267 / 2021
Quote of the day
Last issue I carried the inspiring story that I heard first hand from a Kargil war hero, Capt Naveen Nagappa. This time I want to share lessons from a talk that I heard from another type of war hero – a cardiac surgeon who likens a surgery to a war field, given that in both cases there is zero tolerance to errors. After all it is literally a ‘life and death’ question.
I heard the renowned heart surgeon Dr. Vivek Jawali speak on “Lessons in heart surgery – Zero errors in management”. These were practical lessons from a ‘little-giant’ (a person of petite stature but a towering personality) who has 30,000+ surgeries to his credit. Sharing a few snippets …..
Flight, Cardiac Surgery & War – all have variables though flight is predictable. Cardiac surgery & War can be fluid and challenging.
Best practice – zero error and open mind.
Although individuals may make mistakes, it is possible for teams to be flawless – Teamwork.
Humans cannot be punished for systemic errors – create a culture of fearless error reporting (role of whistle blower)
How zero error is ensured in pre-operative stage – diagnosis & layers of counter-checks before admission, fast track tests, cross-discipline consultations, pre-procedural plans, check listing, quick calls, multiple cross checks by all team members (sounds like a corporate project preparation, right ?)
What are the reasons for error in Operation theatre / ICU – Lack of adequate training, absence of standard rules, major gap in communication between surgeon and others, use of unreliable systems, rush to complete cases due to bad time management – ANSWER to all these maladies is EDUCATION, CHECKLIST, COMMUNICATION (corporate or cardiac surgery lessons ?!!)
Errors in other areas – general diagnostic, medication, device & equipment, hospital acquired infections, electronic health records, communication, handing over patient, during acute intervention – all of these can be prevented through SOPs, communication protocol & solid team (it is nothing short of a war room !)
Politeness in communication is a NO-NO in a surgery room - could be fatal for the patient at times
Mantras for safety promotion & zero errors
Build better teams
Be conscious of similar sounding people names in OT (could be disastrous)
Reduce time to report abnormal test results (use phone, whatsapp)
Give time-out or quiet zone to the nurse
Ensure team members accept inherent issues in their roles
No room for ego when errors are reported
Hierarchy to be rigid and respected
Prioritise, expect the unexpected
Create a fair and fearless environment for whistleblowing / error reporting
Develop thorough checklists | Foster a solid team | Encourage clear communication |
It was mind-blowing to listen to this management talk from a world renowned cardiac surgeon – so many takeaways and tips that each one of us can adopt for Zero Errors.
While Dr. Jawali interspersed his talk with amazing live stories and anecdotes and even showed us videos of heart surgeries and live hearts, in the English Language section of this 267th Samhita, we have Balaji Ramaswamy highlighting the elements of storytelling – corporate or otherwise. Who wants to miss a nice story, especially of a management type that we can use effectively ? MCA has tinkered with the eligibility exam criteria for practising professionals aspiring to be Independent Directors – I am still wary of this whole examination and marks criteria for an ID and how relevant it is for such a role. Well, whether we like it or not, there are rules in place which will continue to ‘evolve’ so to say. Apart from this do download the MCA released FAQs on CSR to guide you in meeting CSR obligations. It will be worthwhile to also access https://www.icsi.edu/media/webmodules/Guidance_Note_on_CSR_Final.pdf, an ICSI publication which deals with CSR issues extensively. For any previous issues of Samhita and the readers’ feedback, please visit https://sharadasc.com/resource-center/.
Requirement criteria for completion of online proficiency test for IDs – revised
MCA vide Notification dated 19.08.2021 has exempted following persons who are willing to be appointed as IDs from the requirement to complete the online proficiency test:
Advocates (in Court practice), Chartered Accountants, Company Secretaries and Cost Accountants, who have been in practice for at least 10 years.
Candidates in the pay scale of Director or equivalent or above in any Ministry or Department, of the Central / State Government with experience of not less than 3 years in handling commerce, corporate affairs, finance, industry or public enterprises; or the affairs related to Government companies or statutory corporations set up under an Act of Parliament or any State Act and carrying on commercial activities.
Annual Report on Capacity Building of Independent Director
MCA vide notification dated 19.08.2021 has amended the Companies (Creation and Maintenance of databank of Independent Directors) Rules, 2019. Pursuant to the amendment the Indian Institute of Corporate Affairs shall within the 60 days from the end of every Financial Year send an Annual Report i.e the Annual Report on Capacity Building of Independent Director to every individual registered as an Independent Director and every company in which such individual holds directorship as an ID.
The format for the Annual Report has also been specified in the Notification.
FAQs on CSR
As part of Circular dated 25.08.2021, MCA has published Frequently Asked Questions on CSR. These FAQs include the amendments notified on 22.01.2021. The FAQs are split into sections with following headings:
Applicability of CSR
Treatment of unspent CSR amount
CSR Reporting and Disclosure
While the industry experts and stakeholders are still analysing and adapting to the regime change in CSR, the FAQs released by MCA might help provide some clarity!
Disclosure of shareholding pattern of promoter(s) and promoter group entities
SEBI vide Circular dated 13.08.2021 has notified new formats for Disclosure of shareholding pattern by the promoters and promoter group entities. Earlier the promoters and promoter group entities disclosed their collective shareholding in the format notified by SEBI in Circular dated 07.08.2018. The new format released by SEBI vide Circular dated 13.08.2021 requires the promoters and promoter group entities to disclose their shareholding pattern individually. The revised format for the disclosure has also been notified as an annexure to the Circular.
The Taxation Laws (Amendment) Act, 2021
The Central Government has notified the Taxation Law Amendments Act, 2021 dated 13.08.2021 to repeal the contentious retrospective tax brought in by Finance Act, 2012. The Act amended the Income Tax Act, 1961 so as to provide that no tax demand shall be raised in future on the basis of the said retrospective amendment for any indirect transfer of Indian assets if the transaction was undertaken before 28th May 2012.
Key features of the Taxation Laws (Amendment) Act, 2021:
Provides that no tax demand shall be raised in the future based on the retrospective amendment made through Finance Act, 2012, for any indirect transfer of Indian assets if the transaction was undertaken before 28th May 2012.
Provides that the demand raised for indirect transfer of Indian assets made before 28th May 2012, shall be nullified on fulfilment of specified conditions and on furnishing of an undertaking.
Provides to refund the amount paid in these cases without any interest thereon.
Amends the Finance Act, 2012 so as to provide that the validation of demand, etc, under section 119 of the Finance Act, 2012 shall cease to apply on fulfilment of specified conditions and on furnishing of an undertaking.
Empowers CBDT to make rules to provide the form and manner in which an undertaking shall be submitted.
Income-tax (24th Amendment) Rules, 2021
CBDT notifies Rules prescribing ‘any other person’ who shall verify income-tax returns as per section 140(c) and clause (cd) of the proviso to section 140(c) the Income-tax Act, 1961 (“Act”) and who shall be treated as authorised representative before any income-tax authority as per section 288(2) in case of a company and a Limited Liability Partnership (LLP). For this purpose, two new Rules have been inserted in the Income-tax Rules, 1962.
Rule 12AA is notified to prescribe person for the purposes of clause (c) and clause (cd) of section 140 – Insolvency Professional/Resolution Professional/Liquidator appointed by Adjudicating Authority under IBC
Rule 51B prescribing appearance by Authorised Representatives in certain cases - IP / RP / Liquidator appointed by Adjudicating Authority under the IBC who has admitted the Resolution Process.