RELATED PARTY TRANSACTIONS [Sec. 185 & Sec. 188 of Cos. Act, 2013] Reference given to Cos. (Amendment) Act, 2017 & SEBI (LODR) Regulations. Interactive discussion & presentation by Gaurav N Pingle, Practising Company Secretary | Program on Related Party Transactions at ICSI, WIRC | | May 11, 2019 |
HOLDING COMPANY 2 | Program on Related Party Transactions at ICSI, WIRC | May 11, 2019 | Gaurav Pingle, Practising Company Secretary|
What is the impact of the amendment in the 3 definition of ‘Holding Company’ | Program on Related Party Transactions at ICSI, WIRC | May 11, 2019 | Gaurav Pingle, Practising Company Secretary|
Can Company Incorporated Outside India 4 be a Holding Company? | Program on Related Party Transactions at ICSI, WIRC | May 11, 2019 | Gaurav Pingle, Practising Company Secretary|
Can LLP be a Holding Company? 5 | Program on Related Party Transactions at ICSI, WIRC | May 11, 2019 | Gaurav Pingle, Practising Company Secretary|
SUBSIDIARY COMPANY 6 | Program on Related Party Transactions at ICSI, WIRC | May 11, 2019 | Gaurav Pingle, Practising Company Secretary|
What is the impact of the amendment in the 7 definition of ‘Subsidiary Company’ | Program on Related Party Transactions at ICSI, WIRC | May 11, 2019 | Gaurav Pingle, Practising Company Secretary|
Can LLP be a Subsidiary? 8 | Program on Related Party Transactions at ICSI, WIRC | May 11, 2019 | Gaurav Pingle, Practising Company Secretary|
Can Company Incorporated Outside India 9 be a Subsidiary Company? | Program on Related Party Transactions at ICSI, WIRC | May 11, 2019 | Gaurav Pingle, Practising Company Secretary|
ASSOCIATE COMPANY 10 | Program on Related Party Transactions at ICSI, WIRC | May 11, 2019 | Gaurav Pingle, Practising Company Secretary|
What is the impact of the amendment in the 11 definition of ‘Associate Company’ | Program on Related Party Transactions at ICSI, WIRC | May 11, 2019 | Gaurav Pingle, Practising Company Secretary|
Can Company Incorporated Outside India be an 12 ‘Associate Company’ of an Indian Company? | Program on Related Party Transactions at ICSI, WIRC | May 11, 2019 | Gaurav Pingle, Practising Company Secretary|
Can LLP be an Associate of another company – 13 under Cos. Act, 2013 | Program on Related Party Transactions at ICSI, WIRC | May 11, 2019 | Gaurav Pingle, Practising Company Secretary|
RELATED PARTIES 14 | Program on Related Party Transactions at ICSI, WIRC | May 11, 2019 | Gaurav Pingle, Practising Company Secretary|
What is the impact of the amendment to the definition 15 of ‘Related Party’ – under Cos. Act, 2013 | Program on Related Party Transactions at ICSI, WIRC | May 11, 2019 | Gaurav Pingle, Practising Company Secretary|
Whether Company incorporated outside India – which is an ‘Associate Company’ – is a ‘Related Party’ under 16 Cos. Act, 2013 | Program on Related Party Transactions at ICSI, WIRC | May 11, 2019 | Gaurav Pingle, Practising Company Secretary|
What is the scope of ‘Venturer Company’ 17 & ‘Investing Company’? | Program on Related Party Transactions at ICSI, WIRC | May 11, 2019 | Gaurav Pingle, Practising Company Secretary|
AUDIT COMMITTEE 18 | Program on Related Party Transactions at ICSI, WIRC | May 11, 2019 | Gaurav Pingle, Practising Company Secretary|
Who determines that the transaction with related party is in 19 the ordinary course of business? Is it the board of directors or the Audit Committee? | Program on Related Party Transactions at ICSI, WIRC | May 11, 2019 | Gaurav Pingle, Practising Company Secretary|
Which transactions can Audit Committee 20 recommend to BoD? | Program on Related Party Transactions at ICSI, WIRC | May 11, 2019 | Gaurav Pingle, Practising Company Secretary|
Which transactions cannot be ratified by 21 Audit Committee? | Program on Related Party Transactions at ICSI, WIRC | May 11, 2019 | Gaurav Pingle, Practising Company Secretary|
Which transactions do not require the approval of 22 Audit Committee u/s 177 of Cos. Act, 2013? | Program on Related Party Transactions at ICSI, WIRC | May 11, 2019 | Gaurav Pingle, Practising Company Secretary|
Whether transactions are between a holding company and its wholly owned subsidiary company will section 23 177 of the Act be attracted? | Program on Related Party Transactions at ICSI, WIRC | May 11, 2019 | Gaurav Pingle, Practising Company Secretary|
Can approval of Audit Committee to a related party 24 transaction be granted by passing a circular resolution? | Program on Related Party Transactions at ICSI, WIRC | May 11, 2019 | Gaurav Pingle, Practising Company Secretary|
25 The Audit Committee of a company and the board had deferred the matter for the approval board had deferred the matter for the approval of a related party transaction to the shareholders. Can shareholders approve the transactions without recommendations of the Audit Committee/Board? | Program on Related Party Transactions at ICSI, WIRC | May 11, 2019 | Gaurav Pingle, Practising Company Secretary|
LOANS TO DIRECTORS 26 | Program on Related Party Transactions at ICSI, WIRC | May 11, 2019 | Gaurav Pingle, Practising Company Secretary|
Whether the provisions of Sec. 185 of Cos. Act, 2013 (as 27 substituted) are retrospective in nature? | Program on Related Party Transactions at ICSI, WIRC | May 11, 2019 | Gaurav Pingle, Practising Company Secretary|
Co. proposes to give L S G to Director of Company – Whether such transaction is permitted u/s 185 of 28 Companies Act, 2013 | Program on Related Party Transactions at ICSI, WIRC | May 11, 2019 | Gaurav Pingle, Practising Company Secretary|
Co. proposes to give L S G to a Firm in which director is a partner – Whether such transaction is permitted u/s 29 185 of Companies Act, 2013 | Program on Related Party Transactions at ICSI, WIRC | May 11, 2019 | Gaurav Pingle, Practising Company Secretary|
Co. proposes to give Loan to a LLP in which director is a partner / 30 designated partner – Whether such transaction is permitted u/s 185 of Cos. Act, 2013 | Program on Related Party Transactions at ICSI, WIRC | May 11, 2019 | Gaurav Pingle, Practising Company Secretary|
Co. proposes to give L S G to a HUF in which director is a Karta or 31 Co-parcener – Whether such transaction is permitted u/s 185 of Cos. Act, 2013 | Program on Related Party Transactions at ICSI, WIRC | May 11, 2019 | Gaurav Pingle, Practising Company Secretary|
Can a Public Co. give L S G to a Private Co. (in which 32 director is common). What are the conditions? | Program on Related Party Transactions at ICSI, WIRC | May 11, 2019 | Gaurav Pingle, Practising Company Secretary|
A Co. may give L S G to certain parties by passing a Special Resolution. Whether the resolution is ‘prior’ 33 approval? | Program on Related Party Transactions at ICSI, WIRC | May 11, 2019 | Gaurav Pingle, Practising Company Secretary|
Can a Public Co. give L S G to a Public Co. (in which 34 director is common). What are the conditions? | Program on Related Party Transactions at ICSI, WIRC | May 11, 2019 | Gaurav Pingle, Practising Company Secretary|
Can a Private Co. give L S G to a Body Corporate (in 35 which director is common). What are the conditions? | Program on Related Party Transactions at ICSI, WIRC | May 11, 2019 | Gaurav Pingle, Practising Company Secretary|
Can a Public Co. give L S G to a Body Corporate (in 36 which director is common). What are the conditions? | Program on Related Party Transactions at ICSI, WIRC | May 11, 2019 | Gaurav Pingle, Practising Company Secretary|
For which transactions, Sec. 185 of the Act 37 is not applicable at all? | Program on Related Party Transactions at ICSI, WIRC | May 11, 2019 | Gaurav Pingle, Practising Company Secretary|
L / G / S between 2 companies: 38 DSC Pvt. Ltd. provides a Loan to XBRL Pvt. Ltd. There are common directors in both the companies. There are common directors in both the companies. DSC Pvt. Ltd. is Holding Co. of XBRL Pvt. Ltd. – Whether Section 185 of the Act is applicable? | Program on Related Party Transactions at ICSI, WIRC | May 11, 2019 | Gaurav Pingle, Practising Company Secretary|
L / G / S between 2 companies: 39 DSC Pvt. Ltd. provides a Loan to XBRL Pvt. Ltd. There are common directors in both the companies. There are common directors in both the companies. XBRL Pvt. Ltd. is WOS of DSC Pvt. Ltd. – Whether Section 185 of the Act is applicable? | Program on Related Party Transactions at ICSI, WIRC | May 11, 2019 | Gaurav Pingle, Practising Company Secretary|
L / G / S between 2 companies: 40 DSC Pvt. Ltd. provides a Loan to XBRL Pvt. Ltd. There are common directors in both the companies. There are common directors in both the companies. DSC Pvt. Ltd. is Holding Co. of XBRL Pvt. Ltd. – Whether Section 185 of the Act is applicable? | Program on Related Party Transactions at ICSI, WIRC | May 11, 2019 | Gaurav Pingle, Practising Company Secretary|
RELATED PARTY TRANSACTIONS 41 | Program on Related Party Transactions at ICSI, WIRC | May 11, 2019 | Gaurav Pingle, Practising Company Secretary|
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