Dear Friends,

Indo-Japan Chamber ofCommerce and Industry

I am very happy to
speak to you throughthe columns of the firstissue of our newsletter
GATEWAY.
The Indo-Japan Chamber of Commerce andIndustry has completed
its Silver Jubilee in
December 2014 and we have drawn up a number ofplans for the future. A bilateral Chamber like ours
must strike new paths and new directions to makeitself more effective and more useful to members.
Personally I feel, the Chamber should become aKnowledge Bank for furthering the relations between
India and Japan in a bigger and bolder way.
Together we must strive to increase the membershipand should make earnest efforts to strike roots indifferent parts of India. In fact our aim will be tofacilitate any Indian businessman who looks up toJapan to turn to IJCCI for guidance and help.
The diplomatic relations between India and Japan
today is at its historic high. However, there is an
information gap in both the countries about thepotentials and opportunities. This newsletter will give
news and views about India and Japan, businesspotentials of different Prefectures of Japan and Statesof India, economic updates, trade fairs and exhibitions
in both the countries, etc., from time-to-time.
The 21st century is going to be the Century of Indiaand Japan. Asia is fast becoming a distinct economicpower and Japan and India are going to lead Asia
economically, culturally and intellectually. Let IJCCI
be the torchbearer of this new era.
N KumarPresident, IJCCIIJCCI (established in 1989) is involved in the promotion ofeducational, cultural and economic activities between Japanand India. Over the last 25 years, IJCCI has emerged as anall-India bilateral chamber between the two countries, withmembers comprising big, medium and small enterprises.
IJCCI Language School offers Japanese learning, bothclassroom learning and distance education, as well as
need-based programmes for corporates on request.
IJCCI acts as a bridge between artistes and art lovers of
the two countries and organises several Japanese andIndian cultural programmes.
On the economic front, IJCCI has been interacting closelywith various Prefectural Governments, Chambers ofCommerce and Industry and economic organisations inJapan. IJCCI has been receiving a number of businessdelegations from Japan and is also organising businessdelegations to Japan.
The Chamber is fast emerging as a Think Tank to strengthen
the economic cooperation between Japan and India. It
has set up special cells within the organisation:
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A Japan Round Table to facilitate discussions among
intellectuals;
A Japan Forum to stimulate interest in Japan among
students;
A Study Centre for Japanese Management Techniques
for the benefit of students, shop-floor workers, businessexecutives; andSpecial cells on energy, IT & ITES, IPR, legal and corporate
issues.

IJCCI has received a Scroll of Commendation from theForeign Minister of Japan in 2010 in recognition of its
contribution to further the bilateral relations between Indiaand Japan.

Mr Seiji Baba addressing the gathering during the Welcome Reception organised by IJCCIMr Seiji Baba joined the Ministryof Foreign Affairs, Government ofJapan in 1980. A veteran diplomat
with over three decades ofexperience, he has held several
distinguished positions in Japanand overseas. In the Foreign
Ministry he has worked in suchimportant divisions as Protocol
Division, Intelligence and Analysis
Bureau, Overseas Public Relations
Division and Diplomacy Planning
Division. Before assuming office as
Consul-General in Chennai he was
Director, International Relations

Division in the House
Councillors, the DIET.

ofA Welcome Reception wasorganised for Hon’ble Mr Seiji Babaand Ms Atsuko Baba on
05.05.2015 by IJCCI. The meeting
was attended by around 200
invitees, including diplomats fromother countries. Mr N Kumar,
President, IJCCI, welcomed
Mr Baba and outlined his ambitions
to make IJCCI a role model forbilateral chambers.
Mr Baba in his address said thatIndia and Japan share fundamental values and strategic interestsand play an important role inpromoting peace in the Indo-Pacificregion. A strong socio-economic
complementarity and liberal
economic reforms in India haveresulted in the flow of more
Japanese investments to India,
Mr Baba said.

Mr Baba praised IJCCI for
successfully contributing to thepromotion of relations between
India and Japan for the last 25years. He expressed happiness tobe associated with IJCCI andassured that he would work closelywith it for furtherance ofeducational, cultural and economic
activities between India and Japan.

2A cross-section of the audienceIndia & Japan:
Cultural Connect
There are many similarities in culture
between Japan and India and yet there
are significant differences as well. Like
Japan, we are an ancient culture with arich history and tradition. There are manysocietal commonalities like respect for
elders and many Indian zaibatsus still
nurture loyalty within the organisationin return for security. Human relationships
continue to be of paramount importanceand we continue to be a value-basedsociety.
The differences stem from the fact that
we are a diverse ethnic group whileJapan is more of a homogeneous society.
Every state in India has different
language (including script), dress, food
habits, emotions, tastes & preferencesthat make us as different as Europe is.
Every major religion in the world ispresent in India and although largely
Hindu, our absolute number of Christians
and Muslims are for example more thancountries where the same religions
comprise the majority of the population.
Buddhists, Jains, Zoroastrians and evenJews are part of the Indian diaspora.

Further, India is the world’s largest
democracy with the promise of aneconomic potential. Last, but not theleast, India has influences from all her
past colonisers and invaders that range
f r o m t h e B r i t i s h , D u t c h , Fr e n c h ,Portuguese to the Moghuls (from Persia).
All this and more makes doing businessin India a very complex, interesting andchallenging activity unlike in any otherpart of the world.
While Japan has been a major world
power for long, for most Japanese, India
is still mostly a mystery, an esoteric land
understood
throughb o o k s,
d o c u m e n t a r i e s,p h o t o g r a p h s,
spreadsheets, maps and a host ofperipheral accessories.
The essence of India lies in her people,
their aspirations, their beliefs and theirfeelings/emotions. It must be understoodfor being more than a great economic
opportunity or a great market. To ensurethat our destinies entwine for generations
to come, it is this aspect perhaps that
we have to pay the most attention.

Boys’ Festival
In Japan, May 5th is celebrated as Boys’ Festival (Kodomo no hiin Japanese language). It’s been celebrated for over a millennium.
Originally it was celebrated in the houses of warriors. Warrior dolls andhelmets, armour and swords are also displayed in houses. It’s supposed
to be a day to celebrate the health and happiness of all children. Large
carp windsocks, called koinobori, are displayed outside houses of families
with boys. There’s one windsock for each boy in the house. The largest
windsock is for the oldest son of the house.
The carp is considered for strength and determination and it is able toswim upstream against the flow of the water. This is a day for families
to celebrate their sons’ strength and character. The symbolic flower is a type of iris called shobu. The shobu has longleaves that resemble swords. Boys traditionally take shobu leaf baths on this day. The shobu is so important on this day
that sometimes the festival is called Iris Festival.
One traditional food eaten on this day is kashiwa mochi. It’s a rice cake steamed with sweet beans and wrapped in an
oak leaf. Another traditional food is chimaki, which is rice wrapped in bamboo leaves.

3Some legal tips and pointers
Know Japan froma Historical
Perspective

Organisations doing business in India should take cognizance of various
provisions of the Indian Company Law and comply with the requirements. While
this is not an exhaustive list, the points below represent some new and important
legal requirements applicable to all companies, whether through a branch or asubsidiary and are often checked during regulatory inspection visits. It would
be prudent to set in motion processes to ensure compliance at the earliest.

Japanese society for centuries was largely
characterised as a feudal society with a lot ofwarring kingdoms. Several dynasties ruled
over Japan for centuries with varying
accomplishments in uniting the country.
Between the mid 17th century and the mid
19th century Japan closed its doors to all formsof foreign influence and became an insularsociety, yet successful in preserving her
traditions and way of life. It was in 1854 that
Col. Mathew Perry, an American, opened Japanto the outside world with the ‘Convention ofKanagawa’. After a period of great strife andtribulations a centralised state was establishedand unified under the Meiji Emperor. Thus
began a glorious period of modernisation
which is called the Meiji Restoration era.

Details on letterhead:

During World War I, Japan aligned herself withthe victorious ‘Allies’ and began a period ofambitious imperial militarisation and territorial
expansionism, thus expanding their sphereof influence. The choices she made during
World War II, led to great destruction andrestrictions by the Allied Forces. Subsequentrelaxations and support from the Americans
and British provided a platform for recovery
and reconstruction. It is from this point thatJapan’s meteoric rise from the rubbles can betraced…a clear tribute to the resilience ofher people.

In relation to CSR requirement under
the Companies Act:

Japan today stands as the third largest
developed economy in the world and for
decades since World War II, she has emerged
to become one with the comity of greatnations. The past few decades have witnessed
an economic slump in the nation, but history
has shown that time and again she rebounds,
albeit with external help to hold her rightfulplace under the sun.

E n s u r e t h a t t h e C o m p a n y n a m e,registered office address, Corporate
Identity number, telephone, fax, email andwebsite are printed on all business letters,bills, notices and official publications.
Resident Director:

Every Company is required to have aResident Director (i.e. a director residing
in India for at least 183 days in thefinancial year).
Woman Director:

Every listed Company (i.e. a Company
that has any debt or equity listed on arecognised stock exchange of India), isrequired to have at least one woman
director on its board of directors.

If a Company has a net worth of Rs 500
crore or more, or a turnover of Rs 1,000crore or more or a net profit of Rs 5
crore or more during any financial year,
it needs to have in place a written
Corporate Social Responsibility (CSR)
policy, form a CSR Committee fromamongst the Board of Directors, ensuringthat 2% of its average net profits for thelast three years are spent on CSR
initiatives (as specified in the Companies
Act and Rules). The spending should havebeen completed by the end of the current
financial year.
Fast Track Mergers & Amalgamations
not yet in force:Any merger or acquisition continues tobe governed by the provisions of theCompanies Act 1956. Companies
proposing to enter into a merger or
acquisition in India should therefore
factor in lengthier timelines for closure.

Increased Director Liabilities &Corporate Governance:

The new Companies Act defines an
Officer in Default to include a Wholetime Director, key managerial personnel
and every director in respect of acontravention, who is aware of thecontravention by:● the receipt by him of any proceedingsof the Board or● participation in such proceedings
without objecting to the same, or● where such contravention had takenplace with his consent or
connivanceIf a director is aware (through the details
in the agenda of a board meeting) of
any contravention, his absence from theboard meeting will not absolve him of
his liabilities in respect of such acontravention, unless he specificallyobjected to the contravention.
It is pertinent for all directors (whetherexecutive or non-executive orindependent directors) to be vigilant andensure the Company is in compliancewith relevant laws and regulations andwhere they see contraventions, to speak
up and have their objections recorded.
This is intended to ensure better
corporate governance of Companies.
Employment law issues:

In addition to other employee policies,
the Company should also have in place
the anti-sexual harassment policy, anInternal Complaints Committee andshould conduct the requisite training foremployees under this law. Contraventionsof these provisions may lead to fine andcancellation of registration / licence ofthe Company.

EDITORIAL BOARD: N Kumar, President, IJCCI; N Krishnaswami, Chairman, IJCCI; Krishna Prasad, Managing Director, Mot Juste Communication
Services Pvt. Ltd.; P S Suman, Partner, A K Mylsamy & Associates LLP; Hufriz Wadia, Partner, Kochhar & Co.; Arjun Balakrishnan, Founder, Dharmic Solutions;
Suguna Ramamoorthy, Secretary-General, IJCCI.
Editor: Suguna Ramamoorthy; Publisher: IJCCI; Designing & Printing: Mot Juste Communication Services Private Limited., 98410 15081. For Private Circulation Only.

This first issue of the Newsletter is sponsored by Mr N Kumar, President, IJCCI.
Indo-Japan Chamber of Commerce & Industry (IJCCI): No. 21, Kavignar Bharathidasan Road, Teynampet, Chennai 600 018.
Phone: 044-24352010 / 044-24354779. Email: indo-japan@ijcci.com. Web: ijcci.com