Condonation of Delay For Satisfaction of Charge

Draft Documents For Condonation of Delay For Satisfaction of Charge

When the question for such condonation arises ?

 

The issue for condonation of delay arises only in two circumstances:

1. When the company has failed to register the charges with the Registrar of Companies within 300 days from the creation or the modification of such charges. The provision is that the company needs to file form CHG-1 within 30 days from the date when such charge is created or modified, failing to which the company has another chance to file the form within 300 days from the date of such creation or modification but with some additional charges. If the company fails to file within such time period also, then there would be not alternative available with the company but to file the condonation of delay with the Central Government. 
2. Second alternative when the condonation of delay needs to be filed is when the company fails to file form CHG-4 within 30 days of the satisfaction of the charge. The provision says that the companies require to file form CHG-4 within 30 days from the date of satisfaction of the charge, failing to which the company needs to apply for the condonation of delay. There is no provision such as time limit extended to 300 days in case of satisfaction of charges, you have to directly apply for the condonation to the Central government.

 Process For Condonation of Delay

Step 1

When full payment on account of principal and interest has been made and ‘No dues certificate’ has been obtained from the charge holder, in respect of charges created and registered under Section 77(1),  a company shall give intimation to the concerned Registrar of Companies.

Step 2

Issue notice in accordance with the provisions of section 173(3) of the Companies Act, 2013, (not less than 7 days in writing) for convening a meeting of the Board of Directors.

Step 3

Board Meeting

Hold Board meeting and pass the resolution and authorize any Director or secretary for filing form CHG 4 with the Registrar of Companies.

Step 4

E-form to be filed.

File the particulars of satisfaction of charge with the concerned Registrar of Companies within 30 days from the date of payment or satisfaction in full of any charge, registered under Section 77 of the Companies Act 2013, in Form CHG-4on payment of prescribed fees with the following attachments.

·        No Dues Certificate from charge holder.

·        Other optional attachments as required. 

Step 5

Check in respect of the following:

·        Charge Creation Identification number.

·        Particulars of charge holder.

·        Particulars of creation of original charge and subsequent modification, if any.

·        Date of satisfaction of charge in full

Step 6

E-form is digitally signed by the authorised signatory of the banker or charge holder along with the authorised signatory of the company (Managing Director or director or secretary) and certified by Company Secretary in whole time practice or Chartered Accountant in whole time practice or Cost Accountant in whole time practice.

Step 7

Condonation of Delay by Central Government.

Where the satisfaction of the charge is not filed within a period of 30 days from the date of satisfaction, then the Registrar shall not register the same unless the delay is condoned by the Central Government. The application for condonation of delay by Central Government shall be filed with the Central Government in Form CHG-8 along with the fee. The order passed by the Central Government shall be required to be filed with the Registrar in Form INC-28 along with the fee as per the conditions stipulated in the said order.

Step 8

Memorandum of Satisfaction

Where the satisfaction of charge is registered with the Registrar, he shall issue a memorandum of satisfaction of charge in Form CHG- 3 which shall be conclusive evidence that the requirements of Chapter VI of the Act and the rules made thereunder have been complied with.

Step 9

Entry in the Register.

The particulars of the satisfaction of charge registered with the Registrar shall be entered in the register of charges in Form No. CHG-7.

DRAFT FORMAT

AFFIDAVIT VERIFYING THE APPLICATION

AFFIDAVIT

APPLICATION UNDER SECTION 87 OF THE COMPANIES ACT, 2013 

READ WITH THE COMPANIES (REGISTRATION OF CHARGES) RULES 2014

 FOR CONDONATION OF DELAY IN REGISTRATION OF CHARGES

BEFORE THE REGIONAL DIRECTOR, SOUTH EAST REGION, HYDERABAD

In the matter of the Companies Act, 2013, Section 87 of the said Act for Condonation of delay in registration of charges.

AFFIDAVIT VERIFYING THE APPLICATION

 

I, ________________ S/o. _______________, residing at ________________,    City : __________, Pin Code :______, Director of _______________ Private Limited having its registered office at ________________,    City : __________,                              Pin Code :______,do solemnly affirm and say as follows:-

1) I am the Director of _____________Private Limited and duly authorized to make

this Affidavit on its behalf.

2) The statements made in paragraphs mentioned under point No. 1 to 8 of the enclosed 

application are based on information derived from records of the Company, which i believe to

be true and correct to best of our knowledge and belief and at last paragraph is a prayer to

this Hon’ble Bench.

3) I do solemnly affirm that this declaration is true that it conceals nothing and that no part

of it is false.

Verification:

I solemnly declare that no part of the contents of this affidavit is false.

Signature:

Name: ____________________

Director

DIN: ___________

Address: ________________, 

City :_______, Pin Code : ______,

Date:

Place:

APPLICATION

APPLICATION

BEFORE THE REGIONAL DIRECTOR, HYDERABAD

IN THE MATTER OF __________________ PRIVATE LIMITED

having its registered office at_____________________

Sl.No.	Particulars of Documents	Page No.
	Memorandum of Association
	Articles of Association
	Annual Report of the company for the year ended March 31,_______
	Affidavit verifying the petition
	Common deed of hypothecation agreement
	Form GNL-1 filed with the Registrar of Companies, Karnataka and the acknowledgement

APPLICATION UNDER SECTION 87 OF THE COMPANIES ACT 2013 READ WITH THE COMPANIES (REGISTRATION OF CHARGES) RULES 2014 FOR CONDONATION OF DELAY IN REGISTRATION OF CHARGES.

	Details of Petition	APPLICATION UNDER SECTION 87 OF THE COMPANIES ACT 2013, FOR CONDONATION OF DELAY OF ______ DAYS IN REGISTRATION OF CHARGE.
	Particulars of the Applicant (s)	_______________ PRIVATE LIMITED Address : _______________ Represented by its Director Mr. ______________ residing at ______________, City : _________, Pin Code : __________. Main objects of the company are To undertake business venture in construction and development of township, condominiums, layouts, Construction of Conventional hall, malls, highway , elevated highways and infrastructure. To undertake the business of holding ,owing, managing, operating, controlling the assets , properties, Intellectual property rights, licenses, permits ,approvals, permissions ,sanctions, shares of all the businesses of the group, whether of Companies ,proprietary concerns ,firms or such other entities withinthe group and to act as facilitators, managers, holders, advisors, consultants of the business in the group. To Purchase, take on lease, or in exchange, or otherwise, hold, transfer and dispose off, lands or interest therein, buildings, structures and to manage the buildings, homes, dwelling, flats, offices, factories, warehouses, resorts,HOTELS, educational institutions, laboratories, libraries of all the business entities within the group. The Authorized share capital of the company as on March 31, ________ is Rs. ___________ divided into __________ Equity shares of Rs. 10 each and the paid up share capital of the company is Rs. _____________ divided into _________ equity shares of Rs. 10 each.
	Particulars of respondent(s) need not be stated where company is the respondent) (Name, description, father’s /husband’s name, occupation, capacity, i.e. qua depositor and address of the Applicant(s)	Not Applicable.
	Jurisdiction of the Regional Director/Registrar of Companies	The registered office of the company (Applicant) is situated in the state of Karnataka and hence the jurisdiction for hearing the matter falls under the jurisdiction of the office of the Regional Director, Hyderabad.
	Limitation	The Applicant further declares that the petition is within the limitation laid down under the provisions of the Companies Act, 2013
	Facts of the case are given below	The company [on the first Part] and the (Name of Second Party) [on the second part] have entered into a common deed of hypothecation on Month Date, Year. With effect from Month Date, Year the company has created a charge on its book debts and receivables. (Name of Second Party)  (second Party) is the charge holder. The amount secured by the charge is Rs. ______________. The company was required to register the charge within a period of thirty days from the date of execution of common deed of hypothecation, (i.e. within Month Date, Year) however, the company has filed the Form CHG 1 for registration of charge on Month Date, Year, which amounts to a delay of ________ (In Words) days. The status of the Form CHG 1 filed with the Registrar of Companies as on signing the date of this petition is Work in Progress. The directors of the company vide Board resolution dated Month Date, Year resolved to move the office of the Regional Director, for condonation of the delay. The company and directors of the company inadvertently and accidentally omitted to make an application for registration of the charge. And also this charge being the first charge by the company, the directors of the company did not get the right advice on registration of the charges and were not aware of the provisions of section 125 of the Companies Act, 1956 and at the same time the accounting systems in the company were crashed and were not operating properly hence there is a delay from the company and directors and such delay was not intentional and there is no mens reain committing a delay in registration of the charge.
	Matters not previously filed or pending with any other court.	The Applicant further declares that he had not previously filed any application, writ petition or suit regarding the matter in respect of which this petition has been made, before any court of law or any other authority or any other bench or the board and not any such application, writ petition or suit is pending before any of them.
	Relief(s) sought.	In view of the facts mentioned in Para 6 (Six) Above, the Applicant humbly prays for the following relief(s) To condone the delay in registration of charge and to allow the Registrar of companies, Bangalore to register and approve the Form CHG 1 filed vide SRN ___________ on Month Date, Year.

_____________________________

Signature of the Applicant

Board Resolution for Borrowings

____________________________ PRIVATE LIMITED

CIN: ____________________

Reg.Off: _____________________________, City __________________, Pin Code : ___________, 

State : ___________

_________________________________________________________________________________

CERTIFIED TRUE EXTRACT OF THE RESOLUTION PASSED AT THE MEETING OF THE BOARD OF DIRECTORS OF COMPANY HELD ON ___________, (Month) Date, 2016AT THE REGISTERED OFFICE OF THE COMPANY AT ___________________, CITY : ____________, PIN CODE : ____________

  AVAILING FINANCE FACILITY FROM (Name of Second Party)

“RESOLVED THAT the approval of the Board be and is hereby given to the Company to avail finance facility from (Name of Second Party), Address of Second Party: _________, City : __________ for value up to Rs. ___________/- (Rupees ___________ only).”

“RESOLVED FURTHER THAT Mr. ______________, Director of the Company be and is hereby authorized to sign, execute and deliver all the documents as may be necessary for the proper availing of the said facility and as may be required by the Bank/Financial Institution and further to furnish, sign, execute and deliver such indemnities and/or declarations and/or affidavits on behalf of the Company in favour of the Bank/Financial Institution as may be required by the Bank/Financial Institution in any matter related hereto and generally to do all such acts and deeds as may be necessary for the availing the said financial facility and for all matters connected therewith and/or incidental thereto, including delegating the powers to execute documents by way of a Power of Attorney, if necessary.”

“RESOLVED FURTHER THAT the approval of the Board be and is hereby given to affix the common seal of the Company on any or all documents, as may be required by the Bank/Financial Institution, in the presence of Mr. __________________, Director and Mr. _______________, Directors of the Company who shall sign the same in token thereof.”

“RESOLVED FURTHER THAT the account opening form and other documents relating to loan account opening be signed by Mr. ________________.”

For _______________ India Private Limited

_____________________

Director

DIN: ______________

Date: ______________

Place:___________

 Board Resolution for making an Application

____________________________ PRIVATE LIMITED

CIN: ____________________

Reg.Off: _____________________________, City __________________, Pin Code : ___________, 

State : ___________

_____________________________________________________________________________

CERTIFIED TRUE EXTRACT OF THE RESOLUTION PASSED AT THE MEETING OF THE BOARD OF DIRECTORS OF COMPANY HELD ON ___________, (Month) Date, 2016AT THE REGISTERED OFFICE OF THE COMPANY AT ___________________, CITY : ____________, PIN CODE : ____________

APPLICATION TO THE REGIONAL DIRECTOR, HYDERABAD FOR CONDONATION OF DELAY UNDER SECTION 87 OF COMPANIES ACT, 2013.

“RESOLVED THAT pursuant to the provisions of Section 87 the Companies Act, 2013 approval of the Board of Directors of the company be and is hereby accorded for making an application before the Regional Director, Hyderabad for the purpose of condonation of delay in registration of Charge.”

“RESOLVED FURTHER THAT Mr. ___________________, Director of the company (DIN: ________) be and is hereby authorised to do all acts and deeds to give effect to the above resolution including but not limited to signing and filing an application before the Regional Director Hyderabad.”

“RESOLVED FURHTER THAT M/s. ___________________, Company Secretaries, Address : ______________, City : _____________ be and are hereby appointed to represent the company before the Regional Director and to apploint any other professional as their representatives.”

For _________________ Private Limited

_____________________

Director

DIN: ______________

Memorandum of Appearnace Format

Form-2

[See Rule 6F (3)]

Memorandum of Appearance

To

The Regional Director

________________,

________________,

______________ District,

City : ________, Pin Code : ______

State : __________

Dear Sir,

Please take notice that, I, ________________, Practicing Company Secretary, duly authorized to enter appearance, and do hereby enter appearance, on behalf of _____________ Private Limited, Petitioner before the Regional Director in the above mentioned petition.

A copy of resolution passed by the Board of Directors authorized me to enter appearance and to act for every purpose connected with the proceedings for the said party is enclosed, duly signed by me for identification.

Date: ______________                                                                                       Yours Sincerely,

___________________

Company Secretary

M/s _____________________

                                                                                                           Address : _______________ 

City:_________, Pin Code : _______

Ph: +91-__________

E-mail:__________________

Thanks & Regards,

Updates

RBI has notified that Overdraft and Cash Credit accounts can also now withdraw up to Rs. 50000 in cash, in a week. Accordingly, holders of current / overdraft / cash credit accounts, which are operational for the last three months or more, may now withdraw upto Rs. 50000 in cash, in a week. This enhanced limit for weekly withdrawal is not applicable for personal overdraft accounts. Further, RBI has said that such withdrawals may be disbursed predominantly in Rs. 2000 denomination bank notes.

CBDT

India and the US have reached a deal for the first bilateral advance pricing agreement. Further, they have also resolved 108 tax disputes involving a tax of about Rs. 5,000 crore through the Mutual Agreement Procedure (MAP). The resolved cases pertain to various issues like transfer pricing adjustments made to the international transactions in the nature of payment of royalty, management fees, cost contribution arrangements, engineering design services, contract R&D services, investment advisory services, Marketing Support Services and Software Development Services. This Bilateral Agreement would help in creating a conducive atmosphere for investments and business by US Companies in India

Updates

SEBI:

The Securities and Exchange Board of India has issued circular for Review of Requirement for copy of PAN Card to open accounts of Foreign Portfolio Investors (FPIs) and decided that the intermediaries can verify the PAN of FPIs online from website authorised by Income Tax department at the time of account-opening for FPIs. However, FPIs need to provide the copy of PAN card within 60 days of account-opening or before remitting funds out of India, whichever is earlier to their intermediaries. 

RBI:

The Reserve Bank of India has modified the Foreign Exchange Management (Insurance) Regulations, 2015. The Memorandum of Foreign Exchange Management Regulations relating to General/ Health Insurance (GIM) and Life Insurance (LIM) in India have also been suitably modified. According to new changes, all general/ health insurance policies permitted by IRDAI are allowed to be placed in foreign exchange and No RBI permission is required for issuance/ renewal of any insurance policy.

HC rejects PIL for scrapping of notification on demonetization.

 (http://www.onlinelawsolutions.com/index.php/2016/11/11/hc-rejects-pil-for-scrapping-of-notification-on-demonetisation/)

Payment Systems (RTGS, NEFT, Cheque Clearing, Repo, CBLO and Call markets) to remain open on Saturday, November 12 and Sunday, November 13, 2016

No cash refund for Rail ticket cancellation of Rs.10,000­ & above

Updated Point of Taxation Rules, 2011 {Notification No. 18/2011-S.T., dated 1-3-2011}

Under  GST GSTIN generated in phased manner. Already done for 20 lac VAT assessees in 8 states. Others to get later. ST Assessees to get in Jan'17.

UPDATES

MCA:

The Ministry of Corporate Affairs has amended the Companies (Registration Offices and Fee) Rules, 2014. These rules may be called the Companies (Registration Offices and Fee) Second Amendment Rules, 2016. According to amendment, Form AOC-4 certification by the Chartered Accountant or the Company Secretary or as the case may be by the Cost Accountant, in whole-time practice, substituted in rule 8 (12)(b) (Authentication of Documents) for sub-clause (iv). The fees for allotment and surrender of Director Identification Number under rule 11(f) of the Companies (Appointment and Qualification of Directors) Rules, 2014 also described in amendment rules. They shall come into force from the date of their publication in the Official Gazette.

SEBI:

The Securities and Exchange Board of India has issued consultation Paper proposing Amendments/ Clarifications to the SEBI (Investment Advisers) Regulations, 2013 and public comments were sought till November 04, 2016. Based on the representations received from various bodies/ associations/ etc., seeking extension of the timeline to furnish the comments/ suggestions, it has been decided to grant the time till November 30, 2016 for submitting the comments on the aforesaid consultation paper. 

FAQ released by Reserve Bank of India on withdrawal of notes

Frequently Asked Questions

Frequently Asked Questions (FAQs) on Withdrawal of Legal Tender Character of the Old High Denomination Bank Notes

1. Why is this scheme?

The incidence of fake Indian currency notes in higher denomination has increased. For ordinary persons, the fake notes look similar to genuine notes, even though no security feature has been copied. The fake notes are used for anti national and illegal activities. High denomination notes have been misused by terrorists and for hoarding black money. India remains a cash based economy hence the circulation of Fake Indian Currency Notes continues to be a menace. In order to contain the rising incidence of fake notes and black money, the scheme to withdraw has been introduced.

2. What is this scheme?

The legal tender character of the notes in denominations of ₹ 500 and Rs1000 stands withdrawn. In consequence thereof withdrawn old high denomination (OHD) notes cannot be used for transacting business and/or store of value for future usage. The OHD notes can be exchanged for value at any of the 19 offices of the Reserve Bank of India or at any of the bank branches or at any Head Post Office or Sub-Post Office.

3. How much value will I get?

You will get value for the entire volume of notes tendered at the bank branches / RBI offices.

4. Can I get all in cash?

No. You will get upto ₹4000 per person in cash irrespective of the size of tender and anything over and above that will be receivable by way of credit to bank account.

5. Why I cannot get the entire amount in cash when I have surrendered everything in cash?

The Scheme of withdrawal of old high denomination(OHD) notes does not provide for it, given its objectives.

6. ₹4000 cash is insufficient for my need. What to do?

You can use balances in bank accounts to pay for other requirements by cheque or through electronic means of payments such as Internet banking, mobile wallets, IMPS, credit/debit cards etc.

7. What if I don’t have any bank account?

You can always open a bank account by approaching a bank branch with necessary documents required for fulfilling the KYC requirements.

8. What if, if I have only JDY account?

A JDY account holder can avail the exchange facility subject to the caps and other laid down limits in accord with norms and procedures.

9. Where can I go to exchange the notes?

The exchange facility is available at all Issue Offices of RBI and branches of commercial banks/RRBS/UCBs/State Co-op banks or at any Head Post Office or Sub-Post Office.

10. Need I go to my bank branch only?

For exchange upto 4000 in cash you may go to any bank branch with valid identity proof.

For exchange over 4000, which will be accorded through credit to Bank account only, you may go to the branch where you have an account or to any other branch of the same bank.

In case you want to go to a branch of any other bank where you are not maintaining an account, you will have to furnish valid identity proof and bank account details required for electronic fund transfer to your account.

11. Can I go to any branch of my bank?

Yes you can go to any branch of your bank.

12. Can I go to any branch of any other bank?

Yes, you can go to any branch of any other bank. In that case you have to furnish valid identity proof for exchange in cash; both valid identity proof and bank account details will be required for electronic fund transfer in case the amount to be exchanged exceeds ₹4000.

13. I have no account but my relative / friend has an account, can I get my notes exchanged into that account?

Yes, you can do that if the account holder relative/friend etc gives you permission in writing. While exchanging, you should provide to the bank, evidence of permission given by the account holder and your valid identity proof.

14. Should I go to bank personally or can I send the notes through my representative?

Personal visit to the branch is preferable. In case it is not possible for you to visit the branch you may send your representative with an express mandate i.e. a written authorisation. The representative should produce authority letter and his / her valid identity proof while tendering the notes.

15. Can I withdraw from ATM?

It may take a while for the banks to recalibrate their ATMs. Once the ATMs are functional, you can withdraw from ATMs upto a maximum of Rs.2,000/- per card per day upto 18th November, 2016. The limit will be raised to Rs.4000/- per day per card from 19th November 2016 onwards.

16. Can I withdraw cash against cheque?

Yes, you can withdraw cash against withdrawal slip or cheque subject to ceiling of Rs10,000/- in a day within an overall limit of Rs.20,000/- in a week (including withdrawals from ATMs) for the first fortnight i.e. upto 24th November 2016.

17. Can I deposit withdrawn notes through ATMs, Cash Deposit Machine or cash Recycler?

Yes, OHD notes can be deposited in Cash Deposits machines / Cash Recyclers.

18. Can I make use of electronic (NEFT/RTGS /IMPS/ Internet Banking / Mobile banking etc.) mode?

You can use NEFT/RTGS/IMPS/Internet Banking/Mobile Banking or any other electronic/ non-cash mode of payment.

19. How much time do I have to exchange the notes?

The scheme closes on 30th December 2016. The OHD banknotes can be exchanged at branches of commercial banks, Regional Rural Banks, Urban Cooperative banks, State Cooperative Banks and RBI till 30th December 2016.

For those who are unable to exchange their Old High Denomination Banknotes on or before December 30, 2016, an opportunity will be given to them to do so at specified offices of the RBI, along with necessary documentation as may be specified by the Reserve Bank of India.

20. I am right now not in India, what should I do?

If you have OHD banknotes in India, you may authorise in writing enabling another person in India to deposit the notes into your bank account. The person so authorised has to come to the bank branch with the OHD banknotes, the authority letter given by you and a valid identity proof (Valid Identity proof is any of the following: Aadhaar Card, Driving License, Voter ID Card, Pass Port, NREGA Card, PAN Card, Identity Card Issued by Government Department, Public Sector Unit to its Staff)

21. I am an NRI and hold NRO account, can the exchange value be deposited in my account?

Yes, you can deposit the OHD banknotes to your NRO account.

22. I am a foreign tourist, I have these notes. What should I do?

You can purchase foreign exchange equivalent to ₹5000 using these OHD notes at airport exchange counters within 72 hours after the notification, provided you present proof of purchasing the OHD notes.

23. I have emergency needs of cash (hospitalisation, travel, life saving medicines) then what I should do?

You can use the OHD notes for paying for your hospitalisation charges at government hospitals, for purchasing bus tickets at government bus stands for travel by state government or state PSU buses, train tickets at railway stations, and air tickets at airports, within 72 hours after the notification.

24. What is proof of identity?

Valid Identity proof is any of the following: Aadhaar Card, Driving License, Voter ID Card, Pass Port, NREGA Card, PAN Card, Identity Card Issued by Government Department, Public Sector Unit to its Staff.

25. Where can I get more information on this scheme?

Further information is available at our website (www.rbi.org.in) and GoI website (www.rbi.org.in)

26. If I have a problem, whom should I approach?

You may approach the control room of RBI by email or on Telephone Nos 022 22602201/022 22602944

Updates:

1. CBDT has decided to install cheque deposit machines at Ayakar Seva Kendras (ASKs) and launch a modified website to assist assesses to ascertain their tax liability.
2. No infringement of copyright on photocopy of copyrighted study material for educational activities [The University of Oxford & Ors. Vs. Rameshwari Photocopy Services & Anr. (Delhi HC).
3. PAN validation with CBDT systems is temporarily unavailable so will not be able to file DIR-3 form or perform ‘Associate DSC with PAN’ on MCA portal until the PAN validation interface is restored.
4. Delhi HC  has quashed Rule 3 of the Delhi Luxury Tax Rules which provided for levy of luxury tax on 60% of the bill amount charged by Banquet halls as ultra vires the Act as VAT is charged on the consolidated amount. Henceforth, Luxury Tax on banquets is no loner leviable where VAT is paid on the entire consolidated charges.