Clirnet Services Pvt Ltd

"Reserve Bank of India Foreign Exchange Department Mumbai Regional Office Main Building, 3rd floor Shahid Bhagat Singh Marg, Fort Mumbai 400 001" CA No. MUM985/2019 In the matter of M/s Clirnet Services Pvt Ltd 403, 4th Floor, Landmark 554, Dr. G.M. Bhosale Marg Worli Mumbai Mumbai 400 018 (Applicant) In exercise of the powers conferred under section 15(1) of the Foreign Exchange Management Act, 1999 and the Regulations/Rules/Notifications/Orders made thereunder, I pass the following Order

1 The applicant has filed the compounding application dated October 14, 2019, received at the Reserve Bank on October 23, 2019, for compounding of contravention/s of the provisions of the Foreign Exchange Management Act, 1999 (the FEMA) and the regulations issued thereunder. The contravention/s sought to be compounded are in respect of the following Regulations/ paras under Schedule 1 to Foreign Exchange Management (Transfer or Issue of Security by a Person Resident outside India) Regulations 2000, notified vide Notification No. FEMA 20/2000-RB dated May 3, 2000 as amended from time to time (hereinafter referred to as FEMA 20) and Foreign Exchange Management (Transfer or Issue of Security by a Person Resident outside India) Regulations 2017, notified vide Notification No FEMA 20R/2017 RB dated November 07, 2017, as amended from time to time (hereinafter referred to as FEMA 20R):

(i) Para 9 (1) (A) of FEMA 20: Delay in reporting receipt of foreign inward remittance towards subscription to equity

FED, MRO, CEFA, M/s Clirnet Services Pvt Ltd, CA No: MUM 985/2019 (ii) Para 9 (1) (B) of FEMA 20: Delay in filing Form FC GPR to Reserve Bank after issue of shares to person resident outside India

2 Brief details of the applicant company are as follows:

Date of Incorporation November 19, 2015 Its main activities are: To buy, sell, import distribute otherwise deal in all kind & varieties of healthcare products, comestics, beauty & skin care products, health aids and other allied products and to provide knowledge technology, training, backoffice & administrative services in relation to aforesaid products.

3 The applicant received foreign inward remittances from non-resident investors towards equity shares / compulsorily convertible preference shares/ compulsorily convertible debentures and it reported the same to the Reserve Bank on dates as indicated below.

Delay in reporting Foreign Direct Investment &/or delay in allotting the shares/ refunding the amount (whereas, "Y" represents delay in number of years, "M" represents delay in number of months and "D" represents delay in number of days, and LSF stands for : Late Submission Fees

Sr. Date of Amount Date of Delay in Date of Delay in No/ inward received reporting reporting allotment allotmen LS remittanc (in INR) to RBI Foreign / refund t or F e (DD-MM-YY) Investment (DD-MM-YY) refund (DD-MM-YY) 1 31-05-16 17-08-16 0Y 1M 16D 17-06-16 0Y 0M 0D 30,06,900.00 2 10-06-16 10-08-16 0Y 1M 0D 17-06-16 0Y 0M 0D 29,81,843.00 3 20-02-17 06-12-17 0Y 8M 16D 16-03-17 0Y 0M 0D 4,87,500.00 4 06-03-17 31-08-18 1Y 4M 25D 16-03-17 0Y 0M 0D 4,48,390.00 5 07-08-17 20-09-17 0Y 0M 13D 05-09-17 0Y 0M 0D 25,28,519.00 6 28-08-17 12-03-18 0Y 5M 12D 05-09-17 0Y 0M 0D 25,10,435.00

FED, MRO, CEFA, M/s Clirnet Services Pvt Ltd, CA No: MUM 985/2019 7 25-09-17 32,05,000.00 30-11-17 0Y 1M 5D 23-10-17 0Y 0M 0D 8 27-09-17 30-11-17 0Y 1M 3D 23-10-17 0Y 0M 0D 32,38,000.00 LSF 27-02-18 03-07-18 LSF Paid 23-03-18 0Y 0M 0D Paid 27,59,691.00 LSF 22-02-18 31-08-18 LSF Paid 23-03-18 0Y 0M 0D Paid 27,58,284.00 11 17-12-18 NA 0 02-01-19 0Y 0M 0D 28,50,400.00 12 18-12-18 NA 0 02-01-19 0Y 0M 0D 28,22,235.00 13 12-02-19 NA 0 18-03-19 0Y 0M 0D 1,47,88,200.00 14 07-03-19 NA 0 18-03-19 0Y 0M 0D 62,01,562.50 TOTAL 5,05,86,960.00 In terms of Para 9 (1) (A) of FEMA 20, an Indian company issuing equity shares/ compulsorily convertible debentures/compulsorily convertible preference shares in accordance with these Regulations should report to the Reserve Bank of India as per the prescribed procedure not later than 30 days from the date of receipt of the amount of consideration. However the applicant company reported receipt of remittances to the Reserve Bank of India on dates indicated above in 8 out of 14 total remittances with a delay ranging from 0Y 0M 13D to 1Y 4M 25D. In case of the remittance/s amounting to Rs. 55,17,975/- (Rupees Fifty Five Lakh Seventeen Thousand Nine Hundred Seventy Five and Zero Paise Only) indicated in the above table as "LSF Paid", they were also reported with a delay. In terms of Regulation 13.2 of FEMA 20R/2017-RB, the person/ entity responsible for filing the reports stipulated in Regulation 13.1 shall be liable for payment of late submission fee, as may be decided by the Reserve Bank, in consultation with the Central Government, for any delays in reporting. Since the applicant has already deposited the LSF amount, this delay has not been taken into consideration for computing the amount for compounding the contraventions.

4 The company allotted equity shares/compulsorily convertible preference shares/compulsorily convertible debentures and filed FC-GPRs as indicated below:

FED, MRO, CEFA, M/s Clirnet Services Pvt Ltd, CA No: MUM 985/2019

Delay in filing Form FCGPR (whereas, "Y" represents delay in number of years, "M" represents delay in number of months and "D" represents delay in number of days, LSF stands for : Late Submission Fees, IP stands for Issue Price and FV stands for Face Value

Sr. Date of Number of IP (FV+ Amount Date of Delay in no/ allotmen shares premium) (IP*no of reportin filing LS t (in INR) shares) g FCGPR F (DD-MM-YY) (in INR) (DD-MM-YY)

1 17-06-16 297500 10.00 06-01-17 0Y 5M 29,75,000.00 19D 2 17-06-16 300000 10.00 06-01-17 0Y 5M 30,00,000.00 19D 3 16-03-17 32500 15.00 17-07-18 1Y 3M 0D 4,87,500.00 4 16-03-17 29890 15.00 16-03-19 1Y 10M 4,48,350.00 28D 5 05-09-17 18734 134.00 17-07-18 0Y 9M 25,10,356.00 11D 6 05-09-17 18869 134.00 17-07-18 0Y 9M 25,28,446.00 11D 7 23-10-17 23917 134.00 17-07-18 0Y 7M 32,04,878.00 24D 8 23-10-17 24164 134.00 17-07-18 0Y 7M 32,37,976.00 24D LSF 23-03-18 15860 174.00 24-07-18 LSF Paid Paid 27,59,640.00 LSF 23-03-18 15852 174.00 03-04-19 LSF Paid Paid 27,58,248.00 LSF 02-01-19 32600 174.00 14-02-19 LSF Paid Paid 56,72,400.00 LSF 18-03-19 120630 174.00 08-05-19 LSF Paid Paid 2,09,89,620.00 TOTAL 5,05,72,414.00 The applicant filed form FC-GPRs as indicated above with a delay ranging from 0Y 5M 19D to 1Y 10M 28D. Whereas, in terms of Para 9(1) (B) of FEMA 20, an Indian company issuing shares in accordance with these Regulations has to submit to RBI a report in Form FC-GPR along with documents prescribed therein within 30 days from the date of issue of shares to Non Resident. In case of the allotment/s amounting to Rs. 3,21,79,908/- (Rupees Three Crore Twenty One Lakh Seventy Nine Thousand Nine Hundred Eight and Zero Paise Only) indicated in the above table as "LSF Paid", they

FED, MRO, CEFA, M/s Clirnet Services Pvt Ltd, CA No: MUM 985/2019 were also reported with a delay. In terms of Regulation 13.2 of FEMA 20R/2017-RB, the person/ entity responsible for filing the reports stipulated in Regulation 13.1 shall be liable for payment of late submission fee, as may be decided by the Reserve Bank, in consultation with the Central Government, for any delays in reporting. Since the applicant has already deposited the LSF amount, this delay has not been taken into consideration for computing the amount for compounding the contraventions.

5 The applicant was given an opportunity for personal hearing, for further submission in person and/or for producing documents, if any, in support of the application. The applicant appeared for personal hearing on February 24, 2020, during which Shri Mukul Nag, Director, represented the applicant in the office of the Compounding Authority. The representatives of the applicant admitted the contraventions for which compounding has been sought. During the hearing by the Compounding Authority the representatives of the applicant submitted that the delay was inadvertant and unintentional. They requested that in view of the foregoing a lenient view may be taken in disposal of the application. The application for compounding is, therefore, being considered on the basis of the averments made in the application as well as other documents and submissions made in this context by the applicant during personal hearing and thereafter.

6 I have given my careful consideration to the documents on record and submissions made by the applicant during the personal hearing and thereafter. Accordingly, I hold that the applicant has contravened the following FEMA provisions issued in terms of:

(i) Para 9 (1) (A) of FEMA 20, due to the delay in reporting of receipt of foreign inward remittance towards subscription towards shares as detailed above. The contravention relates to total amount of Rs.1,84,06,587/- (Rupees One Crore Eighty Four Lakh Six Thousand Five Hundred Eighty Seven and Zero Paise Only) and with a delay ranging from minimum 0Y 0M 13D to maximum 1Y 4M 25D approximately.

(ii) Para 9 (1) (B) of FEMA 20, due to the delay in submission of Form FC-GPR to the Reserve Bank after issue of shares to persons resident outside India and the contravention relates to total amount of Rs.1,83,92,506/- (Rupees One Crore Eighty Three Lakh Ninety Two Thousand Five Hundred Six and Zero Paise Only) and with a delay ranging from minimum 0Y 5M 19D to maximum 1Y 10M 28D approximately.

7 It has been declared in the compounding application dated October 14, 2019 that the particulars given by the applicant in the application are true and correct to the best

FED, MRO, CEFA, M/s Clirnet Services Pvt Ltd, CA No: MUM 985/2019 of their/his/her knowledge and belief. It has also been declared in a declaration attached to the compounding application that the applicant was not under any enquiry/investigation/adjudication by any agency as on the date of the application and has, in this regard, not informed of initiation of any such enquiry/investigation/ adjudication proceedings against it/him/her thereafter. It has further been declared that the applicant has not filed any appeal under section 17 or section 19 of FEMA, 1999. Accordingly, the above contraventions which are being compounded in this Order are subject to the veracity of the above declarations made by the applicant and this order is without prejudice to any other action which may be taken by any authority under the extant laws if the said declarations are subsequently discovered to be false and/or incorrect.

8 In terms of Section 13 of the FEMA, any person contravening any provision of the Act shall be liable to a penalty up to thrice the sum involved in such contravention upon adjudication. However, taking into account the relevant facts and circumstances of the case as stated in the foregoing paragraphs, I am persuaded to take a lenient view on the amount for which the contraventions are to be compounded and I consider that an amount of Rs.38,333/- (Rupees Thirty Eight Thousand Three Hundred Thirty Three and Zero Paise Only) will meet the ends of justice.

9 Accordingly, I compound the admitted contravention/s namely, the contravention/s of Para 9 (1) (A) of FEMA 20 and Para 9 (1) (B) of FEMA 20, by the applicant, on the facts discussed above in terms of the Foreign Exchange (Compounding Proceedings) Rules, 2000 on payment of an amount of Rs. 38,333/- (Rupees Thirty Eight Thousand Three Hundred Thirty Three and Zero Paise Only) which shall be deposited by the applicant with the Reserve Bank of India, Foreign Exchange Department, Mumbai Regional Office, Main Building, 3rd floor, Shahid Bhagat Singh Marg, Fort, Mumbai-400001 by a demand draft drawn in favour of the "Reserve Bank of India" and payable at Mumbai within a period of 15 days from the date of this order. In case of failure to deposit the compounded amount within the above-mentioned period, Rule 10 of the Foreign Exchange (Compounding Proceedings) Rules, 2000 dated May 3, 2000 shall apply.

10 The above order is passed only in respect of contraventions of Para 9 (1) (A) of FEMA 20 and Para 9 (1) (B) of FEMA 20 and does not restrict the rights of any other authority to proceed against the Company for any other violations/contraventions noticed at any point of time.

11 The application is disposed of accordingly.

FED, MRO, CEFA, M/s Clirnet Services Pvt Ltd, CA No: MUM 985/2019

Sd/- (Aviral Jain) Chief General Manager and Compounding Authority

Dated : February 28, 2020