amarchand Mangaldas. Views expressed are personal.

Modi ji

Thanks for blaming speech on my CA fraternity for failure of your ill planned and short visioned bureaucracy guided impractical fiscal decisions...

As usual Your speech was full of sarcasm and taunts...
but Sir.... as per your and your FM speeches

Businessman is chor... they don't pay taxes and CAs help them

and we are largely a tax in compliant society and presented that only 3.7 crores are  filling ITRs in this poor country with 125 crore population

Sir,
We have 82 crore voters

- 75% are agriculturists ,61.5 crores ( You exempted them directly but, they can also buy cars , bunglows etc as you quoted.. your political counterparts are also enjoying this)

Balance
20.5 crores
Less: 24% BPL class ( Below poverty line)

15 crore population ( which is non agriculturist and non BPL) ..

Less : Senior Citizens, Non working wives, unemployed youths, below taxable income earners...political class..(say 75%) ... in a typical indian family only 1 earning member and 5/6 are dependent on him....

Balance (15-11.25)=3.75 crores is the earning class ... which can file ITRs and ... they are already filling it....

.... so almost no gap as Mr Jetly is stressing unnecessarily without knowing his country

if jetly wants more people's to come into tax net ...then... instead foolishly resorting to Only rampant raids, surveys...notices... scrutiny ..... demonetisations etc etc terrorism ... he should defy his negative bureaucrats and

1. Introduce simple Income Tax on Agricultural Income on large landlords ( Say 10 Acres plus ) - you can add 26% of Agriculturists as tax payers ( Politicians are also enjoying this )

2. Instead introducing 5000/10000 penalties on late filers of IT return Come out with positive approach and introduce incentives to IT return filers ( learn from Pakistan, IT assessee gets discount in purchase of Car )

3. Introduce Privilege card to  those paying taxes above certain limit.. privilege card to entitle assessee with benefits like Priority quota in railway tickets , Use of airport lounges, subsidised medical facilities, etc etc... let Tax payers to feel proud

4. Introduce medical insurance / life insurance on basis of average ITR filled... like coverage upto twice of Gross Income in ITR filled for mediclaim and ten times risk cover in case of life insurance

5. Introduce Pension after 65 yrs of age on the basis of tax paid by tax payer during his working life..

Let taxpayers to get certain direct benefits....

As on today, 3.3% of Indian population is filling ITRs as compared to 8% of China...adding large agriculturists to Income Tax may shoot the figure to more than 10% .... it may help you to cool your tax terrorism mindset and a tax compliant nation ...

And Sir..
Indian Government officials and Politicians are known already known in the world as most corrupt ... ping any IT return of your MPs and MLAs ... most of them are showing agriculture income on small piece of land... raid them... easily can shed 500/1000 crores

Kindly think and do something about your unaccountable and irresponsible government systems which still perfectly ensures that nothing should move in government department unless bribe is paid

Under Rule 96A ( for Exporters )

1) Exporter intending to export under bond or Letter of undertaking needs to furnish bond prior to the Export to jurisdictional Commissioner in Form GST RFD -11
2) Within 15 days from the end of three months of date of issue of invoice if goods are not exported, the exporter is required to pay tax along with interest
3) In case of services if payments are not received within 12 months, tax and interest will be recovered within 15 days or such extended period as may be allowed from the end of twelve months from the date of invoice
4) GSTR return to be filed containing export details

Relevant Rule 96A is set out as under for your reference.

“96A. Refund of integrated tax paid on export of goods or services under bond or Letter of Undertaking.-
Any registered person availing the option to supply goods or services for export without payment of integrated tax shall furnish, prior to export, a bond or a Letter of Undertaking in FORM GST RFD-11 to the jurisdictional Commissioner, binding himself to pay the tax due along with the interest specified under sub-section (1) of section 50 within a period of —
(a) fifteen days after the expiry of three months from the date of issue of the invoice for export, if the goods are not exported out of India; or
(b) fifteen days after the expiry of one year, or such further period as may be allowed by the Commissioner, from the date of issue of the invoice for export, if the payment of such services is not received by the exporter in convertible foreign exchange.

(2) The details of the export invoices contained in FORM GSTR-1 furnished on the common portal shall be electronically transmitted to the system designated by Customs and a confirmation that the goods covered by the said invoices have been exported out of India shall be electronically transmitted to the common portal from the said system.
(3) Where the goods are not exported within the time specified in sub-rule (1) and the registered person fails to pay the amount mentioned in the said sub-rule, the export as allowed under bond or Letter of Undertaking shall be withdrawn forthwith and the said amount shall be recovered from the registered person in accordance with the provisions of section 79.
(4) The export as allowed under bond or Letter of Undertaking withdrawn in terms of subrule (3) shall be restored immediately when the registered person pays the amount due.
(5) The Board, by way of notification, may specify the conditions and safeguards under which a Letter of Undertaking may be furnished in place of a bond.
(6) The provisions of sub rule (1) shall apply, mutatis mutandis, in respect of zero-rated supply of goods or services or both to a Special Economic Zone developer or a Special Economic Zone unit without payment of integrated tax.”