Cushman & Wakefield Advisory Asia (India) Private Limited

Reserve Bank of India Foreign Exchange Department Mumbai Regional Office Main Building, 3rd floor Shahid Bhagat Singh Marg, Fort Mumbai 400 001 CA No. MUM 969/2019 In the matter of M/s Cushman & Wakefield Advisory Asia (India) Pvt. Ltd A- 502, 5th Floor, A- Wing C - 66, One BKC, Bandra Kurla Complex, Mumbai 400 051 (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 September 20, 2019, received at the Reserve Bank on October 01, 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 and as amended from time to time (hereinafter referred to as FEMA 20): (i) Para 9 (1) (A) of FEMA 20: Delay in reporting receipt of foreign inward remittance towards subscription to equity (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 (iii) Para 8 of FEMA 20: Neither the equity instruments were issued, nor the money refunded to the foreign investor within 180 days from the receipt of the inward remittance 2 Brief details of the applicant company are as follows: Date of Incorporation February 09, 2008

FED, MRO, CEFA, M/s Cushman Wakefield Advisory Asia (India) Pvt. Ltd, CA No: MUM 969/2019

Its main activities are: Management consultancy activities 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 received Date of Delay in Date of Delay in No/ inward (in INR) reporting to reporting allotment allotment LSF remittanc RBI Foreign / refund or refund e Investment (DD-MM-YY) (DD-MM-YY) (DD-MM-YY) 1 05-05-08 1,00,000.00 03-07-08 0Y 0M 28D 30-06-08 0Y 0M 0D 1A 05-05-08 9,11,392.00 03-07-08 0Y 0M 28D 15-10-08 0Y 0M 0D 2 25-06-08 42,60,934.50 25-07-08 0 15-10-08 0Y 0M 0D 3 28-08-08 43,53,911.25 26-09-08 0 23-02-09 0Y 0M 0D 4 24-09-08 32,14,881.20 06-10-08 0 23-02-09 0Y 0M 0D 5 21-11-08 34,89,902.60 10-12-08 0 06-05-09 0Y 0M 0D 6 22-12-08 19,28,476.55 12-01-09 0 18-06-09 0Y 0M 0D 7 22-01-09 14,66,266.50 28-01-09 0 20-07-09 0Y 0M 0D 8 23-02-09 30,77,926.80 03-03-09 0 19-08-09 0Y 0M 0D 9 24-03-09 28,99,488.65 02-04-09 0 15-09-09 0Y 0M 0D 10 28-04-09 52,44,551.00 05-05-09 0 23-10-09 0Y 0M 0D 11 27-05-09 18,92,000.00 12-06-09 0 10-12-09 0Y 0M 17D 12 27-06-09 23,96,500.00 09-07-09 0 10-12-09 0Y 0M 0D 13 27-07-09 23,94,541.80 14-08-09 0 10-12-09 0Y 0M 0D 14 28-08-09 21,90,150.00 17-09-09 0 10-12-09 0Y 0M 0D 15 29-09-09 23,93,042.00 06-10-09 0 10-12-09 0Y 0M 0D 16 28-10-09 35,18,811.40 20-11-09 0 10-12-09 0Y 0M 0D 17 30-11-09 20,77,407.30 08-12-09 0 10-12-09 0Y 0M 0D 18 24-12-09 22,34,661.45 06-01-10 0 19-01-10 0Y 0M 0D 19 28-01-10 27,17,208.60 08-02-10 0 04-02-10 0Y 0M 0D 20 29-01-10 71,99,806.00 08-02-10 0 08-02-10 0Y 0M 0D 21 10-05-10 7,50,000.00 05-11-14 4Y 4M 25D 01-06-10 0Y 0M 0D 22 20-10-11 20,00,000.00 05-11-14 2Y 11M 15D 12-04-12 0Y 0M 0D 23 14-12-13 160,00,000.00 03-11-14 0Y 9M 19D 21-03-14 0Y 0M 0D TOTAL 787,11,860.00 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 4 out of 23 total remittances with a delay ranging from 0Y 0M 28D to 4Y 4M 25D.

FED, MRO, CEFA, M/s Cushman Wakefield Advisory Asia (India) Pvt. Ltd, CA No: MUM 969/2019

4 In respect of remittance amounting to Rs.18,92,000/- (Rupees Eighteen Lakh Ninety Two Thousand and Zero Paise Only), indicated in the table above the company allotted shares/ refunded the amount after 180 days from the date of receipt of investment. Whereas in terms of para 8 of FEMA 20, an Indian company is required to issue shares or refund the amount within 180 days from the date of receipt of inward remittance. The delay under this para is 0Y 0M 17D. 5 The company allotted equity shares/compulsorily convertible preference shares/compulsorily convertible debentures and filed FC-GPRs as indicated below:

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 (IP*no Date of Delay in no/ allotment shares premium) of shares) reporting filing LSF (in INR) (in INR) FCGPR (DD-MM-YY) (DD-MM-YY)

1 30-06-08 10000 10.00 1,00,000.00 03-09-09 1Y 1M 4D 2 15-10-08 490000 10.00 49,00,000.00 03-11-08 0 3 23-02-09 75687 100.00 75,68,700.00 23-03-09 0 4 06-05-09 34899 100.00 34,89,900.00 21-05-09 0 5 18-06-09 19284 100.00 19,28,400.00 24-06-09 0 6 20-07-09 14662 100.00 14,66,200.00 18-08-09 0 7 19-08-09 30779 100.00 30,77,900.00 16-09-09 0 8 15-09-09 28994 100.00 28,99,400.00 16-09-09 0 9 23-10-09 52445 100.00 52,44,500.00 20-11-09 0 10 10-12-09 168628 100.00 168,62,800.00 06-01-10 0 11 19-01-10 22346 100.00 22,34,600.00 29-01-10 0 12 04-02-10 27172 100.00 27,17,200.00 26-02-10 0 13 08-02-10 71998 100.00 71,99,800.00 02-03-10 0 14 01-06-10 7500 100.00 7,50,000.00 07-04-17 6Y 9M 6D 15 12-04-12 20000 100.00 20,00,000.00 27-02-15 2Y 9M 15D 16 21-03-14 1600000 10.00 160,00,000.00 15-02-17 2Y 9M 25D TOTAL 784,39,400.00 The applicant filed form FC-GPRs as indicated above with a delay ranging from 1Y 1M 4D to 6Y 9M 6D. 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.

FED, MRO, CEFA, M/s Cushman Wakefield Advisory Asia (India) Pvt. Ltd, CA No: MUM 969/2019

6 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 vide e-mail dated December 12, 2019. The applicant appeared for personal hearing on December 17, 2019, during which Mr Rajeev Kumar Gupta, Associate Director of the company, Ms Deepali Rangwani, Ms Aarohi Kapoor and Mr Ralph Fernandes, Consultants, 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 representative 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. 7 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.197,61,392/- (Rupees One Crore Ninety Seven Lakh Sixty One Thousand Three Hundred Ninety Two and Zero Paise Only) and with a delay ranging from minimum 0Y 0M 28D to maximum 4Y 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.188,50,000/- (Rupees One Crore Eighty Eight Lakh Fifty Thousand and Zero Paise Only) and with a delay ranging from minimum 1Y 1M 4D to maximum 6Y 9M 6D approximately. (iii) Para 8 of FEMA 20, since the shares were neither issued nor the amount was refunded to the person resident outside India within the prescribed time from the date of receipt of the inward remittance. The contravention relates to total amount of Rs.18,92,000/- (Rupees Eighteen Lakh Ninety Two Thousand and Zero Paise Only) with a delay of 0Y 0M 17D approximately.

8 It has been declared in the compounding application dated September 20, 2019 that the particulars given by the applicant in the application are true and correct to the best 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.

FED, MRO, CEFA, M/s Cushman Wakefield Advisory Asia (India) Pvt. Ltd, CA No: MUM 969/2019

9 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.2,67,595/- (Rupees Two Lakh Sixty Seven Thousand Five Hundred Ninety Five and Zero Paise Only) will meet the ends of justice. 10 Accordingly, I compound the admitted contravention/s namely, the contravention/s of Para 9 (1) (A) of FEMA 20, Para 9 (1) (B) of FEMA 20 and Para 8 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. 2,67,595/- (Rupees Two Lakh Sixty Seven Thousand Five Hundred Ninety Five 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. 11 The above order is passed only in respect of contraventions of Para 9 (1) (A) of FEMA 20, Para 9 (1) (B) of FEMA 20 and Para 8 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.

12 The application is disposed of accordingly.

(Aviral Jain) Chief General Manager and Compounding Authority Dated: December 20, 2019

FED, MRO, CEFA, M/s Cushman Wakefield Advisory Asia (India) Pvt. Ltd, CA No: MUM 969/2019