M/s Eden Innovations India Pvt Ltd

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 January 28, 2019 CA No. MUM 799/2018 In the matter of M/s Eden Innovations India Private Limited 504, Om Sai Aashirwad, Opp Marry Gold Gate, No. 3,4,5 Before Mayor's Bunglow, Beverly Park, Mira Road East, Thane - 401107 (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 19, 2018 received at the Reserve Bank on September 27, 2018 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 paragraphs 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 Notification No. FEMA 20/2000-RB); and/or Regulations/Paragraphs under FEMA Notification No 20 (R)/2017- RB dated November 07, 2017 (as amended from time to time), hereinafter refered to as the Notification No FEMA 20 (R)- RB.

FED, MRO, CEFA M/s Eden Innovations India Pvt Ltd, CA No. MUM 799/2018 a) Para 9 (1) (A) under Schedule I to Notification No. FEMA 20/2000- RB and/or Regulation 13.1 (1) of Notification No. FEMA 20R/2017- RB: Delay in reporting receipt of foreign inward remittance towards subscription to equity b) Para 9 (1) (B): under Schedule I to Notification No FEMA 20/2000- RB and/or Regulation 13.1 (2) of Notification No FEMA 20R/2017- RB: delay in filing Form FC GPR to Reserve Bank after issue of shares to person resident outside India c) Para 8 under Schedule I to Notification No FEMA 20/2000- RB and/or Para 2 (2) under Schedule I to Notification No FEMA 20R/2017- RB: Neither the equity instruments were issued, nor the money refunded to the foreign investor within 180 days or 60 days (as applicable) from the receipt of the inward remittance 2 Brief details of the company M/s Eden Innovations India Private Limited are as follows:

Date of Incorporation July 17, 2007 Its main activities are: Dealing in plants for the generation and purification of Hydrogen. Hydrogen blended products and other alternate energy products including Bio-fuels. Geothermal Energy and Mineral Exploration.

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 under 9(1)(A) &/or Para 8 (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 Date of amount received Date of Para 9 (1) (A)/ date of Para 8/ No inward (in INR) reporting Regulation 13.1 (1) allotment Para 2(2) / remittanc to RBI delay / refund delay lsf e 1 30/08/07 500,000.00 12/10/07 0Y 0M 12D 17/10/07 0 2 07/09/07 400,000.00 12/10/07 0Y 0M 4D 17/10/07 0 3 13/09/07 500,000.00 05/11/07 0Y 0M 22D 17/10/07 0 4 18/09/07 500,000.00 05/11/07 0Y 0M 17D 17/11/07 0 5 09/01/08 1,000,000.00 02/09/08 0Y 6M 24D 10/03/10 1Y 8M 2D 6 10/03/08 1,000,000.00 26/04/08 0Y 0M 16D 23/04/08 0 7 05/06/08 2,000,000.00 02/09/08 0Y 1M 28D 20/08/08 0 8 14/10/08 1,000,000.00 07/05/09 0Y 5M 23D 25/03/09 0 9 05/11/08 500,000.00 07/05/09 0Y 5M 1D 25/03/09 0 10 18/11/08 500,000.00 07/05/09 0Y 4M 19D 25/03/09 0 11 09/01/09 699,234.00 17/03/09 0Y 1M 5D 25/03/09 0 12 05/06/09 699,250.00 06/07/09 0 24/11/09 0 13 29/06/09 800,000.00 06/07/09 0 24/11/09 0 14 21/07/09 1,000,000.00 20/08/09 0 24/11/09 0

FED, MRO, CEFA M/s Eden Innovations India Pvt Ltd, CA No. MUM 799/2018

15 13/08/09 1,999,250.00 11/09/09 0 24/11/09 0 16 18/11/09 2,000,000.00 17/12/09 0 24/11/09 0 17 28/01/10 2,000,000.00 25/02/09 0 20/07/10 0 18 08/07/10 2,000,000.00 07/09/10 0Y 0M 30D 04/01/11 0 19 15/10/10 3,000,000.00 22/11/10 0Y 0M 7D 31/03/11 0 20 03/03/11 2,000,000.00 03/10/11 0Y 5M 30D 28/08/11 0 21 27/09/11 2,000,000.00 19/12/11 0Y 1M 22D 14/03/12 0 22 22/12/11 1,600,000.00 02/08/12 0Y 6M 10D 12/06/12 0 23 13/02/12 1,500,000.00 30/07/12 0Y 4M 16D 05/08/12 0 24 17/02/12 1,500,000.00 13/08/12 0Y 4M 26D 05/08/12 0 25 14/05/12 2,000,000.00 13/08/12 0Y 1M 29D 31/08/12 0 26 25/05/12 1,250,000.00 13/08/12 0Y 1M 18D 31/08/12 0 27 26/04/13 3,000,000.00 26/06/13 0Y 1M 0D 30/09/13 0 28 25/07/13 6,000,000.00 18/09/13 0Y 0M 24D 20/12/13 0 29 02/12/14 2,100,000.00 26/02/15 0Y 1M 24D 08/04/15 0 30 26/03/15 1,500,000.00 26/05/15 0Y 0M 30D 25/05/15 0 31 12/05/15 2,500,000.00 14/09/15 0Y 3M 2D 15/09/15 0 32 06/11/15 500,000.00 05/02/16 0Y 1M 30D 12/02/16 0 33 17/11/15 2,500,000.00 05/02/16 0Y 1M 19D 12/02/16 0 34 31/10/16 4,000,000.00 27/12/16 0Y 0M 26D 31/03/17 0 LSF 28/02/18 6,000,000.00 22/05/18 LSF Paid 06/08/18 0Y 3M 10D TOTAL 62,047,734.00 The applicant reported receipt of remittances to the Reserve Bank of India on dates indicated above with a delay ranging from 0Y 0M 4D to 0Y 6M 24D.

Further the applicant company delayed in reporting in 28 out of 35 total remittances beyond the stipulated time of 30 days. Whereas, in terms of Paragraph 9 (1) (A) of Schedule 1 to Notification No. FEMA 20/2000-RB and/or Regulation 13.1 (1) of FEMA 20R/2017- RB, 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. The remittance received on February 28, 2018, amounting to Rs 60,00,000 (Rupees Sixty Lakh Only), was reported with a delay of 0Y 1M 24D. 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.

FED, MRO, CEFA M/s Eden Innovations India Pvt Ltd, CA No. MUM 799/2018

4 In respect of remittances amounting to Rs. 70,00,000 (Rupees Seventy Lakh Only), indicated in the table above the company allotted shares after 180 days/ 60 days (as applicable) from the date of receipt of investment, with a delay ranging from: 0Y 3M 10D to 1Y 8M 2D. Whereas in terms of paragraph 8 of Schedule 1 to Notification No. FEMA 20/2000-RB, and/or paragraph 2 (2) under Schedule I to Notification No FEMA 20R/2017- RB, if the shares are not issued within 180 days/ 60 days (as applicable) from the date of receipt of the inward remittance, the amount of consideration so received shall be refunded / shares may be alloted to the person concerned, provided the Reserve Bank may, on an application made to it and for sufficient reasons permit to refund the amount of consideration received towards issue of security, if such amount is outstanding beyond a period of 180 days/ 60 days (as applicable) from the date of receipt. 5 The company allotted equity shares/compulsorily convertible preference shares/compulsorily convertible debentures and filed FC-GPRs as indicated below:

Contravention under Para 9(1)(B) (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 and FV stands for Face Value) Sn Date of number of shares FV+ Amount (FV*no of Date of Para 9 (1) o/ allotment premium shares) reporting (B)/ Reg lsf (in INR) (in INR) 13.1 (2) delay 1 17/10/07 190000 10 1,900,000.00 05/11/07 0 2 23/04/08 100000 10 1,000,000.00 26/04/08 0 3 20/08/08 200000 10 2,000,000.00 02/09/08 0 4 25/03/09 270000 10 2,700,000.00 24/04/09 0 5 24/11/09 64985 100 6,498,500.00 23/12/09 0 6 10/03/10 100000 10 1,000,000.00 19/03/10 0 7 20/07/10 20000 100 2,000,000.00 25/08/10 0Y 0M 5D 8 04/01/11 20000 100 2,000,000.00 01/06/12 1Y 3M 27D 9 31/03/11 30000 100 3,000,000.00 21/08/12 1Y 3M 20D 10 28/08/11 20000 100 2,000,000.00 31/08/12 0Y 11M 3D 11 14/03/12 20000 100 2,000,000.00 31/08/12 0Y 4M 17D 12 12/06/12 16000 100 1,600,000.00 17/09/12 0Y 2M 5D 13 05/08/12 30000 100 3,000,000.00 17/09/12 0Y 0M 12D 14 31/08/12 32500 100 3,250,000.00 27/09/12 0 15 20/12/13 600000 10 6,000,000.00 20/01/14 0 16 30/09/13 300000 10 3,000,000.00 18/10/13 0 17 08/04/15 210000 10 2,100,000.00 06/05/15 0 18 25/05/15 150000 10 1,500,000.00 11/06/15 0 19 15/09/15 250000 10 2,500,000.00 07/10/15 0 20 12/02/16 300000 10 3,000,000.00 08/03/16 0 21 31/03/17 400000 10 4,000,000.00 26/04/17 0 22 06/08/18 600000 10 6,000,000.00 31/08/18 0 TOTAL 62,048,500.00

FED, MRO, CEFA M/s Eden Innovations India Pvt Ltd, CA No. MUM 799/2018

The applicant filed form FC-GPRs as indicated above with a delay ranging from 0Y 0M 5D to 1Y 3M 27D. Whereas, in terms of Paragraph 9(1) (B) of Schedule 1 to Notification No. FEMA 20/2000-RB, and/or Regulation 13.1 (2) of Notification No FEMA 20R/2017- RB, an Indian company issuing shares in accordance with these Regulations has to submit to Reserve Bank a report in Form FC-GPR along with documents prescribed therein within 30 days from the date of issue of shares to person resident outside India. 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 January 18, 2019 .The applicant appeared for personal hearing on January 22,2019. During which Shri. Manish H. Dixit, President of the applicant company, Shri. Prakash Kotak, Consultant and CA Mayur B. Nayak, CA- Auditor, represented the applicant in the cabin of Shri J.K. Pandey, Chief General Manager, Mumbai Regional Office. The representatives of the applicant admitted the contraventions for which compounding has been sought. During the hearing it was submitted that delay was inadvertent and unintentional. The representatives of the applicant 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:

a) Paragraph 9(1) (A) of Schedule 1 to Notification No. FEMA 20/2000-RB and/ or Regulation 13.1 (1) of Notification No. FEMA 20R/2017-RB due to the delay in reporting of receipt of foreign inward remittance towards subscription towards shares as detailed above. The contravention relates to an amount of Rs.47,549,234 (Rupees Four Crore Seventy Five Lakh Forty Nine Thousand Two Hundred Thirty Four and Zero Paise Only ) and with a delay ranging from minimum 0Y 0M 4D to maximum 0Y 6M 24D approximately. b) Paragraph 9(1) (B) of Schedule 1 to Notification No. FEMA 20/2000-RB and/ or Regulation 13.1 (2) of Notification No FEMA 20R/2017-RB, 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 an amount of Rs.1,56,00,000 (Rupees One Crore Fifty Six Lakh Only) and with a delay ranging from minimum 0Y 0M 5D to maximum 1Y 3M 27D approximately.

FED, MRO, CEFA M/s Eden Innovations India Pvt Ltd, CA No. MUM 799/2018 c) Paragraph 8 of Schedule 1 to Notification No. FEMA 20/2000-RB and/or Paragraph 2(2) of Schedule 1 to Notification No. FEMA 20R/2017 RB, since the shares were neither issued nor the amount was refunded to the person resident outside India within 180 days/ 60 days (as applicable) from the date of receipt of the inward remittance. The contravention relates to an amount of Rs.70,00,000 (Rupees Seventy Lakh Only) and with a delay ranging from minimum 0Y 3M 10D to maximum 1Y 8M 2D approximately.

8 It has been declared in the compounding application dated September 19, 2018 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. 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.177,375 (Rupees One Lakh Seventy Seven Thousand Three Hundred Seventy 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) under Schedule 1 and/or Regulation 13.1 (1), Para 9 (1) (B) under Schedule 1 and/or Regulation 13.1 (2) and Para 8 and/or Para 2 (2) under Schedule 1 of Notification No. FEMA 20/2000-RB and/or of Notification No. FEMA 20R/2017-RB, 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.177,375 (Rupees One Lakh Seventy Seven Thousand Three Hundred Seventy 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.

FED, MRO, CEFA M/s Eden Innovations India Pvt Ltd, CA No. MUM 799/2018

11 The above Order is passed only in respect of contraventions of Para 9 (1) (A) under Schedule 1 and/or Regulation 13.1 (1), Para 9 (1) (B) under Schedule 1 and/or Regulation 13.1 (2) and Para 8 and/or Para 2 (2) under Schedule 1 of Notification No. FEMA 20/2000-RB and/or Notification No. FEMA 20R/2017-RB respectively 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.

12 The application is disposed of accordingly. Dated: January 28, 2019 Compounding Authority (J.K. Pandey) Chief General Manager