Learnograph E-Learning India Pvt Ltd

In exercise of the powers conferred under Section 15(1) of Foreign Exchange Management Act, 1999 and the Regulations/ Rules/ Notifications/ Orders made there under, I pass the following Order

The applicant has submitted the compounding application dated November 14, 2018 received by us on November 14, 2018 for compounding of contraventions of the provision of the Foreign Exchange Management Act, 1999 (FEMA) and the regulations issued there under. The contraventions sought to be compounded are (i) delay in submission of Form FC-GPR to Reserve Bank of India and (ii) delay in receipt of funds after the allotment of shares, in terms of Paragraph 9(1) (B) and Paragraph 8 of Schedule 1 to Foreign Exchange Management (Transfer or Issue of Security by a person resident outside India) Regulations, 2000 notified vide

Compounding of contraventions under FEMA 1999 M/s Learnograph E-Learning India Pvt Ltd CA No. HYD 353 Notification No. FEMA. 20/2000-RB dated 3rd May 2000 as then applicable (herein after referred to as Notification No. FEMA 20/2000-RB). 2. The relevant facts of the case are as follows: a) The applicant is a resident company incorporated as Private Limited Company under the Companies Act, 2013 on 03.05.2017 (CIN- U80904TG2017PTC116940). The activity of the company is Other Educational Services n.e.c. b) The applicant had received foreign inward remittances of ₹ 1,01,792/- from M/s Learnograph INC on 18.10.2017 towards share subscription and reported the same to the Regional Office of Reserve Bank of India within the prescribed time limit in terms of Paragraph 9(1)(A) of Schedule 1 to Notification No. FEMA 20/2000-RB dated May 03, 2000. c) The company allotted shares and filed form FC-GPR as indicated below: Sl Name of the Date of Number Amount for Date of No. Investor allotment of shares which shares reporting of shares allotted allotted (INR) Learnograph 1 03.05.2017 9999 99,990 20.04.2018 INC Total 9999 99,990 The applicant filed form FCGPR for issue of shares amounting to ₹ 99,990/-as indicated above and the same was reported with delay of 10 months 18 days approximately beyond the stipulated period of 30 days. Whereas in terms of Paragraph 9(1) (B) of Schedule 1 to Notification no. FEMA 20/2000- RB, an Indian company issuing shares in accordance with these Regulations has to submit to Reserve Bank of India a report in form FCGPR along with documents prescribed therein within 30 days from the date of issue of shares to person resident outside India.

Compounding of contraventions under FEMA 1999 M/s Learnograph E-Learning India Pvt Ltd CA No. HYD 353 d) The applicant allotted shares prior to the receipt of share application money as shown below.

Sl Name of Date of No. of Amount of Date of No Remitter allotment shares remittance receipt of of shares allotted received remittance INR 1 Learnograph 03.05.2017 9999 1,01,792 18.10.2017 INC Total 9999 1,01,792 The applicant received the inward remittances after the allotment of shares with a delay of 5 months 15 days approximately in contravention of Paragraph 8 of Schedule 1 to FEMA Notification No. 20/2000-RB dated May 03, 2000 as amended from time to time. 3. (a) The applicant was given an opportunity for personal hearing vide Reserve Bank’s letter No. HY.FE.FID/1368/14.66.003/2018-19 dated January 10, 2019 for further submission in person and/or producing documents, if any, in support of the application. (b) The applicant appeared for personal hearing on January 17, 2019 during which Shri. Venkara Ramana Challa, Chartered Accountant represented the applicant. The authorized representative of the applicant admitted the contraventions for which the compounding has been sought. In view of the foregoing, the representative of the applicant requested to take a lenient view in disposal of the application. The application for compounding is, therefore, being considered on the basis of the averments made in the application. 4. I have given my careful consideration to the documents on record. Accordingly, I hold that the applicant has contravened the following FEMA provisions issued in terms of:-

Compounding of contraventions under FEMA 1999 M/s Learnograph E-Learning India Pvt Ltd CA No. HYD 353 (a) Paragraph 9(1) (B) of Schedule 1 to Notification No. FEMA 20/2000-RB for delay in submission of Form FC-GPR to Reserve Bank of India after issue of shares to person resident outside India and the contravention relates to an amount of ₹ 99,990/- with the delay of 10 months 18 days approximately. (b) Paragraph 8 of Schedule 1 to Notification No. FEMA 20/2000-RB for delay in receipt of share application money amounting to Rs. 1,01,792/- after the issue of shares to person resident outside India and the period of contravention is 5 months 15 days approximately. 5. It has been declared in the compounding application dated November 14, 2018 that the particulars given by the applicant in the application are true and correct to the best of their knowledge and belief. It has been declared in the declaration dated November 14, 2018 furnished with 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 thereafter. 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. 6. 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 contravention is to be compounded and I consider that an amount of ₹ 34,716/-(Rupees Thirty Four Thousand Seven Hundred Sixteen Only) will meet the ends of justice.

Compounding of contraventions under FEMA 1999 M/s Learnograph E-Learning India Pvt Ltd CA No. HYD 353 7. Accordingly, I compound the admitted contraventions, namely, the contraventions of Paragraph 9(1) (B) and Paragraph 8 of Schedule 1 to Notification No. FEMA- 20/2000-RB by the applicant on the facts discussed above in terms of the Foreign Exchange (Compounding Proceedings) Rules, 2000 on payment of an amount ₹ 34,716/-(Rupees Thirty Four Thousand Seven Hundred Sixteen Only) which shall be deposited by the applicant with the Reserve Bank of India, Foreign Exchange Department, 1st Floor, Saifabad, Hyderabad - 500004 by a demand draft drawn in favour of the "Reserve Bank of India" and payable at Hyderabad 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.

The application is disposed accordingly. Dated this 18th day of January 2019

Sd/- (Kalyan Chakravarthy P) Assistant General Manager