TSI Business Parks (Hyderabad) Pvt. Ltd.

In the RESERVE BANK OF INDIA Foreign Exchange Department Secretariat Road Saifabad, Hyderabad 500 004 Present Shri. Subrata Das Regional Director (Andhra Pradesh and Telangana) and Chief General Manager (Hyderabad) Date: June 26, 2019 C.A. HYD 421 In the matter of M/s. TSI Business Parks (Hyderabad) Private Limited Sy No. 115 (Part), Waverock Building, APIIC IT/ITES SEZ Nanakramguda Village, Serlingampally Mandal Hyderabad- 500 008 (Applicant) In exercise of the powers conferred under sub-section (1) of Section 15 of Foreign Exchange Management Act, 1999 and the Regulations/ Rules/ Notifications/ Orders made there under, I pass the following Order The applicant has filed the compounding application dated March 27, 2019 received by us on March 28, 2019 for compounding of contraventions of the provisions of the Foreign Exchange Management Act, 1999 (FEMA) and the regulations issued there under. The contravention sought to be compounded are (i) delay in reporting of receipt of foreign inward remittances towards subscription of equity and (ii) delay in submission of form FCGPR to the Reserve Bank after issue of shares to a person resident outside India in terms of Paragraph 9(1)(A) and Paragraph 9(1)(B) of Schedule 1 to Foreign Exchange Management (Transfer or Issue of Security by a Compounding of contraventions under FEMA 1999 M/s TSI Business Parks (Hyderabad) Private Limited CA No. HYD 421 person resident outside India) Regulations, 2000 notified vide Notification No. FEMA 20/2000-RB dated 3rd May 2000 (hereinafter referred to as Notification No. FEMA 20/2000-RB) as then applicable.

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, 1956 on March 10, 2006 (CIN: U45201TG2006PTC072536). The company is engaged in the business of “Developments of business parks”. b) The applicant had received foreign inward remittances from two foreign investors as indicated below. Sl No Name of the Remitter Total Amount Date of Date of (INR) Receipt Reporting 1 TS Mauritius PH 2,18,174 04.08.2006 25.08.2006 2 TS Hyderabad 12A 3,01,17,916 11.08.2006 24.08.2006 (formerly TS Mauritius PH) 3 TS Hyderabad 12A 7,96,01,800 29.09.2006 13.10.2006 (formerly TS Mauritius PH) 4 TS Hyderabad 12A 22,38,08,750 26.03.2007 05.04.2007 (formerly TS Mauritius PH) 5 TS Hyderabad 12A 19,70,43,375 14.08.2007 23.08.2007 (formerly TS Mauritius PH) 6 TS Hyderabad 12A 6,83,81,625 04.06.2007 13.06.2007 (formerly TS Mauritius PH) 7 TS Hyderabad 12A 15,63,64,353 07.08.2008 04.09.2008 (formerly TS Mauritius PH) 8 TS Hyderabad 12A 46,08,69,000 06.10.2008 31.10.2008 (formerly TS Mauritius PH) 9 TS Hyderabad 12A 17,50,00,000 28.11.2008 24.12.2008

Compounding of contraventions under FEMA 1999 M/s TSI Business Parks (Hyderabad) Private Limited CA No. HYD 421 (formerly TS Mauritius PH) 10 TS Hyderabad 12A 22,50,00,000 04.03.2009 21.04.2009 (formerly TS Mauritius PH) 11 TS Hyderabad 12A 35,00,00,000 30.07.2009 27.08.2009 (formerly TS Mauritius PH) 12 TS Hyderabad 12A 25,00,00,000 26.10.2009 11.11.2009 (formerly TS Mauritius PH) 13 TS Hyderabad 12A 20,00,00,000 01.06.2010 24.06.2010 (formerly TS Mauritius PH) 14 TS Hyderabad 12A 2,50,00,000 05.04.2011 18.04.2011 (formerly TS Mauritius PH) 15 TS Hyderabad 12A 10,00,00,000 04.09.2012 25.09.2012 (formerly TS Mauritius PH) 16 TS Hyderabad 12A 10,00,00,000 20.09.2013 08.10.2013 (formerly TS Mauritius PH) 17 TS Hyderabad 12A 20,00,00,000 17.12.2015 28.12.2015 (formerly TS Mauritius PH) 18 Reco Rock Private Limited 20,00,00,000 15.12.2015 28.12.2015 Total 304,14,04,993 The applicant reported receipt of remittances towards share subscription amounting to ₹ 304,14,04,993/- as indicated above, out of which remittances amounting to ₹ 22,50,00,000/- was reported with the delay of 17 days approximately beyond the prescribed limit. Whereas in terms of Paragraph 9(1)(A) of Schedule 1 to Notification No. FEMA 20/2000-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. c) The company allotted equity shares and filed form FC-GPRs as indicated below

Compounding of contraventions under FEMA 1999 M/s TSI Business Parks (Hyderabad) Private Limited CA No. HYD 421

Sl Name of investor Date of Number of Amount for Date of No allotment shares/CCPs which shares reporting of shares allotted allotted (INR) 1 TS Mauritius PH 05.08.2006 20,000 2,00,000 29.08.2006

2 TS Hyderabad 12A 19.04.2007 24,80,000 (Equities) 33,35,46,640 12.06.2007 (formerly TS Mauritius 3,08,74,664 (CCPs) PH) 3 TS Hyderabad 12A 09.02.2008 1,97,04,336 19,70,43,360 08.03.2008 (formerly TS Mauritius PH) 4 TS Hyderabad 12A 10.03.2008 68,38,162 6,83,81,620 31.03.2008 (formerly TS Mauritius PH) 5 TS Hyderabad 12A 03.02.2009 79,22,332 79,22,33,200 16.02.2009 (formerly TS Mauritius PH) 6 TS Hyderabad 12A 31.03.2009 22,50,000 22,50,00,000 25.04.2009 (formerly TS Mauritius PH) 7 TS Hyderabad 12A 01.09.2009 35,00,000 35,00,00,000 17.09.2009 (formerly TS Mauritius PH) 8 TS Hyderabad 12A 09.02.2010 25,00,000 25,00,00,000 02.03.2010 (formerly TS Mauritius PH) 9 TS Hyderabad 12A 26.11.2010 20,00,000 20,00,00,000 20.12.2010 (formerly TS Mauritius PH) 10 TS Hyderabad 12A 20.09.2011 2,25,000 2,25,00,000 18.10.2011 (formerly TS Mauritius PH) 11 TS Hyderabad 12A 01.03.2013 10,00,000 10,00,00,000 18.03.2013 (formerly TS Mauritius PH)

Compounding of contraventions under FEMA 1999 M/s TSI Business Parks (Hyderabad) Private Limited CA No. HYD 421 12 TS Hyderabad 12A 18.03.2014 10,00,000 10,00,00,000 16.04.2014 (formerly TS Mauritius PH) 13 TS Hyderabad 12A 21.12.2015 80,00,000 20,00,00,000 19.01.2016 14 Reco Rock Private 21.12.2015 80,00,000 20,00,00,000 19.01.2016 Limited Total 303,89,04,920

The applicant filed form FCGPRs for the allotment of shares amounting to ₹ 303,89,04,920/- as indicated above out of which shares amounting to ₹ 33,35,46,640/- was reported with the delay of 24 days approximately beyond the prescribed limit. 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 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. 3. (a) The applicant was given an opportunity for personal hearing vide Reserve Bank’s letter No. HY.FE.FID/ 2945 /14.66.003/2018-19 dated June 24, 2019 for further submission in person and/or producing documents, if any, in support of the application. (b) The personal hearing was held on June 25, 2019 during which Shri. Kotilingam K, Company Secretary and Shri. Mehul Thakkar, Senior General Manager, represented the applicant. The authorized representatives of the applicant admitted the contraventions for which the compounding has been sought. During the personal hearing it was submitted that the delay was not wilful or with a malafide intention but was mainly due to administrative lapse. In view of the foregoing, the representatives 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.

Compounding of contraventions under FEMA 1999 M/s TSI Business Parks (Hyderabad) Private Limited CA No. HYD 421 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:- (a) Paragraph 9(1)(A) of Schedule 1 to Notification No. FEMA 20/2000-RB for reporting the receipt of consideration towards issue of shares amounting to ₹ 22, 50, 00,000/- with a delay of 17 days approximately. (b) Paragraph 9(1)(B) of Schedule 1 to Notification No. 20/2000-RB for submission of Form FC-GPR to Reserve Bank of India after issue of shares to persons resident outside India and the contravention relates to an amount of ₹ 33,35,46,640/- with a delay of 24 days approximately. 5. It has been declared in the compounding application dated March 27, 2019 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 April 23, 2019 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. 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. 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

Compounding of contraventions under FEMA 1999 M/s TSI Business Parks (Hyderabad) Private Limited CA No. HYD 421 and I consider that an amount of ₹ 36,000/- (Rupees Thirty Six Thousand Only) will meet the ends of justice. 7. Accordingly, I compound the admitted contraventions, namely, the contraventions of Paragraph 9(1)(A) and Paragraph 9(1)(B) of Schedule 1 to Notification No. FEMA- 20/2000-RB and by the applicant on the facts discussed above in terms of the Foreign Exchange (Compounding Proceedings) Rules, 2000 on payment of an amount ₹ 36,000/- (Rupees Thirty Six Thousand 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 26th day of June 2019

Sd/- (Subrata Das) Regional Director (Andhra Pradesh and Telangana) and Chief General Manager (Hyderabad)