Empee Equipments Private Limited

In the Reserve Bank of India Foreign Exchange Department Mumbai Regional Office Main Building, 3rd floor Shahid Bhagat Singh Marg, Fort Mumbai 400 001 Present Shri J.K. Pandey Chief General Manager May 31, 2019 CA No. MUM 855/2019 In the matter of M/s Empee Equipments Private Limited Plot No. E-6/5, Chakan Industrial Area Phase III, Nanekarwadi, Taluka Khed, Pune - 410501 (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 January 21, 2019, received at the Reserve Bank on March 15, 2019, for compounding of contravention/s of the provisions of the Foreign Exchange Management Act, 1999 (the FEMA) and the regulations issued thereunder. The contraventions 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):

FED, MRO, CEFA, M/s Empee Equipments Pvt Ltd, CA No: MUM 855/2019

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 2 Brief facts of the applicant company are as follows: Date of Incorporation December 22, 2011 Its main activities are: Manufacture of other lifting and handling equipment and parts thereof 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 alloting 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 S No/ Date of amount received Date of Para 9 (1) A date of Para 8 LSF inward (in INR) reporting to delay allotment delay remittanc RBI / refund e (DD-MM-YY) (DD-MM-YY) (DD-MM-YY) 1 10/08/12 9,999,000.00 10/09/12 0 05/12/12 0 1 10/08/12 701,800.00 10/09/12 0 02/02/13 0 2 28/12/12 9,298,900.00 23/01/13 0 02/02/13 0 3 10/01/13 700.00 23/01/13 0 02/02/13 0 4 04/06/13 5,079,200.00 05/07/13 0 03/09/13 0 5 06/11/13 4,923,600.00 02/12/13 0 12/02/14 0 6 10/04/14 20,450,000.00 12/08/14 0Y 3M 2D 06/06/14 0 7 01/08/14 16,340,000.00 25/05/15 0Y 8M 23D 12/09/14 0 8 10/02/15 10,142,740.00 26/06/15 0Y 3M 16D 10/03/15 0 9 30/07/15 11,541,740.00 27/08/15 0 28/08/15 0 10 13/04/16 33,682,500.00 13/10/16 0Y 4M 30D 16/05/16 0 11 20/01/17 43,530,000.00 20/02/17 0 15/02/17 0 12 22/01/18 46,618,835.00 08/02/18 0 12/02/18 0 13 16/10/18 16,701,491.00 NA 0 28/11/18 0 14 19/11/18 34,125,708.00 NA 0 28/11/18 0 15 14/01/19 44,790,778.00 NA 0 11/02/19 0 TOTAL 307,926,992.00

FED, MRO, CEFA, M/s Empee Equipments Pvt Ltd, CA No: MUM 855/2019

In terms of Para 9(1)(A) of FEMA 20, an Indian company issuing shares or convertible debentures 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 reported receipt of remittances to the Reserve Bank of India on dates indicated above with a delay ranging from 0Y 3M 2D to 0Y 8M 23D in 4 out of 15 total remittances beyond the stipulated time of 30 days.

4 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

Sno/ Date of Number of IP (FV+ Amount (IP*no Date of Para 9 (1) LSF allotment shares premium) of shares) reporting (B) delay (in INR) (in INR) (DD-MM-YY) (DD-MM-YY)

1 05/12/12 300000 33.33 9,999,000.00 15/01/13 0Y 0M 10D 2 02/02/13 300000 33.33 9,999,990.00 28/02/13 0 3 03/09/13 150000 33.33 4,999,500.00 31/03/17 3Y 5M 25D 4 12/02/14 150000 33.33 4,999,500.00 17/03/17 3Y 0M 2D 5 06/06/14 1022500 20.00 20,450,000.00 24/09/15 1Y 2M 18D 6 12/09/14 817000 20.00 16,340,000.00 24/09/15 0Y 11M 12D 7 10/03/15 507137 20.00 10,142,740.00 24/09/15 0Y 5M 14D 8 28/08/15 577087 20.00 11,541,740.00 19/10/15 0Y 0M 21D 9 28/01/16 554662 20.00 11,093,240.00 29/07/16 0Y 5M 0D 10 16/05/16 1684125 20.00 33,682,500.00 14/11/16 0Y 4M 28D 11 15/02/17 2176500 20.00 43,530,000.00 16/03/17 0 12 12/02/18 2330941 20.00 46,618,820.00 08/03/18 0 LSF 28/11/18 2536303 20.00 50,726,060.00 18/02/19 LSF Paid Paid LSF 11/02/19 2239538 20.00 44,790,760.00 18/03/19 LSF Paid Paid TOTAL 318,913,850.00

FED, MRO, CEFA, M/s Empee Equipments Pvt Ltd, CA No: MUM 855/2019

The applicant filed form FC-GPRs as indicated above with a delay ranging from 0Y 0M 10D to 3Y 5M 25D. Whereas, in terms of Paragraph 9(1) (B) of Schedule 1 to Notification No. 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. 95,516,820 (Rupees Nine Crore Fifty Five Lakh Sixteen Thousand Eight Hundred Twenty 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 dated November 07, 2017 (as amended from time to time), 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 vide e-mail dated May 22, 2019. The applicant applied for waiver of personal hearing vide e mail dated May 27, 2019. The applicant, in the compounding application, had admitted the contraventions as stated above for which compounding has been sought. It had been submitted that the contraventions were not wilful and were unintentional. 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.

6 I have given my careful consideration to the documents on record 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.80,615,240 (Rupees Eight Crore Six Lakh Fifteen Thousand Two Hundred Forty and Zero Paise Only) and with a delay ranging from minimum 0Y 3M 2D to maximum 0Y 8M 23D 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.123,248,220 (Rupees Twelve Crore Thirty Two Lakh Forty Eight Thousand Two Hundred Twenty and Zero Paise Only) and with a delay ranging from minimum 0Y 0M 10D to maximum 3Y 5M 25D approximately.

FED, MRO, CEFA, M/s Empee Equipments Pvt Ltd, CA No: MUM 855/2019

7 It has been declared in the compounding application dated January 21, 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. 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.341,667 (Rupees Three Lakh Forty One Thousand Six Hundred Sixty Seven 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. 341,667 (Rupees Three Lakh Forty One Thousand Six Hundred Sixty Seven 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 right 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. dated: May 31, 2019 Compounding Authority (J.K. Pandey) Chief General Manager