Monthly • Volume XXXVII • Page 1-24 • No.08 • August, 2018

National Best Regional Council (2004, 2007, 2008, 2009, 2010, 2011, 2013, 2014, 2015 & 2016)

1 Independence Day Celebration at NIRC (15.08. 2018) L to R: CS Pradeep Debnath, Chairman NIRC, CS Nitesh Sinha, Secretary NIRC, Shri Vinay Vinamra, Poet, CS Ranjit Pandey, Central Council Member ICSI.

5 Independence Day Celebration at NIRC (15.08. 2018) L to R: Flag heisting by CS Pradeep Debnath, Chairman NIRC and Members.

6 Rajasthan State Conference at Jodhpur Chapter (18.08. 2018): CS Pooja Chandani, CS Manish Shrivastav-Speaker, CS Mukesh Bansal-Past Chairman-Jodhpur Chapter, CS Ranjit Pandey-Central Council Member-ICSI, CS Nesar Ahmed-Past President-ICSI, CS Pradeep Debnath-Chairman-NIRC, CS Deepak Arora-Regional Council Member, CS Praveen Sharma, Chairman-Jodhpur Chapter.

2 Seminar at Ajmer Chapter (12.08.2018) L to R: CS Pradeep Debnath, Chairman NIRC, CS Nitesh Sinha, Secretary NIRC, CS Deepak Arora, Regional Council Member NIRC, CS Garima Jain, Chairperson, Ajmer Chapter.

3 CS Connect through Skype (27.08.2018) L to R: CS Diyvanshu Sahni, Guest speaker and Dr. Mukesh Jinara, Regional Director, North.

4 Kavi Sammelan on Independence Day Celebration at NIRC (15.08. 2018) .

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NIRC - ICSI Newsletter | August 2018 2

From the Chairman

Chairman CS Pradeep Debnath 09910562121

Vice-Chairman CS Rajeev Bhambri 09915710010

Secretary CS Nitesh Kumar Sinha 09871500827

Members(in alphabetical order)

CS Amit Gupta 09415005108

CS Avtaar Singh 09999789891

CS Deepak Arora 09351788834

CS Dhananjay Shukla 09873347280

CS Manish Aggarwal 09988114441

CS Manish Gupta 09212221110

CS Monika Kohli 09810480983

CS NPS Chawla 09958535300

CS Saurabh Kalia 09810979440

Ex-officio Members CS Rajiv Bajaj 09811453353

CS Ranjeet Pandey 09810558049

CS Satwinder Singh 09871686000

CS Shyam Agrawal 09314923451

CS Vineet K Chaudhary 09811577123

Regional Director Dr. Mukesh Jinara 09829345200

The Regional CounCil

© The Northern India Regional Council of the Institute of Company Secretaries of India. 2017.

Help Desk of NIRC-ICSI011-49343000niro@icsi.edu

MeMBeRS of exPeRT ADVISoRy for NIRC-ICSI Newsletter-Insight

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Printed & Published by :Dr. Mukesh Jinara for and on behalf of Northern India Regional Council of the Institute of Company Secretaries of India 4, Prasad Nagar Institutional Area, New Delhi-110005; E-mail: niro@icsi.edu; Phones: 49343000; Fax: 25722662; Printed at : KT Printers 18/114 C, Street No.3, East Moti Bagh, Sarai Rohilla, Delhi -110007; Published at: NIRC-ICSI, 4, Prasad Nagar instl. Area, New Delhi.

DeAR PRofeSSIoNAl ColleAGueS, GReeTINGS fRoM THe NIRC!!!The month of August always brings happiness with pleasant feelings as the rainy season started, at the same time we are celebrating Independence Day, Raksha Bandan, etc. May God bless all of us with full of prosperity, health and wealth in our all endeavour of life that is the mantra of celebrating any occasion.

It is important for the professionals to possess knowledge, professional competence and the diverse skills enabling them to gain a competitive edge. To be successful we have to make constant efforts towards updating our knowledge and unleashing our potential in various unexplored areas.

A brief highlight of the activities undertaken by NIRC in recent past.

PlACeMeNT वह पथ कया पथथक, कशलतया कया, थिस पथ पर थिखर शल न हो।

नयाथवक की ध य कशलतया कया, िि धयारयाऐ परथतकल न हो।I am happy to share that our young members are performing wonderful and getting better opportunities in corporate sector. This time our two young members have been selected by GAIL India Ltd. in the package of Rs. 16 lacs (appo.) per annum. One fresher member was selected by Railtel in the package of 11.50 lacs (appo.) and one member was selected by THDC Ltd. in the almost same package. As you know that these companies are renowned public sector

ियाधयाए आती ह आए थिर परल की िोर िटयाएपयावो क नीच अगयार थसर पर िरस थि जवयालयाए

थनि हयाथो म हसत-हसत आग लगयाकर िलनया होगयाकिम थमलयाकर चलनया होगया……..

कछ कयाटो स सथजित िीवन, परखर पयार स वथचत ौवन, नीरवतया स मखररत मधिन, परथहत अथपयत अपनया तन-मन, िीवन को शत-शत आहथत म, िलनया होगया, गलनया होगया।

किम थमलयाकर चलनया होगया।…….late Shri Atal Bihari Vajpai

former Prime Minister of India

NIRC - ICSI Newsletter | August 2018 3

From the Chairman

undertakings. We are approaching (after sensitizing) various Government Departments, Agencies and central & state PSUs to come and participate in our campus placement drive.

BRAND BuIlDING � Branding is the key to success for any organization. We were taking

up a request with Delhi Metro to put a signage at Metro Station for route direction of NIRC Premises. During May, 2018, Delhi Metro accepted our request and installed the signage at the appropriate places at the Rajendra Place Metro Station. We are highly thankful to CS S. K. Sakhuja, Company Secretary of DMRC Ltd. for his kind support and facilitation in completion of this task at free of cost.

� We organised joint programme with NIRC of ICAI for the professional development of our members.

� Started Zonal Master Classes so as to enable the members to get benefit of the academics at their respective doorsteps.

� Organised Open House Discussions to facilitate the healthy in-house discussion for resolution of the burning issues and getting adequate practically feasible ground level suggestions.

MooT CouRT: We realized that advocacy skills is very much essential to our members and students. Therefore, first time Moot Court Committee has been set up at NIRC to organize moot court competitions for members and students. The outlay of first “Northern Region Moot Court Competition” is already announced. This will facilitate our members and students to better their advocacy skills. NIRC is also in process for permanent set up of live Moot Court Room.

VIDeo CoNfeReNCING RooM: This is the era of technology and to come up to the expectation of stakeholder NIRC is setting up a Video Conferencing Room at the premises. This will provide better connectivity with the persons sitting at door steps. This will facilitate to deliberate on professional matters through the best use of IT equipments. The connectivity with the members and students sitting in far way chapters will be easier and better.

IT fACIlITATIoN CeNTRe: NIRC is planning to set up an IT facilitation Centre shortly at the premises to facilitate the members and students on various IT based activities. These activities includes Filing of GST Returns, TDS Returns; filing of various Forms & Returns of MCA, Accounting through Software, Advance MS-Excel, Project Report Preparation etc.

WoMeN eMPoWeRMeNT PRoGRAMS: Many of our female members are out of touch with the profession due to their personal or other reasons. We understand the gravity of the practical issues and to reconnect these members with the profession we are organizing various program exclusively for women members. The intent of such programs is to sensitize them about the new opportunities and the recent developments.

ReNoVATIoN of ReCePTIoN: The renovation of Reception Counter at the entrance of NIRC is also under consideration and will be shortly executed. This will help the stakeholders.

CS CoNNeCT: This activity is provided through the video connection. Now, NIRC is inviting subject experts to provide professional consultation and

guidance to the young members.

CHAPTeR PlACeMeNT DRIVe: NIRC is pursuing with chapter to organize campus placeman drive for the placement of members and students. NIRC requested all its chapters to organise placement drive and we will extend all support, guidance and help from this office.

I would mention that we are doing all activities to strengthen the profession. I recall one of the very famous saying of our country’s Missile-men who was also President of India:

“My message, especially to young people is to have courage to think differently, courage to invent, to travel the unexplored path, courage to discover the impossible and to conquer the problems and succeed.

These are great qualities that they must work towards. This is my message to the young people.”

Dr. A.P. J. Abdul Kalamformer President of India

At NIRC, it has been our continuous endeavour to provide opportunities to the members for their knowledge updation by organizing more number of quality professional development activities. Every month it has become a regular practice and the month of July-August was no exception to it.

Members Programs organised during the month are as under:

on 21st July, 2018 a Symposium on the theme “NCLT Proceedings & Quality of Professional Services”. Shri V. Kurian Member, Quality Review Board, ICSI & Additional Deputy Comptroller & Auditor General and CS Nesar Ahmad, Past President-ICSI Shri V. Sreedharan Practicing Company Secretary, Bengaluru 

on the same day one Workshop was also organised on the theme "Motivation and opportunities for CS in Areas of publications”. Shri R P Soni (Chairman, Sangam Group of Industries) was Chief Guest and CS R L Nolakha, Chairman, Nitin Spinners Limited was the Guest of Honour on the occasion.

on 22nd July, 2018 West Zone Master Class was organised on the topic “Drafting and Pleadings from NCLT Perspective”. CS Nesar Ahmad, Past President-ICSI was invited as guest speaker.

on 28th July, 2018 a Seminar was organised on the theme “Partner in Excellence - CS Be the GST Practitioner”. CS Upender Gupta, IRS, Commissioner (GST), Ministry of Finance was Chief Guest on the occasion. CS Bimal Jain, Eminent Tax Expert was invited as Guest Speaker and the Panellists were CS Isha Bansal, CA Gaurav Gupta, CA Archana Jain, CS Vijay Gupta and CA Sharad Singhal

on the same day East Zone Master Class was conducted on the topic ‘Latest Changes in Companies Act, 2013 and rules alongwith amendments in SEBI Act, 1992’. CS Ranjeet Pandey, Central Council Member, was guest speaker on the occasion.

on 29th July, 2018 a Mega Programme on the theme “Global Contours of Capital Market: Signpost of Good Governance” as part of celebrations of capital market week. Shri Prashant Saran, Former Whole Time Member, Securities and Exchange Board of India, was Guest of Honour for the program. CS Heemadri Mukerjea, and CS Vinay Shukla were invited as guest speakers in the program.

on 11th August, 2018 a Workshop was organised on the theme "Stress Management and Smart Investment Strategies”. Shri Gyan Chand

NIRC - ICSI Newsletter | August 2018 4

Motwani, and CS Tulika Agarwal were guest speakers for the Worksop.

on 15th August, 2018 Independence Day Celebration.

on 18th August, 2018 Rajasthan State Conference was organised on the theme “Moving to Mastery in Regulatory Changes”. Shri Shambhu Singh Khetasar, Cabinet Minister to the Govt. of Rajasthan and Chairman, Rajasthan State Seeds Corporation Limited, was Chief Guest and Shri Kailash Bhansali, MLA, Jodhpur City was Guest of Honour for the Program. CS Illm Kamboj, CS Nesar Ahmed, CS Manish Srivastava were Guest Speakers for the Program.

on the same day there was East Zone Master Class on Topic “GST Recent amendments & Opportunities to the Company Secretaries”. CS Payal Oberoi Kataria was the Guest Speaker on the occasion.

from 20th to 24th August, 2018 ‘5 Days Crash Course for Members’ was organised. CS Kiran Sharma, Guest Speakers: CS Suman Kumar, CS Divesh Goyal, CS Anjali Agarwal, CS Sanjay Chugh, CS Deepak Kukreja were the guest speakers during the programs.

on 25th August, 2018 a seminar on the topic “Company Secretaries in the eyes of entrepreneurs”. Shri Manish Singh, President, BJP Purvanchal Morcha, Delhi Pradesh, BJP was the chief guest on occasion. Sh. Avneesh Bansal, Associate VP, HT Media; Mr Subhash Aggarwal, MD & Chairman-SMC Group; CS S K Aggarwal, Past Chairman, NIRC were invited as guest speakers on the occasion. CS Rajiv Bajaj, Central Council Member, ICSI was Moderator for the panel discussion and on another topic "Company Secretaries as enterpreneur and professional's prospective" by guest spkear CS Subhash Setia, Company Secretary and Vise president, DLF Limited, CS G P Madaan, Past President NIRC of ICSI, CS Saurabh Kalia, Regional Council Member.

On 27th August, 2018 CS Connect on the topic “Practical issues related to DIR3-KYC.” was organised at NIRC. CS Divyanshu Sahni was invited as an expert on the occasion.

STuDeNT PRoGRAMS oRGANISeD DuRING THe MoNTHS ARe AS uNDeR:from 23rd to 25th July, 2018 there was 3 Days E-Governance program.

on 26th July, 2018 Valedictory Function of 283rd MSOP was organised. CS Rajesh Gupta, VP Legal & CS, Sona BLW Recision forgings Ltd was the chief guest on the occasion.

on 28th July, 2018 organised Professional Development Program.

from 29th July, to 6th August, 2018 there were 68th and 69th batch of Executive Development Programs at NIRC.

on 16th August, 2018 the Regional Round of 16th All India Moot Court Competition- 2018’ was organised at NIRC.

on 17th August, 2018 National Round of ‘18th All India Company Law Quiz, 2018 was organised.

Large number of students participated in the above competitions and it proved to be a great source of motivation & encouragement for them.

on 29th August, 2018 Inaugural Function of the 284th MSOP was conducted. CS Mahavir Singhvi, IFS and Joint Secretary, Ministry of External Affairs, Govt. of India, was the chief Guest on the Occasion.

I take this opportunity to express my sincere thanks and gratitude to all guests, faculties, speakers, Judges and invitees for sparing their valuable

time and sharing their experience with the participants of the all above mentioned programs.

I take this opportunity to request all of you to support and contribute in the activities of NIRC, in whatever manner and form you can. NIRC has been organising many study sessions, workshops and seminar for which, we request you to share your profile with us for taking a session in the programs being organized by NIRC. We also need your support for creating awareness about our profession by taking Career Awareness Sessions in schools and colleges.

CoMPANy SeCReTARy BeNeVoleNT fuND (CSBf)Our Former Prime Minister of India Late Shri Atal Bihari Vajpai has mentioned on the universal truth i.e. life and death. The words of poem are as under:

ठन गई! मौत स ठन गई! जझन का मरा इरादा न था, मोड पर ममलग इसका वादा न था, रासता रोक कर वह खडी हो गई, यो लगा मिनदगी स बडी हो गई।

मौत की उमर कया ह? दो पल भी नही, मिनदगी मसलमसला, आज कल की नही। म जी भर मजया, म मन स मर , लौटकर आऊ गा, कच स कयो डर ? त दब पाव, चोरी-मिप स न आ, सामन वार कर मिर मझ आिमा।

मौत स बखबर, मिनदगी का सफर, शाम हर सरमई, रात बसी का सवर। बात ऐसी नही मक कोई गम ही नही, ददद अपन-पराए कि कम भी नही। पयार इतना परायो स मझको ममला, न अपनो स बाकी ह कोई मगला। हर चनौती स दो हाथ मन मकय, आमियो म जलाए ह बझत मदए। आज झकझोरता ति तफान ह, नाव भवरो की बाहो म महमान ह। पार पान का कायम मगर हौसला, दख तवर तफा का, तवरी तन गई।

मौत स ठन गई।

We extend condonation on the sad demise of our beloved former Prime Minister & Bharat Ratna, late Shri Atal Bihari Vajpayee

We have to accept that one who have taken birth, has to go one or other day. But if departure is untimely, then it amounts painfulness to all loved ones. Keeping the uncertainties in mind the concept of CSBF was derived.

In order to bring more awareness amongst the Members of the Institute about the benefits of CSBF once they become its Life Member, your NIRC is taking all necessary steps. This is yet another endeavour to bring all the Members of the Institute who are yet to become Life members of CSBF under the CSBF shield. The Members who are yet to become life members of CSBF are encouraged to build a security umbrella for their family. A small contribution now will go a long way in securing the future of their near and dear ones as well as the whole family of the Company Secretary fraternity.

I look forward for your valuable suggestions and feedbacks. Feel free to interact with me at chairman.nirc@icsi.edu

With best regards,

Yours sincerelyWith Warm Regards,

CS Pradeep DebnathChairman NIRC-ICSI

Cell: 9910562121Date: 31st August, 2018 Place: New Delhi

From the Chairman

NIRC - ICSI Newsletter | August 2018 5

THe PeRSPeCTIVeContemporary multinational corporations are among the most sophisticated organizations in the world. One of the focal determinants of their success is a well-selected, effectively implemented and smoothly functioning organizational structure which aligns and relates parts of an organization, so it can carry out its strategy and achieve its objectives. Organizational structure refers to the way that an organization arranges people and jobs, and configures it’s operating units and how they interact to meet business needs.

It is often said that the success of an organization achieving its goals largely depends on whether its internal structure is geared towards its strategy. Processes, technology, people and culture are sine qua non for predicting the success of the company. Organization structures are fundamental to translating business strategy into action. Integrating cornerstones of the structure is critical for a competitive advantage. Robust structures bring operational efficiencies and ensure profitable growth.

PRoBleMS CReATeD By A MISAlIGNeD oRGANIzATIoNAl STRuCTuReRapid reorganization of business units, divisions or functions can lead to ineffective, misaligned organizational structures that do not support the business. Poorly conceived reorganizations may create significant problems, including the following:

• Structural gaps in roles, work processes, accountabilities andcritical information flows can occur when companies eliminate middle management levels without eliminating the work, forcing employees to take on additional responsibilities.

• Diminishedcapacity, capabilityandagility issuescanarisewhena) lower-level employees who step in when middle management is eliminated are ill-equipped to perform the required duties and b) when higher-level executives must take on more tactical responsibilities, minimizing the value of their leadership skills.

• Disorganization and improper staffing can affect a company'scost structure, cash flow and ability to deliver goods or services. Agile organizations can rapidly deploy people to address shifting business needs.

• Decliningworkforceengagementcanreduceretention,decreasecustomer loyalty and limit organizational performance and stakeholder value.

oRGANIzATIoN STRuCTuRe DeSIGNAn organization can be structured in many different ways, depending on its objectives. The structure of an organization will determine the modes in which it operates and performs. Organizational structure allows the expressed allocation of responsibilities for different functions and processes to different entities such as the branch, department, workgroup, and individual.

Five elements create an organizational structure: job design, departmentation, delegation, span of control and chain of command. These elements comprise an organizational chart and create the organizational structure itself. "Departmentation" refers to the way an organization structures its jobs to coordinate work. "Span of control" means the number of individuals who report to a manager. "Chain of command" refers to a line of authority.

Most current organizational structures—from the functional designs of 19th century. This model makes sense in a world where the primary business goal is to consolidate common resources into disparate functions that can produce repeatable outputs. Put another way, when you know what you are doing tomorrow, you can set about doing so in the most efficient way possible. Today’s ‘exponential organizations’ are not only putting competitors out of business, they are upending entire industries overnight. In the 1950s, the average lifespan of an S&P 500 organization was around 60 years. Now, it’s about 15 years—and continues to decline. Lean start-ups are moving with purpose, speed and agility to reshape markets. By contrast, most major corporations are heavily layered, bureaucratic and stifled by complex webs of reporting lines that weigh-down leadership and smother talent. In order to compete in this environment, organizational structure should evolve to unlock the potential within enterprises and unleash the latent power in networked teams. Under this new model, predictable efficiency gives way to rapid adaptability. The following are various organization structure models adopted by global corporations.

GloBAl PRoDuCT DIVISIoN STRuCTuReThe product division takes responsibility for global operations in their specific product area in global product structure. It provides a fairly straightforward way to effectively manage a variety of businesses and productsaroundtheworld.Andeachdivision'smanagerisresponsiblefor planning, organizing, and controlling all functions for the production and distribution of its products for any market in the world. The global product structure is great for standardizing production and sales but it also has some problems such as the product divisions do not work well together, competing instead of cooperating in some countries; and some countries may be ignored by product managers.

GloBAl fuNCTIoNAl DIVISIoN STRuCTuReIt aims to focus the attention of key functions of a firm, wherein each functional department or division is responsible for its activities around the world. For instance, the operations department controls and monitors all production and operational activities; similarly, marketing,

Tuning organization structure to the demands of the global corporation

CS (Dr.) S K Gupta, MD & Ceo, IPA-Institute of Cost Accountants of India | Cbst.skgupta@gmail.com

*The views expressed are personal views of the author and it should not be taken as views of the NIRC-ICSI.

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NIRC - ICSI Newsletter | August 2018 6

finance, and human resource divisions co-ordinate and control their respective activities across the world. Such an organiza tional structure takes advantage of the expertise of each functional division and facili-tates centralized control. MNEs with narrow and integrated product lines, such as Caterpillar, usually adopt the functional organizational structure.

GloBAl GeoGRAPHIC STRuCTuReUnder the global geographic structure, a firm’s global operations are organized on the basis of geographic regions. It is generally used by companies with mature businesses and narrow product lines. It allows the independent heads of various geographical subsidiaries to focus on the local market requirements, monitor environmental changes, and respond quickly and effectively.

GloBAl MATRIx STRuCTuReIt is an integrated organizational structure, which super-imposes on each other more than one dimension. The global matrix structure might consist of product divisions intersecting with various geographical areas or functional divisions. Unlike functional, geographical, or product division structures, the matrix structure shares joint control over firm’s various functional activities. Such an integrated organizational structure facilitates greater interaction and flow of information throughout the organization. Since the matrix structure has an in-built concept of interaction between intersecting perspectives, it tends to balance the MNE’s prospective, taking cross-functional aspects into consideration.

TRANSNATIoNAl NeTWoRK STRuCTuReThe trans-national network structure is designed around ‘nodes’, which are the units responsible for coordinating with product, functional and geographic aspects of an MNE. Thus, trans-national network structures build-up multi dimensional organizations which are fully networked.Transnational model is the most advanced kind of international organization. It allows for the attainment of benefits inherent in both global and multi-domestic strategies. The key of a transnational organization is adaptation to all environmental situations and achieving flexibility by capitalizing on knowledge flows, which take the form of decisions and value-added information, and two-way communication throughout the organization. Decision making and knowledge generation are distributed among the units of a transnational organization.

BuSINeSS CASe foR ReVISITING oRGANIzATIoN STRuCTuRe Today, organizational structures are changing swiftly—from virtual organizations to other flexible structures. The future will likely bring functional, product and matrix organizational structures. However, as companies continue to evolve and increase their global presence, future organizations may embody a fluid, free-forming organization, member ownership and an entrepreneurial approach among all members. Today’s global operating environment is too unpredictable to rely on organizational structures devised over a century ago in order to adapt and respond to new challenges. Businesses today operate in an environment that is far more complex and competitive than at any time in history. Markets are increasingly interconnected; businesses have become borderless; and technology continually disrupts business models. These and other factors make managing large enterprises more challenging than ever.

No organizational design is perfect or permanent. Smart executives recognize that they must make trade-offs that are appropriate to the economic climate, competitive context, and corporate history.

A hallmark of a well-aligned organization is its ability to adapt and realign as needed. To ensure long-term viability, an organization must adjust its organization structure to fit new economic realities without diminishing core capabilities and competitive differentiation. Organizational realignment involves closing the structural gaps impeding organizational performance based on the following tenets:

AlIGNING BuSINeSS STRATeGy WITH oRGANIzATIoNAl STRuCTuReBusiness strategy is a function of a company’s internal makeup and its external environment. Change management initiatives are used to continually adjust the strategy over time so companies can achieve their evolving performance goals. When leaders implement a new strategy without cascading the changes throughout an organization’s structure, they are setting themselves up for a strategic failure. Every company should align its business strategy with a deliberate organizational structure to secure a competitive market position. Creating an appropriate structure will result in a more productive workplace environment that improves staff communications and innovation.

leVeRAGe THe NeTWoRKeD TeAMS Traditional functional organizational structures consolidate scarce talent in siloed teams and then provide required support to the rest of the enterprise. The transnational companies today need to adopt to a new design – one that creates cross-functional, autonomous teams organized by specific outcomes. These new networks of teams cannot be led by traditional managers. To be successful, team members should be inspired by confident, knowledgeable leaders who can provide cross functional coaching and development with a focus on team dynamics to drive the desired outcomes. Instead of becoming another version of a tangled matrix organization, this new model of networked teams should be transparent, digitally aligned, scalable and adaptable.

CollABoRATIVe MINDSeT A corporate structure based on networked teams looks nothing like the traditional, two dimensional, hierarchical organization chart made up of ‘boxes and wires’. Truly agile companies are complex systems that require a holistic understanding of the connection points between teams in order to be successful. Adopting a systems mindset is an essential step in building a nimble, flexible, team-centred organizational structure. A successful organization can no longer simply be the sum of its functional parts, no matter how efficient or well-designed those parts might be.The era of the visionary leader needs to give way to a system that harnesses the power of many managers at once. This is the essence of utilizing a systems mindset in organizational design. To compete successfully in today’s fast-paced, ever changing business environment, organizations should share risk and harness collaborative action. Connected teams are smarter than the individuals that comprise them.

BuIlD A flexIBle oRGANIzATIoNBuilding a flexible organization involves steps that can launch your transformationtobecominganadaptable organization.•Understandtheformalandinformalnetworksinyourbusiness.•Makeorganizationdesign decisions based on systems thinking and avoid seeing your company as an organization chart and Identify opportunities to break functional silos, while organizing around outcomes and flattening your structure as much as possible. • Have a clear vision and vocalExecutive commitment to making the new model work and driving culture change. • Enhance transparency and empower employees tobeautonomous to improvedecision-making. •Usedataand tools toincrease visibility to the networks of complex organization interactions.

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uNloCK THe PoTeNTIAl of flexIBle oRGANIzATIoN Organizations have evolved in stages over time. Formal functional hierarchies gave way to matrixes and then to culture-based models. The disruption caused by technological advances is accelerating the speed of this evolution. To be successful in today’s highly competitive, rapidly changing environment, organization must learn from failed businesses and leap-frog to the next stage of evolution: The flexible organization comprised of networks of teams that is agile enough to rise to new challenges, nimble enough to collaborate across functions, and powerful enough to adapt to constant change.

IN SyNC WITH GloBAl STRATeGyTosurviveanddevelopinInternationalenvironment,anorganization'sstructure must provide sufficient information processing for coordination and control while focusing employees on specific functions, products, or geographic regions. Managers must choose and decide whether to emphasize global standardization or national responsiveness (globalization strategy or multi-domestic strategy). For entering global market, organization designs should suit to the need both of global standardization and national responsiveness depending on situation, type of product and service etc. Finding the right structure for organization that works best for particular company is very important. If using the wrong structure, organization will have the poor communication, poor product development, poor customer service and a lot of other problems.

oRGANIzING foR SPeeD, AGIlITy AND ADAPTABIlITyIn the past, most organizations were designed for efficiency and effectiveness, leading to complicated and siloed organizations. The resulting business models, which were based on predictable commercial patterns, are unsuited to an era of unpredictability and disruption. Instead of mere efficiency, successful organizations must be designed for speed, agility, and adaptability to enable them to compete and win in today’s global business environment.

BuIlDING IN ACCouNTABIlITyEmpowering people to make decisions and relying on networks of interactions does not mean that people are no longer accountable for results. In fact, one objective of an agile network is to use goal-setting to support success. In teams, accountability becomes more transparent.

Individual and team goals and metrics should be shared for everyone to see. The sense of accountability this can create is critical to team and corporate effectiveness. Indeed, among 17 top practices in high-impact leadership, an organization’s ability to clearly define decision-making practices and clarify accountability featured among the top drivers of outstanding financial outcomes.

CoNfIGuRING THe GloBAl-loCAl BAlANCe Multinationals need to make trade-offs global scale and local responsiveness by taking into account  taking into account a complex mix of factors including: industry, size, desired levels of synergies, access to skilled people, and the roles of scale, innovation and responsiveness in the business model Managers seek these trade-offs by varying configuration of each structural element and distributing resources among them. Companies that sought greater scale tended to have a single global shared service unit. Underwood Financials, for example, has a single global shared service unit in Singapore that serves all business units worldwide over three work shifts. While first-line support was available 24×7, more sophisticated level 3 support is still centralized at headquarters. Microsoft operates three regional shared services units, covering North America, Europe-Middle East-Africa and Latin America, and Asia respectively.

CoNCluSIoNOrganizational structure aligns and relates parts of an organization, so that it can achieve its maximum performance. The structure chosen affects an organization's success in carrying out its strategy andobjectives. Organizational structure is the method by which work flows through an organization. It allows groups to work together within their individual functions to manage tasks. Traditional organizational structures tend to be more formalized—with employees grouped by function (such as finance or operations), region or product line. Less traditional structures are more loosely woven and flexible, with the ability to respond quickly to changing business environments

Organization design is more than “boxes and wires” precisely because complex issues such as authority, decision-making and employee interactions cannot be dealt with through the blunt instrument of structure and reporting lines. The main objective of an organization design is to develop and implement a correct corporate strategy. From a decision-making process perspective, the most important parameter is the right balance of local and global influences.

Article

CoMPANy SeCReTARIeS BeNeVoleNT fuNDMEMBERS ENROLLED fRoM NIRC AS LIFE MEMBERS OF THE COMPANY SECRETARIES

BENEVOLENT FUND DURING THE PERIOD 01/07/2018 TO 31/07/2018

Sl. No. LM NO. NAME MEMB NUMBER CITY

1 13092 MS. SARIKA GUPTA ACS - 55875 NEW DELHI2 13095 MS. KOMAL ARORA ACS - 55966 NEW DELHI3 13096 MS. REKHA ACS-51198 NEW DELHI4 13098 MR. TUSHAR MALHOTRA ACS-48917 GHAZIABAD5 13099 SH. KAUSHAL KUMAR AGRAWAL ACS-12034 DELHI6 13103 MR. BHUPESH MITTAL ACS - 36188 GURGAON7 13104 MR. BALBIR SINGH ACS - 48261 NEW DELHI8 13105 SH KAPIL GARG FCS - 9391 NEW DELHI9 13108 MR. VIKASH KUMAR SINGH ACS - 42789 NEW DELHI

NIRC - ICSI Newsletter | August 2018 8

Article

MCA vide notification dated: 07th May, 2018 has notified further 28 sections of Companies Amendment Act, 2017. Therefore, as on 07th May, 2018 total 70 section of Amendment Act, 2017 has been notified. Link for list of notified section available on below mentioned link: http://www.csdiveshaoyal.info/2018/05/notification-70-sections-of-companies.html

In this editorial author shall endeavor to talk about impact of such amended sections on Annual Filings of Company for the F.Y. ended 31st March, 2018. As many sections has been notified by Amendment Act which shall impact the Annual Filing of Company like: preparation of Directors Report, Annual Return, Filing of Forms etc.

Below given are list of Sections which may impact the Annual Filing for 31.03.2018.

S. No. Section Particular of Section Notified w.e.f.

A. 2(6) Associate Company 07.05.2018

B. 2(87) Subsidiary Company 07.05.2018

C. 2(46) Holding Company 09.02.2018

D. 2(41) Financial Year 09.02.2018

E. 2(91) Turnover 09.02.2018

F. 2(57) Networth 09.02.2018

G. 92 Annual Return 07.05.2018

H. 101 Notice of Meeting 09.02.2018

I. 117 Resolution and agreement to be filed

07.05.2018

J. 129 Financial Statement 07.05.2018

K. 136 Right of members to copies of audited financial statement

07.05.2018

L. 137 Copy of financial statement to be filed with ROC

07.05.2018

M. 139 Ratification of Auditor 07.05.2018

N. 403 Fee for filing 07.05.2018

A. ASSoCIATe CoMPANy:"ASSOCIATE COMPANY" [Section 2(6)] {Notified w.e.f. 07th May, 2018} in relation to another company, means a company in which that other company has a significant influence, but which is not a subsidiary company of the company having such influence and includes a joint venture company.

Explanation — For the purposes of this clause, "significant influence" means control of at least twenty per cent of total share capital, or of business decisions under an agreement;

Impact of Companies Amendment Act, 2017 on Annual Filing F.Y. ended 31.03.2018

CS DIVeSH GoyAl, AIHP Gurgaon , GoyAl DIVeSH & ASSoCIATeS | E – Mail : csdiveshgoyal@gmail.com

AmendedProvision:SignificantInfluence'underthedefinitionofAssociate Company: Significant influence to mean control of at least 20% of voting power or control or participation in business decision under an agreement.

Impact: As this section has been notified w.e.f. 07.05.2018. Therefore, for the purpose to check whether a company is associate or not for the purpose of consolidation, preparation of financials statement'statusofrelationason31stMarch'shallbeconsidered.

Therefore one can opine that this amendment in this section shall not affect the Annual filing for the f.y. ended 31.03.2018

B. SuBSIDIARy CoMPANy:"SUBSIDIARY COMPANY" [Section 2(87)] {Notified w.e.f. 07th May, 2018} "Subsidiary company" or "subsidiary", in relation to any other company (that is to say the holding company), means a company in which the holding company

(ii) Exercises or controls more than one-half of the total share capital either at its own or together with one or more of its subsidiary companies

Amended Provision: Exercises or controls more than one-half of Total Voting Power either at its own or together with one or more of its subsidiary companies.

Impact: As this section has been notified w.e.f. 07.05.2018. Therefore, for the purpose to check whether a company is subsidiary or not for the purpose of consolidation, preparation of financials statement 'status of relation as on 31stMarch'shall be considered.

Therefore one can opine that this amendment in this section shall not affect the Annual filing for the f. y. ended 31.03.2018

C. HolDING CoMPANy:"HOLDING COMPANY" [Section 2(46)] {Notified w.e.f. 09th Feb, 2018} "Holding Company", in relation to one or more other companies, means a many of which such companies are subsidiary companies

Amended Provision: Explanation: the expression "Company" includes any "Body Corporate".

Impact: As this section has been notified w.e.f. 09.02.2018. Therefore, for the purpose to check whether a body corporate is holding or not for the purpose of consolidation, preparation of financialsstatement 'statusof relationason31stMarch'shallbeconsidered.

Therefore one can opine that this amendment in this section shall affect the Annual filing forthef. y. ended 31.03.2018

*The views expressed are personal views of the author and it should not be taken as views of the NIRC-ICSI.

NIRC - ICSI Newsletter | August 2018 9

� However, If AGM of Company held on or after 07th May, 2018 in such case above mentioned amendments shall not applicable on the Company.

H. NoTICe of MeeTING (SeCTIoN 101): {NoTIfIeD W.e.f. 09TH feB, 2018}Amended Provision: AGM can be held on shorter notice if consent is given by at least 95% of members entitled to vote thereat.

Impact: As this section has been notified w.e.f. 09.02.2018. Therefore for convening of AGM on shorter notice this section shall be applicable.

I. ReSoluTIoN AND AGReeMeNT To Be fIleD (SeCTIoN 117): {NoTIfIeD W.e.f. 07TH MAy, 2018}

Amended Provision: For the purpose of resolution mentioned u/s 179(3) (like: adoption of financial statement, adoption of Directors report etc), Special resolution MGT-14 shall be filed within 30 days of passing of resolution time limit of 270 additional days has been removed

Impact: As this section has been notified w.e.f. 07.05.2018. However, if above mentioned transaction held after 07.05.2018 then amendment shall be applicable. For and example if a public Company adopt financial statement or/and director report after 07.05.2018 in such case MGT-14 shall be filed within 30 days of passing of resolution otherwise condonation shall be applicable.

J. RIGHT of MeMBeRS To CoPIeS of AuDITeD fINANCIAl STATeMeNT (SeCTIoN 136): {NoTIfIeD W.e.f. 09TH feB, 2018}

Amended Provision:

I. Sending Financial Statement on shorter Notice: "Provided that if the copies of the documents are sent less than twenty-one days before the date of the meeting, they shall, notwithstanding that fact, be deemed to have been duly sent if it is so agreed by members—

(a) holding, majority in number entitled to vote and who represent not less than ninety-five per cent, of such part of the paid-up share capital of the company as gives a right to vote at the meeting; or

II. Only listed Companies having a subsidiary or subsidiaries will be required to place separate audited accounts in respect of each of subsidiary on their website, if any. This requirement will not apply to non-listed Companies.

III. Both listed and non-listed companies will be required to provide subsidiary financial statements to a member of the Company who asks for it

Impact: As this section has been notified w.e.f. 09.02.2018. Therefore, all the above mentioned amendments shall be applicable for the financial year ending 31.03.2018

K. CoPy of fINANCIAl STATeMeNT To Be fIleD WITH RoC (SeCTIoN 137): {NoTIfIeD W.e.f. 09TH feB, 2018}Amended Provision:

Article

D. fINANCIAl yeAR:"FINANCIAL" [Section 2(41)] {Notified w.e.f. 09th Feb, 2018}

Amended Provision: Associate Company incorporated outside India can apply for change in financial year of Indian Company

Impact: As this section has been notified w.e.f. 09.02.2018. Therefore, associate of Indian company incorporate outside India can file application with NCLT for change in financial year of Indian company.

e. NeT WoRTH:"NET WORTH" [Section 2(57)] {Notified w.e.f. 09th Feb, 2018} "net worth" means the aggregate value of the paid-up share capital and all reserves created out of the profits and securities premium account, after deducting.

Amended Provision: net worth" means the aggregate value of the paid -up share capital and all reserves created out of the profits and securities premium account and Debit or Credit balance of Profit and Loss account

Impact: As this section has been notified w.e.f. 09.02.2018. Therefore calculation of Net Worth for the financial year ended 31.03.2018 shall be as per above mentioned definition.

f. TuRNoVeR:"TURNOVER" [Section 2(91)] {Notified w.e.f. 09th Feb, 2018} "Turnover" means the aggregate value of the realization of made from the sale

Amended Provision: Turnover to mean the gross amount of revenue recognized in the profit and loss account from the sale, supply

Impact: As this section has been notified w.e.f. 09.02.2018. Therefore calculation of Turnover for the financial year ended 31.03.2018 shall be as per above mentioned definition

G. ANNuAl ReTuRN (SeCTIoN 92): {NoTIfIeD W.e.f. 07TH MAy, 2018}

Amended Provision; Therequirementofextractofannualreturntotheboard'sreportin

Form MGT-9 has been omitted

� Sufficient that the web-link of the annual return be disclosed intheboard'sreport.

� Requirement related to disclosing indebtedness omit from the Annual Return.

� Abridged forms of Annual Return (Format still not prescribed)

� Company have to file within 60 days of AGM after 60 days additional fee shall be Rs. 100 per day plus benefit of section 403 removed.

� Impact: As this section has been notified w.e.f. 07.05.2018.

� Therefor, If AGM of Company held on or before 07th May, 2018 in such case above mentioned amendments shall not applicable on the Company.

NIRC - ICSI Newsletter | August 2018 10

I. Allowed the filing of unaudited financial statements of foreign subsidiary which is not required to get its accounts audited along with a declaration to that effect II. Company have to file financial statement within 30 days of AGM after 30 days additional fee shall be Rs. 100 per day plus benefit of section 403 removed

Impact: As this section has been notified w.e.f. 07.05.2018. However, if above mentioned transaction effected after 07.05.2018 then amended provisions shall be applicable.

l. APPoINTMeNT of AuDIToR (SeCTIoN 139): {NoTIfIeD W.e.f. 07 MAy, 2018}

Amended Provision: The requirement related to Annual Ratification of appointment of auditor by members is omitted. This change will avoid potential conflict between two requirements and is supportive of auditor independence

Impact: As this section has been notified w.e.f. 07.05.2018. However, if AGM of Company held after 07.05.2018 there is no need to pass resolution for Ratification of Auditor.

fooD foR THouGHT:

If Company has issued notice of AGM on or before 07.05.2018 then whether Company have to pass resolution for ratification of auditor in AGM or not?

M. fee foR fIlING (SeCTIoN 403): {NoTIfIeD W.e.f. 07TH MAy, 2018}

Amended Provision: Additional Late Filing Fees: in sub-section (1), for the first and second provisos, the following provisos shall be substituted:

effect of new proviso:

� If Company fails to file Annual Return u/s 92 and Financial statement u/s 137 within timeprescribed under their specific sections "without prejudice to any other legal action orliability under this act," it may be submitted by payment of additional fees "which shallnot be less than INR 100/- (Rupees Hundred) per day" and different amount may beprescribed for different classes of Companies.

� If company fails to file any other documents, facts, information etc other than section 92and 137 "without prejudice to any other legal action or liability under this act," it may besubmitted by payment of additional fees as may be prescribed.

HIGHeR ADDITIoNAl feeS: New concept of higher additional fees has been introduced. As per this proviso

� Where there is default on Two or More occasions in submitting, filling, registering, recorded of documents,

� without prejudice to any other legal action or liability under this act,

� may be file with "Higher Addition Fees"

� as may be prescribed and which shall not be lesser than "twice the additional fee provided under first and second proviso"

Impact: Due to above mention proviso if company fails to file any form with in time prescribed under its specific section and company made the default TWO or "More Occasion" then additional fees for filing of from shall be "Twice of Additional Fees.

Article

CAReeR AWAReNeSS PRoGRAMSNIRC has organised 20 Career Awareness Programs & career fairs during the month of July-August, 2018 in various schools & colleges located in Delhi and surrounding areas. The students were apprised about the mode of registration in the course, syllabus, structure of the course and also the avenues available after completion of the Company Secretaryship Course both in employment and in practice. Pamphlets of Career in Company Secretaryship Course were distributed to the students.

The details of Members Programs like Seminar, Conferences, etc. and soft copies of  NIRC-ICSI Newsletters  & Students’ programs viz EDP,   PDP, MSOP, Students Activities, such as viz Moot Court Competitions, Elocution Competition, Essay writing, Company Law Quiz and Student Conferences are regularly updated on the NIRC Portal at ICSI website.

To get updated information, Members & Students are requested to visit our following website regularly.

www.icsi.edu/niro

INVITATIoN foR CoNTRIBuTIoN of ARTICleS & SuGGeSTIoNS foR IMPRoVeMeNT of CoNTeNTS

of NIRC NeWSleTTeR

ATTeNTIoN MeMBeRS /STuDeNTS

NIRC of ICSI invites Articles from Members for publication in

the NIRC Newsletter. Members are also requested to forward

their comments/suggestions for further improvement of

contents of Newsletter. Members may send the soft copy of

their article and profile to NIRC by email to chairman.nirc@

icsi.edu for consideration by the Editorial Board.

NIRC - ICSI Newsletter | August 2018 11

INTRoDuCTIoNThe Real Estate (Regulation and Development) Act, 2016 in short known as “ReRA”.This Act has obtained the assent of the President on 25th March 2016 and the same was published in the official gazette on 26th March

2016. The act was passed by parliament last year and the Union Ministry of Housing and Urban Poverty Alleviation to formulate and notify rules for the functioning of the regulator. RERA seeks to bring clarity and fair practices that would protect the interests of buyers and also impose penalties on errant builders.

According to ReRA, each state and Union territory will have its own regulator and set of rules to govern the functioning of the regulator. Centre has drafted the rules for union territories including the national Capital. While many states are still behind on schedule for notification of RERA rules, many have notified rules and a regulator will start functioning. Some of these states are Haryana, uttar Pradesh

and Maharashtra.

This Act extends to the whole of India except the State of Jammu and Kashmir.

ReGISTRATIoN � No Promoter market, book, sell or offer for sale, or invite persons to

purchase in any manner any plot, apartment or building, in any real estate project or part of it, in any planning area, without registering the real estate project with the Real Estate Regulatory Authority established under this Act.

Real Estate (Regulation and Development) Act, 2016

CS Vinod Singh Sinsinwar & Mr. Ayush Rai | vinod@resolutionprofessionals.in

� Meaning of Promoter: The person who constructs or develops land into a project (need not be the one who constructs on the land) or a development authority or a developer who holds power of attorney of construction will be regarded as promoter. A person who develops and a person who sells the immovable property both will be considered as promoters and will be jointly liable.

� The projects that are on-going on the date of commencement of this act and for which completion certificate has not been issued, then the promoter shall make an application for registration before the Authority within three months from the date of commencement of this Act.

� Provided further that if the projects are developed beyond the planning area, then the Authority may order the promoter to register the project before the Authority and the provisions of this Act and rules are applicable thereon, but the same is allowed only when the project is in the interest of allottees.

� No ReGISTRATIoN of THe PRoJeCT SHAll Be ReQuIReD-

� Where area of project does not exceed 500 square meter or number of apartments does not exceed 8 inclusive of all phases;

� Provided that appropriate Government may reduce the said limits as the case may.

� Where promoter received completion certificate prior to commencement of this Act;

� Where the project related to renovation or repair or re-development which does not involve marketing, advertising selling or new allotment of any apartment, plot or building, as the case may be, under the real estate project.

� Explanation—For the purpose of this section, where the real estate project is to be developed in phases, every such phase shall be considered a standalone real estate project, and the promoter shall obtain registration under this Act for each phase separately.

� every promoter (except those as specified by the Authority) shall make an application to the Authority for registration of the real estate project in such form, manner, within such time and

*The views expressed are personal views of the author and it should not be taken as views of the NIRC-ICSI.

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NIRC - ICSI Newsletter | August 2018 12

accompanied by such fee as may be specified by the regulations made by the Authority along with such necessary documents as specified under Section 4 (2) of Said Act;

� Further, along with the application a declaration, supported by an affidavit, the promoter shall be annexed stating the followings:

� That he has a legal title over the land or purposed with legal documents, if such land is owned by other person;

� The land is free from all encumbrances or details of encumbrances, if so;

� The time period within which the project or phases, as the case may be, undertakes to complete;

� That seventy per cent. of the amounts realized for the real estate project from the allottees, from time to time, shall be deposited in a separate account to be maintained in a scheduled bank to cover the cost of construction and the land cost and shall be used only for that purpose:

� Provided that the promoter shall withdraw the amounts from the separate account, to cover the cost of the project, in proportion to the percentage of completion of the project:

� Provided further that the amounts from the separate account shall be withdrawn by the promoter after it is certified by an engineer, an architect and a chartered accountant in practice that the withdrawal is in proportion to the percentage of completion of the project:

� Provided also that the promoter shall get his accounts audited within six months after the end of every financial year by a chartered accountant in practice, and shall produce a statement of accounts duly certified and signed by such chartered accountant and it shall be verified during the audit that the amounts collected for a particular project have been utilized for the project and the withdrawal has been in compliance with the proportion to the percentage of completion of the project.

� on receipt of the application, the Authority shall within a period of thirty days:

� Grant registration and provide a registration number, including a Login Id and password to the applicant for accessing the website of the Authority and to create his web page and to fill therein the details of the proposed project; OR

� Reject the application for reasons to be recorded in writing;

� Provided that no application shall be rejected unless the applicant has been given an opportunity of being heard in the matter.

� If the Authority fails to grant the registration or reject the application, the project shall be deemed to have been registered and the Authority shall within a period of seven days of the expiry of the said period of thirty days provide a registration number and a login Id and password to the promoter.

� The registration granted shall be valid for the such period as declared by Promoter to complete the project or phase, as the case may be.

� The registration granted may be extended by the Authority on an application made by the promoter due to force majeure, in such form and on payment of such fee as may be specified by regulations made by the Authority, extend the registration granted to a project for such time as it considers necessary, which shall, in aggregate, not exceed a period of one year.

� Provided further that no application for extension of registration shall be rejected unless the applicant has been given an opportunity of being heard in the matter.

ReVoCATIoN � The Authority may, on receipt of a complaint or suo-motu in this

behalf or on the recommendation of the competent authority, revoke the registration granted:

� The registration granted to the promoter shall not be revoked unless the Authority has given to the promoter not less than thirty days’ notice, in writing, stating the grounds on which it is proposed to revoke the registration, and has considered any cause shown by the promoter within the period of that notice against the proposed revocation.

� The Authority may, instead of revoking the registration under sub-section (1), permit it to remain in force subject to such further terms and conditions as it thinks fit to impose in the interest of the allottees.

� Upon lapse of the registration or on revocation of the registration under this Act, the Authority, may consult the appropriate Government to take such action as it may deem fit including the carrying out of the remaining development works by competent authority or by the association of allottees or in any other manner, as may be determined by the Authority:

Provided that no direction, decision or order of the Authority shall take effect until the expiry of the period of appeal provided under the provisions of this Act.

ReAl eSTATe AGeNT � No real estate agent

shall facilitate the sale or purchase of or act on behalf of any person in a real estate project or part of it, being sold by the promoter in any planning area, without obtaining registration under this act.

� Every registered real estate agent not facilitate the sale or purchase of any plot, apartment or building which is not registered with the Authority;

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NIRC - ICSI Newsletter | August 2018 13

fuNCTIoN AND DuTIeS of PRoMoTeR � The promoter shall, upon receiving his Login Id and password,

create his web page on the website of the Authority and enter all details of the proposed project, in all the fields as provided, for public viewing, including—

� Details of registration granted; � quarterly up-to-date the list of number and types of

apartments or plots, as the case may be, booked; � quarterly up-to-date the list of number of garages booked; � quarterly up-to-date the list of approvals taken and the

approvals which are pending subsequent to commencement certificate;

� quarterly up-to-date status of the project; and � such other information and documents as may be specified.

� The advertisement or prospectus issued or published by the promoter shall mention prominently the website address of the Authority, wherein all details of the registered project has been displayed;

� The promoter at the time of the booking and issue of allotment letter shall be responsible to make available to the allottee all the details related to the project, as specified:

� The promoter shall be responsible to obtain the completion certificate or the occupancy certificate, or both, as applicable, from the relevant competent authority;

� The promoter shall be responsible for providing and maintaining the essential services, on reasonable charges;

� Where any person makes an advance or a deposit on the basis of the information contained in the notice advertisement or prospectus

� A promoter shall not accept a sum more than ten per cent of the cost of the apartment, plot, or building as the case may be, as an advance payment or an application fee, from a person without first entering into a written agreement for sale with such person and register the said agreement for sale, under any law for the time being in force.

� The promoter shall not transfer or assign his majority rights and liabilities in respect of a real estate project to a third party without obtaining prior written consent from two-third allottees, except the promoter, and without the prior written approval of the Authority:

Provided that such transfer or assignment shall not affect the allotment or sale of the apartments, plots or buildings as the case may be, in the real estate project made by the erstwhile promoter.

� The promoter shall execute a registered conveyance deed in favour of the allottee within specified period as per sanctioned plans as provided under the local laws or within three months from date of issue of occupancy certificate, if nothing specified by local law;

� The promoter shall also hand-over the necessary documents to the allottees within the such time period as may be specified by the local law or within 30 days after obtaining the occupancy certificate;

� If the promoter fails to complete or is unable to give possession of an apartment, plot or building-

� in accordance with the terms of the agreement;

� due to discontinuance of his business as a developer on account of suspension or revocation of the registration;

he shall be liable on demand to the allottees, in case the allottee wishes to withdraw from the project, without prejudice to any other remedy available, to return the amount received by him in respect of that apartment, plot, building, as the case may be, with interest at such rate as may be prescribed in this behalf including compensation in the manner as provided under this Act:

Provided that where an allottee does not intend to withdraw from the project, he shall be paid, by the promoter, interest for every month of delay, till the handing over of the possession, at such rate as may be prescribed.

RIGHTS AND DuTIeS of AlloTTeeS

� The allottee shall be entitled to obtain the information relating to sanctioned plans, layout plans along with the specifications, approved by the competent authority;

� The allottee shall be entitled to know stage-wise time schedule of completion of the project, including the provisions for water, sanitation, electricity and other amenities;

� The allottee shall be entitled to claim the possession of apartment, plot or building as per the agreement;

� The allottee shall be entitled to claim the refund of amount paid along with interest at such rate as may be prescribed and compensation in the manner as provided under this Act, from the promoter.

� The allottee shall be liable to pay interest, at such rate as may be prescribed, for any delay in payment towards any amount or charges to be paid.

� Every allottee shall take physical possession of the apartment, plot or building as the case may be, within a period of two months of the occupancy certificate issued for the said apartment, plot or building, as the case may be.

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NIRC - ICSI Newsletter | August 2018 14

THe ReAl eSTATe ReGulAToRy AuTHoRITy � The appropriate Government shall, within a period of one year

from the date of coming into force of this Act, by notification, establish an Authority to be known as the Real Estate Regulatory Authority to exercise the powers conferred on it and to perform the functions assigned to it under this Act.

� Provided that the appropriate Government of two or more States or Union territories may, if it deems fit, establish one single Authority.

� Provided further that, the appropriate Government may, if it deems fit, establish more than one Authority in a State or union territory, as the case may be.

THe ReAl eSTATe APPellATe TRIBuNAl � The appropriate Government shall, within a period of one year

from the date of coming into force of this Act, by notification, establish an Appellate Tribunal to be known as the — (name of the State/Union territory) Real Estate Appellate Tribunal;

� Any person aggrieved by any direction or decision or order made by the Authority or by an adjudicating officer under this Act may prefer an appeal before the Appellate Tribunal having jurisdiction over the matter:

� Every appeal shall be preferred within a period of sixty days from the date on which a copy of the direction or order or decision made by the Authority or the adjudicating officer is received by the appropriate Government or the competent authority or the aggrieved person and it shall be in such form and accompanied by such fee, as may be prescribed:

� Provided that the Appellate Tribunal may entertain any appeal after the expiry of sixty days if it is satisfied that there was sufficient cause for not filling it within that period.

� Provided that where any such appeal could not be disposed of within the said period of sixty days, the Appellate Tribunal shall record its reasons in writing for not disposing of the appeal within that period.

� No appeal shall lie against any decision or order made by the Appellate Tribunal with the consent of the parties.

APPeAl To HIGH CouRT � Any person aggrieved by any decision or order of the Appellate

Tribunal, may, file an appeal to the High Court, within a period of sixty days from the date of communication of the decision or order of the Appellate Tribunal, to him, on any one or more of the grounds specified in section 100 of the Code of Civil Procedure, 1908:

� Provided that the High Court may entertain the appeal after the expiry of the said period of sixty days, if it is satisfied that the appellant was prevented by sufficient cause from preferring the appeal in time.

offeNCeS, PeNAlTIeS AND ADJuDICATIoN � If any promoter contravenes the provisions of section 3, he shall

be liable to a penalty which may extend up to ten per cent. of the estimated cost of the real estate project as determined by the Authority;

� If any promoter does not comply with the orders, decisions or directions issued under sub-section (1) or continues to violate the provisions of section 3, he shall be punishable with imprisonment for a term which may extend up to three years or with fine which may extend up to a further ten per cent. of the estimated cost of the real estate project, or with both.

� If any promoter provides false information or contravenes the provisions of section 4, he shall be liable to a penalty which may extend up to five per cent. of the estimated cost of the real estate project, as determined by the Authority.

� If any promoter contravenes any other provisions of this Act, other than that provided under section 3 or section 4, or the rules or regulations made thereunder, he shall be liable to a penalty which may extend up to five per cent. of the estimated cost of the real estate project as determined by the Authority.

� Penalty for nonregistration and contravention under sections 9 and 10 shall be liable to a penalty of ten thousand rupees for every day during which such default continues, which may cumulatively extend up to five per cent of the cost of plot, apartment or buildings.

� Penalty for failure to comply with orders of Authority by promoter shall be liable to a penalty for every day during which such default continues, which may cumulatively extend up to five per cent., of the estimated cost of the real estate project as determined by the Authority.

� Penalty for failure to comply with orders of Appellate Tribunal by promoter, shall be punishable with imprisonment for a term which may extend up to three years or with fine for every day during which such default continues, which may cumulatively extend up to ten per cent. of the estimated cost of the real estate project, or with both;

� CoMPouNDING of offeNCe: Notwithstanding anything contained in the Code of Crimnal Procedure, 1973, if any person is punished with imprisonment under this Act, the punishment may, either before or after the institution of the prosecution, be compounded by the court on such terms and conditions and on payment of such sums as may be prescribed:

Provided that the sum prescribed shall not, in any case, exceed the maximum amount of the fine which may be imposed for the offence so compounded.

MISCellANeouS � No civil court shall have jurisdiction to entertain any suit or

proceeding in respect of any matter which the Authority or the adjudicating officer or the Appellate Tribunal is empowered by or under this Act to determine and no injunction shall be granted by any court or other authority in respect of any action taken or to be taken in pursuance of any power conferred by or under this Act.

� No court shall take cognizance of any offence punishable under this Act or the rules or regulations made thereunder save on a complaint in writing made by the Authority or by any officer of the Authority duly authorised by it for this purpose.

� No court inferior to that of a Metropolitan Magistrate or a Judicial Magistrate of the first class shall try any offence punishable under this Act.

Article

NIRC - ICSI Newsletter | August 2018 15

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Article

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Particulars Public

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√*√Compiled by: ACS Rakesh Chandra Sharma, Mob. +91 9968400444

#Paid-up +Reserves & Surplus## Unlisted Public Co. > 10 Cr. or Pvt. Co > 50Cr. (w.e.f 22.06.2017)*Net Worth **Unlisted Public Co $Co having shareholders, debenture holders and other security holders>1000***Serial No. 33 of Part B (Non-Regulated Sectrors) of TABLE - as per Rule 3 of Companies (Cost Records and Audit) Rules 2014

Notes: 1. Abbreviation used (a) Outstanding Loans or Borrowings or Debentures or Deposits (b) borrowings from Banks and Public FI and which accepts public deposits (c) outstanding loans, debentures and deposits (d) outstanding loans or borrowing from bank or FI (e) outstanding deposit (public co only) (f) Public Borrowing from FI, Banks or pubic Deposits. (pb) Unlisted Public Co. (p) Private CompanyPvt. Startup = Startup means an entity, incorporated or registered in India : Upto a period of seven years from the date of incorporation/registration or upto ten years in case of Startups in Biotechnology sector + With an annual turnover not exceeding Rs. 25 crore for any of the financial years since incorporation/registrationJV = Joint VentureWOS = Wholly Owned Subsidiary Dormant = Dormant CompanySpl Act = Special ActH/Subsi = Holding / Subsidiary MSME = Micro and Small Enterprises (As defined under Section 7 (9) of the MSME Development Act, 2006)

NIRC - ICSI Newsletter | August 2018 17*The views expressed are personal views of the author and it should not be taken as views of the NIRC-ICSI.

Si No Section of the principal act.

Date of commencement

Corre-sponding provision of Companies Amend-ment Act 2017

Amendment type "SOMI concept"

1 2(6) 7th May 2018 2 (i) Substituted2 2(28) 9th February 2018 2 (ii) Substituted3 2(30) 9th February 2018 2 (iii) Inserted4 2(41) 9th February 2018 2 (iv) Inserted5 2(46) 9th February 2018 2 (v) Inserted6 2(49) 9th February 2018 2 (vi) Omitted7 2(51) 9th February 2018 2 (vii) Omitted,

Substituted8 2(57) 9th February 2018 2 (viii) Substituted9 2(71) 9th February 2018 2 (ix) Inserted10 2(72) 9th February 2018 2 (x) Inserted11 2(76) 9th February 2018 2 (xi) Substituted12 2(85) 9th February 2018 2 (xiii) Substituted

(3 times)13 2(87) 7th May 2018 2 (xiii) Substituted14 2(91) 9th February 2018 2 (xiv) Substituted15 3A 9th February 2018 3 Inserted16 4(5)(i) 26th January 2018 4 Substituted17 7(1)(c) 27th July 2018 5 Substituted18 12(1) 27th July 2018 6 Substituted19 12(4) 27th July 2018 6 Substituted20 21 9th February 2018 7 Substituted21 26 7th May 2018 8 Inserted22 35 9th February 2018 9 Inserted23 42 Yet to be notified 10 Substituted whole

section24 47 9th February 2018 11 Substituted25 53 9th February 2018 12 Substituted,

inserted (2A)26 54(1)(C) 7th May 2018 13 Omitted27 62 9th February 2018 14 Substituted (2

times)28 73 15th August 2018 15 substituted,

omitted,  Substituted

29 74 15th August 2018 16 Substituted30 76A 9th February 2018 17 Substituted, omit-

ted, Substituted31 77 (1) 7th May 2018 18 Inserted (4th

proviso)32 78 7th May 2018 19 Substituted

Si No Section of the principal act.

Date of commencement

Corre-sponding provision of Companies Amend-ment Act 2017

Amendment type "SOMI concept"

33 82 (1) 5th July 2018 20 Inserted (new pro-viso)

34 89 7th May 2018 21 Omitted,  Substituted, Inserted (subsection 10)

35 90 13th June 2018 22 Substituted36 92 7th May 2018 23 Substituted

(twice), Inserted37 93 13th June 2018 24 Omitted38 94 13th June 2018 25 Omitted, Inserted39 96 3rd June 2018 26 Substituted40 100 (1) 9th February 2018 27 Inserted (new

proviso)41 101 9th February 2018 28 Substituted42 110 (1) 9th February 2018 29 Inserted (new

proviso)43 117 7th May 2018 30 Omitted (2),

Substituted (thrice)44 121 7th May 2018 31 Omitted,

Substituted45 123 9th February 2018 32 Substituted (twice),

Inserted new proviso

46 129 7th May 2018 33 Substituted47 130 9th February 2018 34 Inserted (3)48 132 9th February 2018 35 Substituted (twice),

Omitted49 134 (1) &

134 (3) & 134 3A)

Yet to be notified 36 Substituted (thrice), inserted (2)

50 135 (1, 3, 5)

Yet to be notified 37 Substituted (3)

51 136 9th February 2018 38 Substituted (four)52 137 7th May 2018 39 Inserted53 139 (1)

first proviso

7th May 2018 40 Omitted

54 140 9th February 2018 41 Substituted55 141 9th February 2018 42 Substituted56 143 9th February 2018 43 Substituted (3)57 147 9th February 2018 44 Substituted (2),

Inserted (2)58 148 9th February 2018 45 Substituted (3)

Ready Reckoner on Companies 2nd Amendment Act 2017 (w.e.f. 23rd January 2018)

ACS Prem Munjal, Company Secretary, ICSI, India

Article

NIRC - ICSI Newsletter | August 2018 18

Si No Section of the principal act.

Date of commencement

Corre-sponding provision of Companies Amend-ment Act 2017

Amendment type "SOMI concept"

59 149 7th May 2018 46 Substituted (3), Inserted

60 152 9th February 2018 47 Inserted (2)61 153 9th February 2018 48 Inserted a new

proviso62 157 7th May 2018 49 Omitted (2)63 160 9th February 2018 50 Inserted a new

proviso64 161 9th February 2018 51 Inserted (2),

Omitted65 164 7th May 2018 52 Substituted (twice),

Inserted66 165 9th February 2018 53 Inserted a new

explanation67 167 7th May 2018 54 Inserted68 168 7th May 2018 55 Substituted69 173 (2) 7th May 2018 56 Inserted a new

proviso70 177 (1

& 4)7th May 2018 57 Substituted,

Inserted71 178 7th May 2018 58 Substituted (four)72 180 9th February 2018 59 Substituted73 184 9th February 2018 60 Substituted74 185 7th May 2018 61 Substituted whole

section75 186 7th May 2018 62 Substituted (twice),

Inserted (2)76 188 9th February 2018 63 Substituted,

Inserted77 194 9th February 2018 64 Omitted78 195 9th February 2018 65 Omitted79 196 (3

& 4)Yet to be notified 66 Inserted,

Substituted80 197 (1, 3,

9, 10, 11, 15, 16, 17)

Yet to be notified 67 Omitted (3), substituted (2), Inserted (2),

81 198 (3, 4) Yet to be notified 68 Inserted (2), Omitted

82 200 Yet to be notified 69 Omitted83 201 Yet to be notified 70 Substituted (twice)84 216 3rd June 2018 71 Substituted,

Inserted85 223 9th February 2018 72 Inserted86 236 9th February 2018 73 Substituted87 247 9th February 2018 74 Substituted88 366 15th August 2018 75 Substituted,

Inserted89 374 15th August 2018 76 Inserted90 379 9th February 2018 77 Inserted91 384 9th February 2018 78 Inserted92 391 9th February 2018 79 Substituted

Si No Section of the principal act.

Date of commencement

Corre-sponding provision of Companies Amend-ment Act 2017

Amendment type "SOMI concept"

93 403 7th May 2018 80 Substituted (twice)94 406

(Nidhi)Yet to be notified 81 Substituted whole

section95 409 9th February 2018 82 Substituted96 410 7th May 2018 82 Substituted97 411 (3) 9th February 2018 83 Substituted98 412 (3) 9th February 2018 84 Substituted99 435 7th May 2018 85 Substituted whole

section100 438 7th May 2018 86 Substituted101 439 7th May 2018 87 Inserted102 440 7th May 2018 88 Substituted103 441 9th February 2018 89 Substituted104 446A 9th February 2018 90 Inserted (new

section)105 446B 9th February 2018 91 Inserted (new

section)106 447 9th February 2018 92 Inserted107 458 9th February 2018 93 Omitted

BRIefING oN THe NeW ACT1. I hope you have also closely observed that the amendment Act

contained changes spelt out either in the form of S-substituted, O-Omitted, M-Modification, or I-inserted.

2. Through the point no 1, I also want to convey that any amendment takes place in the Act/ rules etc. always be in a SOMI concept. There will be some provision (s) either gets substituted, inserted, omitted, or modified.

3. Likewise, in this amendment Act also there are 35 provisions have been omitted, 3 provisions are modified, 60 provisions are inserted, and 104 provisions have been substituted. The amendment type ‘Inserted’ mostly used for inserting a new proviso. There are 33 new provisos have been inserted in the amendment Act.

4. The MCA has issued 7 notifications so far to commence various sections of the companies 2nd  Amendment Act 2017 on 27th July 2018, 5th July 2018, 5th July 2018, 13th June 2018, 7th may 2018, 9th February 2018, and 23rd January 2018 (commencement notification).

5. There are total 107 sections of the principal Act has been proposed to be amended by way of Modifications, Omissions, Insertion, and Substitution. There are total 93 sections have been introduced in the Amendment Act. However, the 9 sections of the principal Act yet to be notified by the MCA.

6. Therefore,  the MCA may likely to introduce one or more notification(s) in the next couple of days to commence the rest of the sections.

7. Through the Amendment Act, the Board of the Company also empowered to designate any person as KMP who is in the whole time employment of the Company and also should not below one

Article

NIRC - ICSI Newsletter | August 2018 19

level of the Director.

8. The filing of e-form MGT 14, MGT 10 has been done away u/s 93, 94 of the principal Act.

9. There are also 4 new forms have been introduced to be filed in the context of Beneficiary Owner-Registered Owner relationship and section 90 has been completely revamped.

10. The Amended Act has also made clear that one person can’t hold dual directorship in the same Company (i.e., Alternate Director & Director). However, in the earlier, nothing was debarred to hold dual directorships (Alternate Director and Director) at the same point of time.

11. The new Act has also defined that if an Individual holding not less than 10 % in the Beneficial interest of the company, either alone or together, shall be construed as Significant Beneficial Owner, accordingly, he shall be bound by giving a declaration to the Company in the form of BEN 2.

12. In the new Act, the concept of casual vacancy has been changed altogether. If the vacancy arising in the office of a director originally appointed at Board meeting shall be filled at a Board meeting, and if casual vacancy arising in the office of a director originally appointed at General Meeting shall be filled at such meeting only.

13. New e-form DIR 3 KYC has been launched to seek the personal details of the following Directors:

� To whom DIN has been allotted on or before 31st March 2018 � DIN under approved status before 31st March 2018

� Disqualified directors before 31st March 2018

14. The new Act has also given a huge relief to promoter family. If not less than 90 % of the members, in numbers, of the company, are relatives of the promoters then can exercise the vote on an ordinary resolution to be passed u/s 188 of the principal act.

15. The new act has also given 6 months’ time to comply with the statutory requirements of the minimum members by insertion of a new section 3A.

16. The new act has also done away the requirements to file DIR 11 by the resigned director by giving an option ‘may be filed’

17. In the new Act, the CEO, either Director or not,  of the Company has been made mandatory to sign the financials of the Company. In the earlier, to get the financials sign from CEO, he also must need to be a Director of the Company. However, section 134 of the principal act yet to be notified.

18. The definition for Investment Company has also been inserted u/s 186. In the earlier, it was only mentioned that if the Company is  principally engaged  in the business of acquisition of shares, debentures, and other securities shall be said to as an Investment company. (www.governanceprofessional.wordpress.com/acs-prem-munjal)

Reference:https://governanceprofessional.files.wordpress com/2018/07 /ready-reckoner-acs-prem-munjal-companies-2nd-amendment-act-20171.pdf

To GIVe oPPoRTuNITy AND PlATfoRM To ouR MeMBeRSIn order to give opportunity and platform to our young members and also to enhance their communication and presentation skills, it has been decided that the various activities, like seminar, conferences, workshops, class room series, study sessions, PCS Meetings, addressing on CS Course in Career Awareness Programs in Schools/Colleges, etc., as may be organized by NIRC-ICSI for members and students, will be made available to the young members as a platform and opportunity to hone their communication and presentation skills. The Members will be provided with an opportunity to coordinate the complete sessions independently or jointly with other member.

Your NIRC is always on a forefront and always strive to build the capacity and confidence of our young brigade of Company Secretaries by empowering them to face the challenges of the Corporate world. This endeavour of NIRC will surely help them to excel in their skills in managing and conducting the AGM / EGM for their respective companies or for their client companies. Members are requested to grab this opportunity for their own benefit and to serve the profession. Interested members may send their details at niro@icsi.edu

Article

Date Name of the Program7-8th September, 2018 Moot Court Competition for Members & Students10th September, 2018 Campus Placement for 278th to 281st Batch of MSOP participants11-12 September, 2018 Faculty interaction Programme15th September, 2018 NCLT Practice & Procedures19th - 26th September, 2018 IT Facility Center - 1st Batch22th September, 2018 PCS Induction on financial issues of Annual Filing23th September, 2018 GST & Companies Amendment Act29th September, 2018 Workshop on practical aspects of Direct Tax

uPCoMING TeNTATIVe PRoGRAMS of NIRC*

*For more details please contact on 011 49343003

NIRC - ICSI Newsletter | August 2018 20

Compliance Checklist

S. No. Activities Sections/Rules/ Clauses, etc. Acts/Regulations etc. Compliance Due Date

To whom to be submitted

GST Compliances1. Summary Return on self-declaration basis for the month of July, 2018 in GSTR-3B

after paying appropriate taxesGoods and Services Tax Rules,

2018GST 24th August GST Authority

2. Details of outward supplies of Goods and Services in Form GSTR-1 for the month of August, 2018

Goods and Services Tax Rules, 2018

GST 11th September GST Authority

3. For filing GST Return by Non-resident taxable person for the month of August, 2018 in form GSTR-5

Goods and Services Tax Rules, 2017

GST 20th September GST Authority

4. For filing GST Return by Online Information and Database Access or Retrieval (OIDAR) services provider to un-registered person or customers, for the services provided from a place outside India to a person in India, other than a registered person. month of August, 2018 in form GSTR-5A

Goods and Services Tax Rules, 2017

GST 20th September GST Authority

Income-tax Related Compliances5. AIR – Annual Information Return Section 285BA Income-tax Act, 1961 31st August Income Tax Authorities6. Income Tax Return for Non- Corporates & Individuals Who are under non- audited

u/s 44ABSection 139(1) Income Tax Act, 1961 31st August Income Tax Authorities

7. Contractor’s Bill / Advertising / Professional service Bill - TDS collected for the previous month Section 194J (August, 2018)

Section 194CSection 194J

Income-tax Act, 1961 07th September Income Tax Authorities

8. Monthly payment of TCS (August, 2018) Section 206 Income-tax Act, 1961 07th September Income Tax Authorities9. TDS from Salaries for the previous month (August, 2018) Section 192 Income-tax Act, 1961 07th September Income Tax Authorities10. Deposit TDS from salaries for the previous month in Challan No.281 (August, 2018) Section 192 Income-tax Act, 1961 07th September Income Tax Authorities11. Pay Advance Tax Section 211 Income Tax Act, 1961 15th September Income Tax Authorities

Company law Related Compliances12. As part of updating its registry, MCA would be conducting KYC of all Directors of all

companies annually through the eform DIR-3 KYC. Accordingly, every Director who has been allotted DIN on or before 31st March, 2018 and whose DIN is in ‘Approved’ status, would be mandatorily required to file form DIR-3 KYC.

Rule 12A and Rule 11(2) and (3) of The Companies (Appointment

and Qualification of Directors) Rules, 2014

Companies Act, 2013 15th September Registrar of Companies

RBI Related Compliances13. Reporting of actual transactions of ECB in form ECB-2 within 7 working days

(August, 2018)ECB Rules FEMA, 1999 08th September RBI through Authorized

Dealereconomic, Industrial & labour law Related Compliances

14. Payment of ESI contribution for the previous month Regulation 31 Employees’ State Insurance Act, 1948 and Employees State Insurance (Gen.) Regulations, 1950

21st August ESIC Authorities

15. Monthly return of Provident Fund for the previous month (July) Provident funds Paragraph 38 of Employees’ Provident Act, 1952

Employees Provident Funds and Misc. Scheme, 1952

25th August Provident Fund Authorities

16. Monthly return of Provident Fund for the previous month with respect to International Workers.

Paragraph 36 The Employees' ProvidentFunds Scheme, 1952

25th August Provident Fund Authorities

17. Annual Membership and Certificate of Practice fee for the year 2018-19

See Reg. 10, 13 & 14 (Form D) The Institute of Company Secretaries of India

31st August ICSI

18. i) File monthly Return of employees entitled for membership of Insurance Fund (Form No.2(IF))

ii) File monthly Return for members of Insurance Fund leaving service during the month of August (Form no. 3(IF))

iii) File monthly return of members joining service during the month of August (Form no.F4(PS))

Paragraph 10 The Employees Deposit Linked Insurance Scheme, 1976 (For exempted establishments under Employees Provident Fund and Misc. Provisions Act, 1952)

15th September Provident FundCommissioner

19. File monthly return for employees leaving / joining during the month of August(Form No.5)

Pragraph 20(2) read with Paragraph 36(1) & (2)

The Employees Pension Scheme, 1995 (For exempted establishments under Employees Provident Fund and Misc. Provisions Act, 1952)

15th September Provident FundCommissioner

20. Monthly payment of Provident Fund (PF) (Non Corporate) (a) Paragraph 38 of Employees Provident Funds Scheme, 1952

(b) Section 418 of the Companies Act, 1956

(a) Employees’ Provident Funds and Misc. Provisions Act, 1952 (b) Exempted Scheme

15th September Provident Fund Authorities Trustees of Provident Fund

Income-tax Related Compliances21. Submit monthly statement on substitution of names of depositories in the previous

quarter. Regulation 54 SEBI (Depositories &

Participants) Regulations, 1996

07th September Depositories

Note : While every care has been taken in the preparation of this Compliance Check list for the Month of August, 2018, to ensure its accuracy at the time of publication, NIRC – ICSI assumes no responsibility for any errors which despite all precautions, may be found therein. Members are requested to check the latest position with the original sources before acting upon on the information published in this newsletter. Neither this Newsletter nor the information contained herein constitutes a contract or will form the basis of a contract. The material contained in this document does not constitute/ substitute professional advice that may be required before acting on any matter.

Compiled by: CS Abhishek Gupta | pcsabhishekgupta@gmail.com

CoMPlIANCe CHeCKlIST fRoM 20TH AuGuST, 2018 To 20TH SePTeMBeR , 2018

NIRC - ICSI Newsletter | August 2018 21

NeWS fRoM NIRCNIRC organised the following programs:

Date Program Chief Guest/speakers Present21.07.2018 Symposium on the theme “ NCLT

Proceedings & Quality of Professional Services”

Shri V. KurianMember, Quality Review Board, ICSI & Additional Deputy Comptroller & Auditor GeneralCS Nesar Ahmad, Past President-ICSIShri V. Sreedharan Practicing Company Secretary, Bengaluru

CS Vineet Chaudhary, CS Pradeep Debnath, CS Nitesh Sinha, CS Manish Gupta, CS Saurabh Kalia, and members and students

22.07.2018 West Zone Master Class Guest Speaker: CS Nesar Ahmad, Past President-ICSI CS Manish Durga, CS Reema Jain, CS Purnima Sharma and participants

28.07.2018 Seminar on the theme “Partner In Excellence - CS Be The GSt Practioners”

Chief Guest:CS Upender Gupta, IRS,Commissioner (GST), Ministry of FinanceGuest Speaker : CS Bimal Jain , Eminent Tax ExpertPanellists:CS Isha BansalCA Gaurav GuptaCA Archana JainCS Vijay GuptaCA Sharad Singhal

CS Satwinder Singh, CS Vineet Chaudhary, CS Rajiv Bajaj, CS Pradeep Debnath, CS Nitesh Sinha and members and students

28.07.2018 37th Annual General Meeting of NIRC-ICSI

CS Pradeep Debnath , CS Rajeev Bhambari, CS Nitesh Sinha, CS Manish Aggarwal, CS Monika Kohli, CS Manish Gupta, CS Satwinder Singh, CS Ranjeet Pandey, CS Rajiv Bajaj, CS Vineet Chaudhary, CS NPS Chawla, CS Dhananjay Shukla, CS Saurabh Kalia, CS Amit Gupta, CA Mukesh Mittal , Dr. Mukesh Jinara and members

28.07.2018 East Zone Master Class on Latest Changes in Companies Act, 2013 and rules alongwith amendments in SEBI Act, 1992

Guest Speaker: CS Ranjeet Pandey, Central Council Member, President-ICSI

Members of the ICSI

29.07.2018 Mega Programme at New Delhi” “Global Contours of Capital Market: Signpost of Good Governance”

Guest of Honour:Shri Prashant SaranFormer Whole Time MemberSecurities and Exchange Board of India, CS Heemadri Mukerjea , CS Vinay Shukla

CS Pradeep Debnath, CS Nitesh Kumar Sinha, Mr Mukesh Jinara and members & students participants

11.08.2018 Workshop on the theme "Stress Management and Smart Investment Strategies”

Guest speaker: Shri Gyan Chand Motwani, CS Tulika Agarwal CS Monika Kohli, CS Deepak Kukreja, Mr. Mukesh Jinara and member participants.

18.08.2018 Rajasthan State Conference on the theme “Moving to Mastery in Regulatory Changes”

Guest of Honor: Shri Kailash Bhansali, MLA, Jodhpur CityGuest Speaker: CS Illm Kamboj , CS Nesar Ahmed , CS Manish Srivastav

CS Pradeep Debnath, CS Nitesh Sinha, CS Deepak Arora, CS Praveen Kumar Sharma Jodhpur Chapter, Members & Students participants

18.08.2018 East Zone Master Class on Topic- GST Recent amendments & Opportunities to the Company Secretaries

Guest Speaker: CS Payal Oberoi Kataria Members of the ICSI

20-24 .08.2018 5 Days Crash Course for Members Chief Guest: CS Kiran Sharma, Guest Speakers: CS Suman Kumar, CS Divesh Goyal, CS Anjali Agarwal, CS Sanjay Chugh, CS Deepak Kukreja

CS Pradeep Debnath, CS Nitesh Sinha, CS Deepak Arora, CS Praveen Kumar Sharma and other Managing Committee Members of Jodhpur Chapter, Members & Students participants

25.08.2018 Seminar on the theme “ Company Secretaries in the eyes of Entrepreneur”

Chief Guest:Shri Manish SinghPresident, BJP Purvanchal Morcha, Delhi Pradesh, BJPModerator : Cs Rajiv Bajaj, Central Council Member, ICSIpanellist:Sh. Avneesh Bansal, Associate VP, Ht MediaMr Subhash Aggarwal, MD & Chairman-SMC GroupCs S K Aggarwal, Past Chairman, NIRC“CS as Entrepreneur & Professional prospective “Guest Speaker: CS Saurabh Kalia CS G.P. Madaan, CS Subhash Setia

CS Pradeep Debnath , CS Nitesh Sinha, CS Manish Gupta, CS Ranjeet Pandey, CS Vineet Chaudhary, CS Dhananjay Shukla, Dr. Mukesh Jinara and members and students.

29.08.2018 284th MSOP of NIRC-ICSI Chief Guest: CS Mahaveer Singhvi (IFS),Joint Secretary, Ministry of External Affairs, Government of India

Dr.Mukesh Jinara, Dr.Bhole Shankar Sikhwal and MSOP Participants

News from NIrC

NIRC - ICSI Newsletter | August 2018 22

NeWS fRoM CHAPTeRSChapters of NIRC organised the following programs:S.No. Name of

ChapterDate of program Program/Meeting/theme Chief Guest/Speakers

1 Faridabad 21.07.2018 Interactive Session on Significant Beneficial Owners (Sec90) & Layers of Subsidiary (2(87))

CS G P Madaan & CS Ranjeet Pandey

2 Allahabad 01.07.2018 Study session Members Present21.07.2018 Study session Members Present15.08.2018 Study session Members Present

3 Jodhpur 18.08.2018 Rajasthan State Conference Chief Guest: Shri Shambhu Singh Khetasar (Cabinet minister chairman seeds corporation Rajasthan), Guest of Honor: Shri Kailash Bhansali, MLA, Jodhpur City Speaker: CS Ilam KambojCS Nesar AhmedCS Manish Srivastava

4 Karnal-Panipat Chapter of NIRC of ICSI

01.07.2018 Insolvency and Bankruptcy Code and Appearance Before NCLT

CS NPS Chawla

22.07.2018 Practical Approach on Fast Track Merger CS Vikas Gera5 Jaipur Chapter 22.07.2018 Study Circle Meeting on Companies

Amendment Act-2017CS Deepak Arora

11.08.2018 Panel Discussion on Recent Amendments in Companies Amendment Act-2017

Panel of Experts

08.08.2018 Campus Placement for Company Secretaries Not Applicable6 Sonepat 08.07.2018 Changes In Corporate Laws CS Vineet K. Chaudhary, Council Member-ICSI7 Lucknow 15.08.2018 Study Circle Meeting CS Anuj Kumar Tiwari 8 Ajmer 12.08.2018 Special focus on “NCLT, Insolvency and

Significant Beneficial Ownership" CS Pradeep Debnath, Chairman, NIRC of ICSICS Nitesh Kumar Sinha, Secretary, NIRC of ICSICS Deepak Arora, Regional Council MemberSpeakers:-CS Susshil Daga, Past Chairman Jaipur ChapterCS Ravindra Kumar, Dealing in Corporate Laws

9 Jalandhar 28.07.2018 Study Circle Meeting on General Discussion on “Dematerialization of Shares in Unlisted Companies”and“UpdationofDirector'sKYC”

CS Amit Vinayak, Chairman, Jalandhar Chapter of NIRC of ICSI

10 Chandigarh 19.07.2018 Seminar – Compounding & Condonation under Companies Act,2013

CS Manish Gupta, Past Chairman, NIRC

27.07.2018 SCM- Company Secretary – A professional Catalyst in Capital Market

11 Ghaziabad 01.07.2018 Study circle Meeting on GST CS Manish Kumar04.08.2018 Three Hour Session on concept and scope

of CSCS Raghav Agarwal

11.08.2018 Three Hour Session onDIR-3 KYC-Practical Aspects

CS Divesh Goyal

12 Ludhiana 09.08.2018 Seminar (Associate Partner)13 Kota 01.07.2018 Study Session on- GST- Practical Aspects CS Kalpana Sharma

27.07.2018 Global contours of capital market CS Akash Agarwal15.08.2018 Study session on Form DIR 3 KYC CS Kalpana Sharma

14 Meerut 22.07.2018 Full Day PDP (Students) on the topic of “Company Secretary as Profession: Employment/Practice”

CS Surya Gupta, Practicing Company Secretary

15.08.2018 Celebration of Independence Day 2018 CS Himanshu Tyagi, Chairman, CS Chetna Agarwal, Committee Member, Student and office staff were available.

25.08.2018 Half Day Seminar on “Impact of recent changes in Companies Act,2013”

CS Vineet K. Chaudhary, Central Council Member of the ICSI and CA Rajesh Mishra

News from Chapters

NIRC - ICSI Newsletter | August 2018 23

5 Seminar on "Company Secretaries in the eyes of entrepreneur" (25.08.2018) L to R: CS Pradeep Debnath-Chairman NIRC, CS Nitesh Sinha-Secretary NIRC, Vineet Chaudhary- Central Council Member, Sh. Manish Singh- President- BJP Purvanchal Morcha, CS Rajeev Bajaj-Central Council Member.

6 284th MSOP (29.08.2018) L to R (front row): Dr. Bhole Shankar Sikhwal-Research Associate, CS Mahavir Sighvi, IFS-Joint Secretary-Ministry of External Affairs, Dr. Mukesh Jinara- Regional Director NIRC, Mr. Himanshu Sharma-Executive (Admin) of NIRC.

3-4 Cultural Evening Programme (29.07.2018) : Sh. Manish Singh- Chief Guest, CS Pradeep Debnath-Chairman NIRC and other Sr. Members and their family members.

1-2 37th Annual General Meeting of NIRC of ICSI (28.07.2018) L to R (Regional Council Members): CS Nitesh Kumar Sinha, CS Manish Aggarwal, CS Monika Kohli, CS Manish Gupta, CS Satwinder Singh, CS Ranjeet Pandey, CS Pradeep Debnath, CS Rajiv Bajaj, CS Vineet Chaudhary, CS NPS Chawla, CS Dhananjay Shukla, CS Rajeev Bhambari, CS Saurabh Kalia, CS Amit Gupta and CA Mukesh Mittal-Statutory Auditor of NIRC.

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5 Rajasthan State Conference at Jodhpur Chapter (18.08. 2018) L to R: CS Pooja Chandani, CS Manish Shrivastav-Speaker, CS Mukesh Bansal-Past Chairman-Jodhpur Chapter, CS Ranjit Pandey-Central Council Member-ICSI, CS Nesar Ahmed-Past President-ICSI, CS Pradeep Debnath-Chairman-NIRC, CS Deepak Arora-Regional Council Member, CS Praveen Sharma, Chairman-Jodhpur Chapter and CS Deepak Somalia.

7 Rajasthan State Conference at Jodhpur Chapter (18.08. 2018) L to R: CS Pooja Chandani, CS Manish Shrivastav-Speaker, CS Mukesh Bansal-Past Chairman-Jodhpur Chapter, CS Ranjit Pandey-Central Council Member-ICSI, CS Nesar Ahmed-Past President-ICSI, CS Pradeep Debnath-Chairman-NIRC, CS Deepak Arora-Regional Council Member, CS Praveen Sharma, Chairman-Jodhpur Chapter and CS Deepak Somalia.

4 Seminar on "Company Secretaries in the eyes of entrepreneur" (25.08.2018) L to R: Mr Subhash Agarwal, CS S K Aggarwal, Mr Avneesh Bansal, CS Rajiv Bajaj.

1 Global Cotours of Capital Market ( L to R : CS Nitesh Sinha, Sh. Prashant Sharan- Former Whole-time Member SEBI, CS Pradeep Debnath - Chairman ICSI, CS Vinay Shukla-Chairman Gurgaon Chapter

3 Seminar on Partner in Excellence - CS Be The GST Practioner: CS Pradeep Debnath- Chairman ICSI and CS Nitesh Sinha.

2 284th MSOP (29.08.2018) L to R (front row): Dr. Bhole Shankar Sikhwal, IFS Mahavir Sighvi-Joint Secretary-Ministry of External Affairs, Dr. Mukesh Jinar- Regional Director NIRC, Mr. Himanshu Sharma-Executive NIRC.

6 Seminar on "Company Secretaries in the eyes of entrepreneur" (25.08.2018) L to R: CS Pradeep Debnath-Chairman NIRC, CS Nitesh Sinha-Secretary NIRC, Vineet Chaudhary- Central Council Member, Sh. Manish Singh- President- BJP Purvanchal Morcha, CS Rajeev Bajaj-Central Council Member.

8 Seminar on "Company Secretaries in the eyes of entrepreneur" (25.08.2018) L to R: CS Pradeep Debnath-Chairman NIRC, CS Nitesh Sinha-Secretary NIRC, Vineet Chaudhary- Central Council Member, Sh. Manish Singh- President- BJP Purvanchal Morcha, CS Rajeev Bajaj-Central Council Member.