ISSN 0972-2874

VOLUME NO. XXIII 8 AUGUST 2006

EDITORIAL ADVISORY CENTRAL COUNCIL

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Edited, printed and published
(In alphabetical order) PREETI MALHOTRA (MS.) by N.K. Jain for the Institute of
V. K. AGARWAL MEMBERS Company Secretaries of India,
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RITA DIXIT (MS.) Area, Lodi Road,
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N. K. JAIN action taken on the basis of the
N. K. JAIN
advertisements published in
this Bulletin.

H I G H L I G H T S
l From the President 03
l Academic Guidance 05
l Legal World 12
l SMTP Organised by HQ/RCs/Chapters 14
l Students Services 15
l Schedule of Training Orientation Programmes 20
l Schedule of Academic Development Programmes 20
l Students Quiz 21
l News and Announcements 22
l 34 Years of CS on CD-ROM 32

Student Company Secretary 1 August 2006

 TRAINING ORIENTATION PROGRAMME
As per Company Secretaries Regulations, 1982 (amended
from time-to-time) every student apart from passing the final
examination of the Institute is also required to possess the
practical experience and undergo practical training or be
exempted therefrom before becoming eligible to the Associate
Membership of the Institute. Students who do not possess
practical experience are required to undergo compulsorily 15
months Management/Apprenticeship training.
Most of the students commencing training are not aware of
the significance and methodology of training, business
environment, corporate culture, communication and
behavioural aspects. Keeping in view the above factors, the
Council of the Institute has decided that students requiring to
undergo training should compulsorily attend five days Training
Orientation Programme (TOP) before they are sponsored for
training. It has also been decided that henceforth students
will be sponsored for training in the companies or with company
secretaries in practice as per the following schedule.

Activities Session1 Session 2 Session 3 Session - 4

Registration of students January 1 to March 01 to June 01 to September 01 to
for 15 months Training January 10 March 10 June 10 September 10
Organisation of TOP January 15 to March 15 to June 15 to September 15 to
January 24 March 24 June 24 September 24
Campus Interview January 25 to March 25 to June 25 to September 25 to
January 31 March 31 June 30 September 30
Commencement of February 01 April 01 July 01 October 01
Training Onwards Onwards Onwards Onwards
Completion of April 30* June 30* September 30* December 31*
Training Next Year Next Year Next Year Next Year
* If the student avails extra leave, the training will be extended accordingly.
Training Orientation Programme is a part of the 10. Usefulness of reading newspapers
Management/Apprenticeship training and is based on Guru 11. Self-assessment
Shishya Parampara. Training Orientation Programme will not SWOT analysis
only expose the students to the business environment and Career prospects
corporate functioning but would also help them in acquiring
Personality
the desired skill and confidence.
12. Writing of curriculum vitae
The Regional Councils will organize the Training Orientation
Programme from 15th to 24th of the four fixed months i.e. 13. Interview Techniques
January, March, June & September. 14. Career Planning
For effective interaction and participation, not more than 15. Computer-Internet/E-mail
40 students would be enrolled in each TOP. A fee of Rs. 400/ 16. File management
- per participant will be charged. 17. Organisation structure, role and functioning of Competition
The following topics will be included in the programme : Commission of India, CLB/NCLT, ROC, Stock Exchange,
SEBI, RBI, DRT
1. Importance of Training
18. Usefulness of Professional Development Programmes.
2. Personality Development- Dress Code & How to carry
oneself 19. Code of Conduct
20. Future Prospects
3. Time Management
For helping the students to identify Companies or Company
4. Meaning of Professionals
Secretaries in practice for undergoing training, the Regional
5. Office Culture Councils would also arrange Campus Interviews, immediately
6. Communication Skill on conclusion of each TOP for on-the-spot selection of
Writing ability candidates. Such Campus Interviews will be organized during
Drafting of letters the four fixed months from March 25 to 31; June 25 to 30;
Speaking ability September 25 to 30 and January 25 to 31.
All students intending to commence Management/
7. Group discussion, Drafting of Minutes, Notices,
Apprenticeship training are advised to contact the respective
Resolutions etc.
Regional Councils for enrolling themselves for TOP. Only on
8. How to qualify professional examination successful completion of TOP, students would be sponsored
9. Managing under crisis for training by the Institute.

Student Company Secretary 2 August 2006

 FROM THE PRESIDENT

Somewhere along the line of development we discover what we really are, and then we make our real
decision for which we are responsible. Make that decision primarily for yourself because you can never
really live anyone elses life.
Eleanor Roosevelt

Dear Students,
As the boundaries of the professions are widening, the role and responsibilities of the professionals are also
expanding simultaneously. In the changing scenario, the professionals cannot afford to be silent spectators but be
creative organs guiding the organizations in the decision making to enable them to sustain the global changes
and gain a competitive edge in the global market.
Decision-making is the central activity for professionals who are manning an organization. In the process of
management, decision-making is one management function that is important at all points. A good executive must
be good at decision making. Decision-making is about facing a question, such as, to be or not to be? It is the
cognitive process of reaching a decision. It can be an action or an opinion. It begins when we need to do something
but we do not know what. Therefore, decision-making is a reasoning process which can be rational or irrational.
Mention should be made that managing and leading are not the same. The managers responsibility is to do the
things right, and the leaders responsibility is to do the right things. Leaders have a goal of creating an innovative
environment that will of necessity produce mistakes, and managers have a goal of honing their craft to reduce and
eliminate mistakes and waste.
Every individual capable of making decision makes decisions both in personal as well as in professional life.
However, in professional career, good decision making is a stepping stone to achieve success and at times there
are critical moments when decision making can be difficult, perplexing, and nerve-racking. Making the correct
decisions is not only what we want to do, but includes what we have to do. Well-focused strategic decision-making
is the act of simultaneous thinking. Our senses furnish the mind only with materials of information. It is our thinking
that converts information we receive to our useful knowledge for decision making. Decision-making is described
as the economy of thinking.
Every business day, the manager puts many decision questions to the test. The questions must first be identified
as problems or opportunities, verified, scaled into mathematical models for which an answer will abound, and then
controlled by updating the solutions because of the dynamic nature of business decisions. It is this approach to
decision-making that makes the business successful.
The Institute is organizing Sixteenth Residential Secretarial Modular Training Programme (RSMTP) at CCRT Navi
Mumbai commencing from September 23, - October 8, 2006. In addition to the subjects covered in any SMTP,
there will be programmes in the evening on topics of practical and general managerial relevance. Registration will
be on first-come-firstserved basis. The Sixteenth Residential SMTP has been planned with special emphasis on
Management Subjects and time-tested and well-appreciated methodologies to impart training including an input
on Yoga and Meditation in the morning hours. I advise you to avail of this unique opportunity. Attending Residential
SMTP at CCRT will be an experience by itself for you as it provides all the facilities enabling students to interact
with the expert faculty, senior academicians and corporate leaders. An announcement of this Programme appears
elsewhere in this Bulletin.

Student Company Secretary 3 August 2006

 Chartered Secretary as you all are aware is a prestigious journal of the Institute. It is rated as one of the best
professional journals containing information, which is extremely useful both for professionals as well as the students.
You may consider subscribing Chartered Secretary, which is made available to students at a concessional rate of
Rs. 300 for twelve issues. Developing the habit of regularly reading Chartered Secretary would provide you useful
information that would enhance your knowledge as well as keep you abreast of latest developments that would
also help you while preparing for the examination.
As you are all aware, the Institute is organizing 34th National Convention on the theme Reshaping the Profession
Creating New Niches on September 7-9, 2006 at Kolkata. I advise you to ensure your participation at the
Convention as a delegate.
Friends, I am fully conscious of the fact that you must be eagerly awaiting the results of the June 2006 examinations
of the Institute, which will be announced on 25th August 2006 throughout the country. I wish you all best of luck.
To conclude, good decision making is an essential skill to achieve success in professional career. If you can learn
to make timely and well-considered decisions, then you can often lead your organisation to a spectacular and
well-deserved success. However, if you make poor decisions, the organization risks failure and your time as
manager will, most likely be viciously short.

With best wishes,

Yours sincerely,

(H M Choraria)
choraria123@vsnl.net
Kolkata
August 14, 2006

Student Company Secretary 4 August 2006

 ACADEMIC GUIDANCE
ACADEMIC GUIDANCE
ECONOMIC LAWS
FAQS (FREQUENTL
(FREQUENTLYY ASKED
QUESTIONS) ON COMPETITION LAW1
LAW
What is competition in the market?
l In common parlance, competition in the market means sellers
striving independently for buyers patronage to maximize profit
(or other business objectives).
l A buyer prefers to buy a product at a price that maximizes his
benefits whereas the seller prefers to sell the product at a price
that maximizes his profit.
Why do we need competition in the market ?
Competition makes enterprises more efficient and offers wider
choice to consumers at lower prices. This ensures optimum utilization
of available resources. It also enhances consumer welfare since
consumers can buy more of better quality products at lower prices.
Fair competition is beneficial for the consumers, producers/ sellers
and finally for the whole society since it induces economic growth.
What is meant by unfair competition?
Unfair competition means adoption of practices such as collusive
price fixing, deliberate reduction in output in order to increase prices,
creation of barriers to entry, allocation of markets, tie-up sale ,
predatory pricing and discriminatory pricing.
What constitutes competition policy?
l Competition policy is defined as those Government measures
that affect the behaviour of enterprises and structure of the
industry with the view to promote efficiency and maximize welfare.
l There are two elements of competition policy:-
First, a set of policies, such as liberalized trade policy,
relaxed FDI policy, de-regulation, etc., that enhance
competition in the markets.
Second, legislation to prevent anti-competitive practices with
minimal government intervention.
When was the competition law enacted in India?
l The Monopolies & Restrictive Trade Practices Act, 1969 is the
first enactment to deal with competition issues and came into
effect on 1st June 1970.
l The Government appointed a committee in October 1999 to
examine the existing MRTP Act for shifting the focus of the law
from curbing monopolies to promoting competition and to suggest
a modern competition law. Pursuant to the recommendations of
this committee, the Competition Act, 2002, was enacted on 13th
January 2003.
l It provides for different notifications for making different provisions
of the Act effective including repeal of MRTP Act and dissolution
of the MRTP Commission.
Whether provision relating to repeal of MRTP Act has been
notified?
l Not as yet.
Whether all provisions of the Competition Act have been
notified?
l Certain provisions such as those relating to establishment of
the Commission, appointment of Chairperson and Members,
appointment of staff, undertaking of competition advocacy have
been notified.
1. Downloaded from the website of Competition Commission of India, http://
www.competition-commission-india.nic.in./faq.htm
Student Company Secretary
l Other provisions of the Act are yet to be notified such as those
relating to adjudication of anti-competitive practices and
regulation of combinations.
What are the objectives of the Competition Act?
The objectives of the Competition Act are to prevent anti-
competitive practices, promote and sustain competition, protect the
interests of the consumers and ensure freedom of trade.
How would the objectives of the Act be achieved?
The objectives of the Act are sought to be achieved through the
instrumentality of the Competition Commission of India (CCI) which
has been established by the Central Government with effect from
14th October, 2003.
What are the functions of CCI?
l CCI shall prohibit anti-competitive agreements and abuse of
dominance, and regulate combinations (merger or amalgamation
or acquisition) through a process of enquiry.
l It shall give opinion on competition issues on a reference received
from an authority established under any law (statutory authority)/
Central Government.
l CCI is also mandated to undertake competition advocacy, create
public awareness and impart training on competition issues.
What is an agreement under the Act?
An agreement includes any arrangement, understanding or
concerted action entered into between parties. It need not be in writing
or formal or intended to be enforceable in law.
What is an anti-competitive agreement?
An anti-competitive agreement is an agreement having
appreciable adverse effect on competition. Anti-competitive
agreements include:-
l agreement to limit production & supply
l agreement to allocate markets
l agreement to fix price
l bid rigging or collusive bidding
l conditional purchase/sale (tie-in arrangement)
l exclusive supply/distribution arrangement
l resale price maintenance
l refusal to deal
What constitutes abuse of dominance?
Dominance refers to a position of strength which enables a
dominant firm to operate independently of competitive forces or to
affect its competitors or consumers or the market in its favour. Abuse
of dominant position impedes fair competition between firms, exploits
consumers and makes it difficult for the other players to compete
with the dominant undertaking on merit. Abuse of dominant position
includes imposing unfair conditions or price, predatory pricing, limiting
production/market, creating barriers to entry and applying dissimilar
conditions to similar transactions.
When the Commission may initiate enquiry into anti-
competitive agreements/abuse of dominance?
l On its own on the basis of information and knowledge in its
possession, or
l On receipt of a complaint, or
l On receipt of a reference
Who can make a complaint?
l Any person, consumer, consumer association or trade
association can make a complaint against anti-competitive
agreements and abuse of dominant position.
l A person includes an individual, Hindu Undivided Family (HUF),
5 August 2006
 ACADEMIC GUIDANCE
company, firm, association of persons (AOP), body of individuals
(BOI), statutory corporation, statutory authority, artificial juridical
person, local authority and body incorporated outside India.
l A consumer is a person who buys for personal use or for other
purposes.
Who can make a reference for an enquiry?
The Central Government or a State government or an authority
established under any law may make a reference for an enquiry.
Can the Commission initiate enquiry on its own?
Yes, it is reiterated that the Commission can initiate enquiry on its
own on the basis of information or knowledge in its possession.
How will the Commission proceed with an enquiry?
On its own, or receipt of complaint/reference, if the Commission
is of the opinion that there is a prima facie case, it shall direct the
Director General, appointed under the Act, to investigate the matter
and report his findings.
What will the Commission do after investigation?
After receipt of the investigation report from the Director General,
the Commission shall adjudicate the matter after hearing the parties
and pass orders as deemed fit.
What orders the Commission can pass in case of anti-
competitive agreements and abuse of dominance?
l During the course of enquiry, the Commission can grant interim
relief restraining a party from continuing with anti competitive
agreement or abuse of dominant position
l To impose a penalty of not more than 10% of turn-over of the
enterprises and in case of cartel - 3 times of the amount of profit
made out of cartel or 10% of turnover of all the enterprises
whichever is higher
l After the enquiry, the Commission may direct a delinquent
enterprise to discontinue and not to re-enter anti-competitive
agreement or abuse the dominant position
l To award compensation
l To modify agreement
l To recommend to the Central Govt. for division of enterprise in
case it enjoys dominant position.
What is a combination under the Act?
Combination includes acquisition of shares, acquisition of control
by the enterprise over another and amalgamation between or amongst
enterprises.
What kind of combination is regulated under the Act?
Combination, that exceeds the threshold limits specified in the
Act in terms of assets or turnover, which causes or is likely to cause
an appreciable adverse effect on competition within the relevant
market in India, can be scrutinized by the Commission
What are the threshold limits?
In case of combination the threshold limits are-
n For acquisition
l Combined assets of the firms more than Rs 1000 cr or turnover
more than Rs 3000 cr (these limits are US$ 500 millions and
1500 millions in case one of the firms is situated outside India).
l The limits are more than Rs 4000 cr or Rs 12000 cr and US$ 2
billion and 6 billions in case acquirer is a group in India or outside
India respectively.
n For merger/amalgamation
l Assets of the merged/amalgamated entity more than Rs 1000
cr or turnover more than Rs 3000 cr (these limits are US$ 500
millions and 1500 millions in case one of the firms is situated
outside India).
Student Company Secretary
l The limits are more than Rs 4000 cr or Rs 12000 cr and US$ 2
billion and 6 billions in case merged/amalgamated entity belongs
to a group in India or outside India respectively
Does a firm proposing to combine have to notify the
commission?
A firm proposing to enter into a combination, may, at its option,
notify the Commission in the specified form disclosing the details of
the proposed combination within 7 days of such proposal.
What is the procedure for investigation of combinations?
If the Commission is of the opinion that a combination is likely to
cause or has caused adverse effect on competition, it shall issue a
notice to show cause the parties as to why investigation in respect of
such combination should not be conducted. On receipt of the
response, if Commission is of the prima facie opinion that the
combination has or is likely to have appreciable adverse effect on
competition, it may direct publication of details inviting objections of
public and hear them, if considered appropriate. It may invite any
person, likely to be affected by the combination, to file his objections.
The Commission may also enquire whether the disclosure made in
the notice is correct and combination is likely to have an adverse
effect on competition.
What orders the Commission can pass in case of
combinations?
l It shall approve the combination if no appreciable adverse effect
on competition is found
l It shall disapprove of combination in case of appreciable adverse
effect on competition
l May propose suitable modification as accepted by parties
Who can represent the parties before the Commission?
The parties in person or through authorized representative or
through a legal practitioner or a practicing Company Secretary/
Chartered Accountant/Cost and Works Accountant.
Who can make a reference on a competition issue?
During the course of any proceeding before it, a Statutory Authority
may make a reference for opinion if any party raises an issue that
the decision of the authority is likely to be contrary to the provisions
of the Competition Act.
Can the Government seek the Commissions opinion on
competition policy?
Yes. The Central Government, in formulating policy relating to
competition, may seek opinion of the Commission by making a
reference which the Commission is mandatorily required to give within
sixty days from the date of reference.
BANKING AND INSURANCELAW AND PRACTICE
THE BANKING OMBUDSMAN
SCHEME-20062
(INSERT IN STUDY LESSON NO. 1, PAGE 18, POINT NO. 10)
Banking Ombudsman Scheme is in operation since 1995. The
Scheme works under the control and supervision of Reserve Bank of
India (RBI). Banking Ombudsman is an independent body with legal
powers to settle disputes quickly and inexpensively. RBI has appointed
15 Banking Ombudsmen all over the country. The system is
designated to ensure, in normal course, satisfactory resolution of
complaints as early as possible. Any customer whose grievance has
not been resolved by bank(s) to his satisfaction can approach Banking
2. Compiled by V.P. Sharma, Joint Director, The ICSI. The Banking Ombudsman
Scheme 2006 is based on the Notification issued by the Deputy Governor,
Reserve Bank of India vide Ref. RPCD. BOS. No. 441/13.01.01/2005-06 dated
26th December, 2005.
6 August 2006
 ACADEMIC GUIDANCE
Ombudsman. The Scheme has been revised by RBI in 2002, in
consultation with Government of India, with an important amendment
of Arbitration and conciliation Procedure which empowers the Banking
Ombudsman to act as an Arbitrator. For popularizing the Scheme,
advertisement in the daily newspapers is issued from time to time
making the customers aware about the Scheme. The Chief Executives
of the banks have been requested to ensure that the awards of the
Banking Ombudsman are honoured without raising unnecessary
objections. With a view to make the scheme more effective, the
Banking Ombudsman Scheme has been further revised. The revised
scheme has been notified by RBI and operationalised in January,
2006.
The Scheme is introduced with the object of enabling resolution
of complaints relating to certain services rendered by banks and to
facilitate the satisfaction or settlement of such complaints.
Some of the major features of the Scheme include the following:
Grounds of Complaint
(1) A complaint on any one of the following grounds alleging
deficiency in banking or other services may be filed with the
Banking Ombudsman having jurisdiction:
(a) non-payment or inordinate delay in the payment or collection
of cheques, drafts, bills etc.;
(b) non-acceptance, without sufficient cause, of small
denomination notes tendered for any purpose, and for
charging of commission in respect thereof;
(c) non-acceptance, without sufficient cause, of coins tendered
and for charging of commission in respect thereof;
(d) non-payment or delay in payment of inward remittances ;
(e) failure to issue or delay in issue of drafts, pay orders or
bankers cheques;
(f) non-adherence to prescribed working hours;
(g) failure to honour guarantee or letter of credit commitments;
(h) failure to provide or delay in providing a banking facility (other
than loans and advances) promised in writing by a bank or
its direct selling agents;
(i) delays, non-credit of proceeds to parties' accounts, non-
payment of deposit or non-observance of the Reserve Bank
directives, if any, applicable to rate of interest on deposits
in any savings, current or other account maintained with a
bank ;
(j) delays in receipt of export proceeds, handling of export bills,
collection of bills etc., for exporters provided the said
complaints pertain to the bank's operations in India;
(k) complaints from Non-Resident Indians having accounts in
India in relation to their remittances from abroad, deposits
and other bank related matters;
(l) refusal to open deposit accounts without any valid reason
for refusal;
(m) levying of charges without adequate prior notice to the
customer;
(n) non-adherence by the bank or its subsidiaries to the
instructions of Reserve Bank on ATM/Debit card operations
or credit card operations;
(o) non-disbursement or delay in disbursement of pension (to
the extent the grievance can be attributed to the action on
the part of the bank concerned, but not with regard to its
employees);
(p) refusal to accept or delay in accepting payment towards
taxes, as required by Reserve Bank/Government;
(q) refusal to issue or delay in issuing, or failure to service or
delay in servicing or redemption of Government securities;
(r) forced closure of deposit accounts without due notice or
without sufficient reason;
(s) refusal to close or delay in closing the accounts;
(t) non-adherence to the fair practices code as adopted by the
bank; and
Student Company Secretary
(u) any other matter relating to the violation of the directives issued
by the Reserve Bank in relation to banking or other services.
(2) A complaint on any one of the following grounds alleging
deficiency in banking service in respect of loans and advances
may be filed with the Banking Ombudsman having jurisdiction:
(a) non-observance of Reserve Bank Directives on interest
rates;
(b) delays in sanction, disbursement or non-observance of
prescribed time schedule for disposal of loan applications;
(c) non-acceptance of application for loans without furnishing
valid reasons to the applicant; and
(d) non-observance of any other direction or instruction of the
Reserve Bank as may be specified by the Reserve Bank
for this purpose from time to time.
(3) The Banking Ombudsman may also deal with such other matter
as may be specified by the Reserve Bank from time to time in
this behalf.
Procedure for Filing Complaint
(1) Any person who has a grievance against a bank on any one or
more of the grounds mentioned in the above Clause of the
Scheme may, himself or through his authorised representative
(other than an advocate), make a complaint to the Banking
Ombudsman within whose jurisdiction the branch or office of the
bank complained against is located.
Provided that a complaint arising out of the operations of credit
cards, shall be filed before the Banking Ombudsman within whose
territorial jurisdiction the billing address of the card holder is
located and not the place where the bank concerned or the credit
card processing unit is located.
(2) (a) The complaint in writing shall be duly signed by the
complainant or his authorized representative and shall be,
as far as possible, in the form specified in Annexure A (not
given here) or as near as thereto as circumstances admit,
stating clearly:
(i) the name and the address of the complainant,
(ii) the name and address of the branch or office of the
bank against which the complaint is made,
(iii) the facts giving rise to the complaint,
(iv) the nature and extent of the loss caused to the
complainant, and
(v) the relief sought for .
(b) The complainant shall file along with the complaint, copies
of the documents, if any, which he proposes to rely upon
and a declaration that the complaint is maintainable under
sub-clause (3) of this clause.
(c) A complaint made through electronic means shall also be
accepted by the Banking Ombudsman and a print out of
such complaint shall be taken on the record of the Banking
Ombudsman.
(d) The Banking Ombudsman shall also entertain complaints
covered by this Scheme received by Central Government
or Reserve Bank and forwarded to him for disposal.
(3) No complaint to the Banking Ombudsman shall lie unless:-
(a) the complainant had, before making a complaint to the Banking
Ombudsman, made a written representation to the bank and
the bank had rejected the complaint or the complainant had
not received any reply within a period of one month after the
bank received his representation or the complainant is not
satisfied with the reply given to him by the bank;
(b) the complaint is made not later than one year after the
complainant has received the reply of the bank to his
representation or, where no reply is received, not later than
one year and one month after the date of the representation
to the bank;
7 August 2006
 ACADEMIC GUIDANCE
(c) the complaint is not in respect of the same subject matter
which was settled or dealt with on merits by the Banking
Ombudsman in any previous proceedings whether or not
received from the same complainant or along with one or
more complainants or one or more of the parties concerned
with the subject matter;
(d) the complaint does not pertain to the same subject matter,
for which any proceedings before any court, tribunal or
arbitrator or any other forum is pending or a decree or Award
or order has been passed by any such court, tribunal,
arbitrator or forum;
(e) the complaint is not frivolous or vexatious in nature; and
(f) the complaint is made before the expiry of the period of
limitation prescribed under the Indian Limitation Act, 1963
for such claims.
Power to Call for Information and Settlement of
Complaint by Agreement
For the purpose of carrying out his duties under this Scheme, a
Banking Ombudsman may require the bank against whom the
complaint is made or any other bank concerned with the complaint to
provide any information or furnish certified copies of any document
relating to the complaint which is or is alleged to be in its possession.
The Banking Ombudsman shall maintain confidentiality of any
information or document that may come into his knowledge or
possession in the course of discharging his duties.
For the purpose of promoting a settlement of the complaint, the
Banking Ombudsman may follow such procedure as he may consider
just and proper and he shall not be bound by any rules of evidence.
Award by the Banking Ombudsman
If a complaint is not settled by agreement within a period of one
month from the date of receipt of the complaint or such further period
as the Banking Ombudsman may allow the parties, he may, after
affording the parties a reasonable opportunity to present their case,
pass an Award or reject the complaint.
Rejection of the Complaint
The Banking Ombudsman may reject a complaint at any stage if
it appears to him that the complaint made is frivolous, vexatious,
malafide; or without any sufficient cause; or that it is not pursued by
the complainant with reasonable diligence.
Appeal Before the Appellate Authority
Any person aggrieved by the Award may, within 45 days of the
date of receipt of the Award, prefer an appeal against the Award
before the Appellate Authority.
Banks to Display Salient Features of the Scheme
for Common Knowledge of Public.
The banks covered by the Scheme shall ensure that the purpose
of the Scheme and the name and address of the Banking Ombudsman
to whom the complaints are to be made by the aggrieved party are
displayed prominently in all the offices and branches of the bank in
such manner that a person visiting the office or branch has adequate
information of the Scheme.
COMPANY LAW
MANAGERIAL REMUNERA TION A
REMUNERATION
3
BRIEF SYNOPSIS
Meaning of Remuneration
The word remuneration is defined in the explanation appended
to Section 198 of the Companies Act, 1956. Accordingly, for the
3 Compiled by Shruti K Soni, Assistant Education Officer and Alka Kapoor,
Deputy Director, The ICSI.
Student Company Secretary
purposes of Sections 198, 309, 310, 311 and 387 remuneration shall
include the following :
(a) any expenditure incurred by the company in providing any rent
free accommodation, or any other benefit or amenity in respect
of accommodation, free of charge, to any of the companys
directors and manager;
(b) any expenditure incurred by the company in providing any other
benefit or amenity free of charge or at a concessional rate to
any of the companys directors and managers;
(c) any expenditure incurred by the company in respect of any
obligation or service, which, but for such expenditure by the
company, would have been incurred by any of the companys
directors and manager; and
(d) any expenditure incurred by the company to effect any insurance
on the life of, or to provide any pension, annuity or gratuity for,
any of the companys directors and manger or his spouse or
child.
[An earlier Circular No.14/50/CLV dated 16.12.1969 issued by the
Department stating that guarantee commission was remuneration
has since been withdrawn Circular No.3(F.No.3/51/93-CLV dated
16.12.1994].
Section 309 provides that subject to the general provisions of
Section 198, the remuneration payable to the directors of a company
including any managing or whole-time director shall be determined
either by the Articles, or by a resolution or, if the articles so require,
by a special resolution, passed by the company in general meeting.
Total Ceiling on Managerial Remuneration
Section 198 lays down 11% of the net profits of the company for a
financial year, as the overall ceiling on the managerial remuneration
payable by a public company or a private company which is a
subsidiary of a public company, to all its directors and its manager in
respect of any financial year. Such net profits shall be computed in a
manner laid down under Sections 349 and 350.
The limit of 11% of the net profits on overall maximum managerial
remuneration shall be exclusive of any sitting fees payable to directors
for attending each meeting of the Board or Committee. [No approval
of the Central Government under Section 198 will be necessary for
an increase in the amount of sitting fee so long as such increase is
within the limits prescribed by the Government].
Remuneration to Non-Executive Directors
According to sub-section (4) of Section 309, director who is neither
in the whole time employment of the company nor a managing director
may be paid remuneration subject to the following :
(i) one per cent of the net profits of the company, if the company
has a managing or whole time director or a manager;
(ii) three per cent of the net profits of the company in any other
case.
However, the company in general meeting may, by special
resolution and with the approval of the Central Government, authorize
the payment of such remuneration at a rate exceeding one per cent
or, as the case may be, three per cent of its net profits. [Proviso to
section 309(4)].
The special resolution passed, as aforesaid, shall not remain in
force for more than 5 years but may be renewed from time to time by
passing special resolution for further period of not more than 5 years
at a time [Section 309(7)].
No renewal can be affected earlier than one year from the date on
which it is to come into force. [Proviso to Section 309(7).
Remuneration to WTDs/MD/Manager
According to proviso to Section 309(3) a director who is in the
whole-time employment of the company or a managing director may
be paid remuneration which shall not exceed 5% of the net profits for
8 August 2006
 ACADEMIC GUIDANCE
one such director and if there is more than one such director, 10% for
all of them together except with the approval of Central Government.
As per Section 387, the remuneration payable to a manager shall
not exceed 5% of the net profits except where approval of Central
Government has been taken.
Manner of Payment of Managerial Remuneration
A director who is neither in the whole time employment of the
company nor a managing director may be paid remuneration either:
(a) by way of a monthly, quarterly or annual payment with the
approval of the Central Government; or
(b) by way of commission, if the company by special resolution
authorizes such payment. [Section 309(4)].
According to sub-section (3) of Section 309 of the Act, a director
who is either in the whole time employment of the company or a
managing director may be paid remuneration either by way of a
monthly payment or at a specified percentage of the net profits of the
company or partly by one way and partly by other.
The remuneration so payable shall be inclusive of the remuneration
payable for services rendered by a director in any other capacity except
where :
(a) the services are of a professional nature; and
(b) in the opinion of the Central Government, the director possesses
the requisite qualifications for the practice of the profession.
[Proviso to section 309(1)].
The manager of a company may receive remuneration either by
way of monthly payment or by way of specified percentage of net
profits of the company or partly by one way and partly by other. [Such
net profits shall be computed in a manner laid down under Sections
349 and 350].
Sitting Fees
A director may also receive remuneration by way of a fee for each
meeting of the Board, or a committee thereof attended by him.
[Section 309(2)].
According to rule 10B of Companies (Central Governments)
General Rules and Forms, 1956, sitting fees should not exceed 20,000
rupees in case of companies having a paid up share capital and free
reserves of rupees ten crores and above or turnover of rupees fifty
crores and above. In case of other companies, sitting fees should
not exceed 10,000 rupees.
Remuneration in Case of Absence or Inadequacy
of Profits.
If in any financial year, a company has no profits or its profits are
inadequate, the company shall not pay to its directors, including any
MD or WTD or manager, by way of remuneration, any sum [exclusive
of sitting fees under section 309(2)] except with the previous approval
of Central Government. However, the approval of Central Government
shall not be required if the provisions of Schedule XIII, read with section
269 of the Act, are complied with.
Accordingly, where in any financial year during the currency of
tenure of the managerial person, a company has no profits or its
profits are inadequate, it may pay remuneration to a managerial person
by way of salary, dearness allowance, perquisites and other
allowances based on its effective capital and subject to other
compliances stipulated in section II of Part II of Schedule XIII of the
Act.
Refund of Excess Remuneration
If any director draws or receives, directly or indirectly, by way of
remuneration any such sums in excess of the limits prescribed under
section 309 or without the prior sanction of the Central Government,
where it is required, he shall refund such sums to the company and
until such sum is refunded, hold it in trust for the company [Section
Student Company Secretary
309(5A)].
Sub-section (5B) of Section 309 further provides that the company
shall not waive the recovery of any sum refundable to it under sub-
section (5A) unless permitted by the Central Government.
Other Relevant Provisions
Sub-section (6) of Section 309 specifies that no director of a
company who is in receipt of any commission from the company and
who is either in the whole time employment of the company or a
managing director shall be entitled to receive any commission or other
remuneration from any subsidiary of such company.
The provisions relating to managerial remuneration, as aforesaid
do not apply to a private company, unless it is a subsidiary of a public
company.
The increase in remuneration of any director including a managing
or whole-time director shall be affected in case, where Schedule XIII
is applicable in accordance with the conditions specified in that
schedule and in any other case, by an approval of Central Government.
CASE LAWS4
IN THE DELHI HIGH COURT
Uppal Eng. Co. P. Ltd.
v
Cimmco Birla Ltd.
[(2006) 132 Comp Cas 4 (Del)]
FACTS : The first respondent-company, which held a contract for
road works from the State of Rajasthan, awarded part of that contract
to the petitioner. The petitioner having completed the work, disputes
arose with regard to payment of bills, which had been referred to
arbitration. The petitioner in particular sought an order restraining the
respondent from appropriating the petitioners share of payments
released by the State Govt. Meanwhile the respondent became a
sick Company. The Arbitral Tribunal refused the order.
The petitioner filed petition under Section 9 of Arbitration and
Conciliation Act, 1996 for a direction on the State Public Works
Department to release to the petitioner a sum out of total escalation
price expected to be released in favour of the petitioner or in the
alternative for a direction to place the sum in a security account till
the rights and liabilities of the parties were finally adjudicated upon in
the arbitral proceedings.
The respondent contended that the petitioner had suppressed
material facts in regard to filing a similar and identical petition under
Section 17 of the Act before the Arbitral Tribunal with a similar prayer
which was dismissed by the Tribunal and that it had not challenged
that order in appeal. The petitioner filed this petition by suppressing
this and other material facts in regard to the respondent having been
declared a sick unit under the provisions of the Sick Industrial
Companies (Special Provisions) Act, 1985 and having the protection
of the said Act.
HELD : Dismissing the petition, the High Court held:
(i) The present proceedings seeking relief of the kind fell within the
description of distress or the like and consequently could not be
proceeded with further except with the consent of the Board or
the Appellate Authority.
(ii) The order passed by the Tribunal was not challenged by the
petitioner through any appropriate proceedings and therefore it
had acquired finality. The petitioner had not disclosed about those
proceedings in this petition. The petitioner had also suppressed
the fact that the respondent was declared a sick unit. Therefore
the petitioner disentitled itself to any equitable relief.
The relief sought by the petitioner was in the nature of attachment
before judgment or pre-award attachment. It is well led that an order
of attachment before judgment is a drastic remedy and the power
has to be exercised with utmost care and caution as it may be likely
4. Prepared by Shikha Talreja, Assistant Education Officer, The ICSI.
9 August 2006
 ACADEMIC GUIDANCE
to ruin the reputation of the parties against whom the power is
exercised. The Court must act with utmost circumspection before
issuing an order of attachment and unless it was clearly established
that the defendant with intent to obstruct or delay the execution of the
decree that may be passed against him, was about to dispose of the
whole or any part of his property.
An attachment before judgment was not a process to be adopted
as a matter because the suit was yet to be tried and the defence of
the defendant was yet to be tested. Therefore the relief which was
extraordinary could be granted only if the conditions for its grant were
satisfied. The Arbitral Tribunal had to adjudicate on claims and counter
claims. Therefore it was premature for the petitioner to invoke the
provisions of Section 9 for relief of far reaching consequence. At this
stage it could not be said that the petitioner or the respondent would
succeed on their claims and if so, to what extent. The petition had no
merit.
S.P. Gupta and Others*
v Code. The provisions of Sections 235 to 242 did not create any bar
State (NCT of Delhi) And Another
[(2006)132 Comp Cas 402 (Delhi)]
FACTS : In a writ petition filed under Article 226 of the Constitution of
India, the petitioner sought quashing of a first information report
registered in pursuance of order passed by Metropolitan Magistrate
on a criminal complaint filed by respondent against the petitioners
who are chairman-cum-managing director, director, Chartered
Accountants and Finance Controller respectively of M/s Sunair Hotels
Ltd. It was alleged in the complaint that in or around December 1994,
petitioners approached the respondent company and requested it to
subscribe to the equity share capital of company. Induced by the
assurances of accused payment of Rs. 7 crores was made for the
allotment of shares in the company which in turn allotted and issued
70 lakh shares to the respondent company. The company also
approached the financial institutions and banks for loan for the
construction of hotel. Thus it raised a sum of Rs. 42 crores as term
loans from the institutions and banks.
It was alleged in the complaint that the petitioners had fraudulently
and illegally got allotted and issued equity shares worth Rs. 21 crores.
On further inquiry it was found that the petitioners have manipulated
the accounts of company by making false documents, fabricating
valuable securities and have used the said forged and fabricated
documents and the books of account of company with a view to illegally
siphon off the funds of company. It was filed in respect of alleged
commission of offences under the Indian Penal Code, 1860 by the
officers of a company on the ground that under Sections 235 to 242
of the Companies Act, 1956 efficacious redress regarding investigation
into affairs of the company was provided.
ISSUE : The moot point for consideration in this writ petition is whether
the recourse to investigation in the affairs of company under Sections
235 to 242 of the Companies Act, 1956, is the only way to launch
prosecution in respect of alleged/suspected commission of cognizable
offences under the Indian Penal Code by the office bearers of the
company or the police can investigate such allegations of its own or
under orders of Court, if approached by the aggrieved person/
shareholder.
DECISION : Dismissing the petition, the Delhi High Court held that
the nature and scope of investigation to be conducted under Sections
235 to 242 of the Companies Act was different from the nature and
scope of the investigation to be conducted by the police. An
investigation under Sections 235 to 242 was not an investigation of a
criminal case. The purpose of investigation under the provisions of
Companies Act was only to streamline the working of the company.
Such investigation may reveal violation of rules and regulations by
the office bearers or even commission of technical offences which
are punishable under the Companies Act for which investigation under
the Code of Criminal Procedure may be uncalled for. But if such
investigations revealed the commission of offences under the Indian
Penal Code, Section 242 of the Act enacts an enabling provision
Student Company Secretary
under which the Govt. can also launch prosecution. The investigation
by the police officer was launched on receipt of information of the
commission of a cognizable offence.
Under Section 157 of the Code of Criminal Procedure it was
obligatory on the part of the police officer to launch investigation if he
suspected commission of a cognizable offence or if the commission
of such an offence was brought to his notice.
Even if there was no specific report and the police officer had only
a suspicion, may be on the basis of an anonymous complaint, he was
duty bound to investigate it. The FIR was lodged under the court orders
which had not been challenged in any proceedings. While considering
the question of quashing of the FIR in a writ petition or in a petition filed
under Section 482 the Court was not supposed to minutely examine
the veracity or truthfulness of the evidence or the probative value thereof.
The investigation was still in progress and at this stage it was not
possible to say that the allegations were totally groundless or on the
face of it they did not make out any offence under the Indian Penal
against an investigation by a police officer if cognizable offences
punishable under the Indian Penal Code were suspected to have been
committed with the affairs of the company.
BEFORE THE CLB, SOUTHERN REGION BENCH,
CHENNAI
George Mathai Nooranal and Others
v
Federal Bank Ltd.
[(2006) 72 CLA 315]
FACTS : The present petition was filed under Section 111A for
rectification of the register of members of Federal Bank Ltd. Late
Mathai Nooranal was holding fully paid-up as well as partly paid-up
shares of the company at the time of his death on 29th November,
2002. The fully paid-up shares were transmitted in the names of the
petitioners, on production of the legal heirship certificate by them.
However company by its letter dated 7th February, 2005 advised late
Mathai Nooranal that his 100 equity shares have been forfeited for
non-payment of final call money inspite of giving final notice on 13th
November, 2004. Accordingly the partly paid share certificates issued
in respect of those 100 equity shares came to be cancelled.
On behalf of petitioners (legal heirs of Nooranal) it was submitted
that the Articles of company required clear notice of fourteen days to
be given for payment of call money. In present case said requirement
was not followed as the notice demanding final call money was sent
on 13th November, 2004 whereas Nooranal died as early as on 29th
November, 2002. While the company transmitted the fully paid-up
shares in the name of petitioners, being the legal heirs of the
deceased, it failed to serve any notice upon the legal heirs. The
petitioners are willing to remit the balance amount and therefore seek
appropriate directions against the company in this behalf.
On behalf of company it was submitted that final notice was sent
to Nooranal on 13th November, 2004.The company was constrained
to forfeit the shares on account of non-payment of unpaid amount
and therefore this action can not be challenged by the petitioners.
The fully paid-up shares continued to stand in the name of late Nathai
Nooranal, till the transmission was effected in the name of petitioners,
as evidenced from the communications exchanged between the
parties. Therefore company cannot be found fault in having lawfully
forfeited the partly paid-up shares. The prayer of petitioners must be
rejected.
ISSUE : Whether the shares have been forfeited in accordance with
the relevant articles of association of the company.
DECISION : Articles require the company to serve notice on defaulting
member before the expiry of fourteen days from the date of service of
such notice and before forfeiting the shares in respect of which the
call was made by it. It has to be borne in mind that article 23 stipulate
that the company may serve notice on a defaulting member. The
ordinary dictionary meaning of the term serve is deliver and thus
10 August 2006
 ACADEMIC GUIDANCE
mere sending a notice does not the meet the requirement of article.
Similarly article 24 contemplates service of notice and not sending
of notice. Though article 23 uses the words the Board may serve
notice, a combined reading of articles 23 and 24 would show that
service of notice on a defaulting member, before forfeiture of shares
is a mandatory requirement.
The Courts have consistently held that proper notice is a condition
precedent to the forfeiture and even the slightest defect in the notice
will invalidate the forfeiture and that the power of forfeiture must be
exercised strictly having regard to the rules and regulations.
The company sent a notice dated 13th November, 2004 by registered
post to Nooranal, who was no more alive. The said notice ought to
have been returned unserved, of which the company is rather keeping
silence. When the company could produce the postal receipt to show
that the final notice was sent on said date, it has neither produced the
returned envelope nor the postal acknowledgement evidencing service
of notice. Mere sending a notice is not enough to constitute service
under articles 23 and 24, in the absence of any clear proof for effectual
service on the concerned addressee.
It is therefore evident that the requirement of articles has not
been duly met by the company and therefore forfeiture of the
shares is bad in law.
HOW TO PREPARE FOR EXAMINATION PAPERS
PERTAINING TO COMPANY LAW*
Company Law is the core subject of Company Secretaryship
course. Therefore students should have an in-depth knowledge of
the various provisions of law with sharp ability to analyze and apply
the legal provisions of the Act to practical situations. Students should
bear in mind that in a professional examination, expectations from
the students are on a higher pedestal. They should study thoroughly
and seriously so as to gain basic knowledge about the subject.
Students should read Bare Act to understand the legal provisions
and Chartered Secretary as well as Student Company Secretary to
update their knowledge on the subject. Repeated reading of the Bare
Act is essential. It should be a constant companion of the student.
They should develop habit to re-write or represent the provisions of
important sections in simple language but conveying the perfect sense
of the provision. They should be able to explain the provisions in
simple, complete and coherent manner.
Company Law is subject to constant refinement through rules and
regulations made thereunder. Rules and regulations should be
studied with simultaneous reference to the relevant Forms. Both
should be studied and understood in detail, particularly for Papers on
Company Secretarial Practice. For this Paper, experience of actual
filling up and filing of Forms has no substitute. It is also helpful to
discuss rules, regulations and Forms in small study groups on a regular
basis.
It is imperative for students to constantly update themselves with
the various legislative changes made as well as judicial
pronouncements rendered from time to time by referring to the
Institutes journals as well as other law journals like Company Law
Journal, Company Cases, Corporate Law Advisor, SEBI and
Corporate Laws etc.
Court decisions on specific legal issues play an important role in
the development of Company Law. The issue involved, the controversy
brought before the Court and the reasoned decision of the Court need
to be understood and imbibed. The perfection in this matter can be
attempted by regular reading of reported cases in various journals as
well as discussion of cases in small and large study groups
While preparing for Company Law paper, students should bank
upon thorough study rather than on selective approach. In addition to
general reading of the subject, students should develop a habit of going
through reference books as well as periodicals/journals for improving
their knowledge. If they develop the habit of writing and publishing of
*Prepared by Shikha Talreja, Assistant Education Officer, The ICSI .
Student Company Secretary
articles in professional bulletins or student bulletins or even major
publications on Company Law, it will help them to master the subject.
Finding opportunities to give lectures or presentations on Company
Law before even small groups of people interested in the subject will
take the student to necessary mastery over the subject.
While writing answers in exams general commentaries should be
avoided. They should emphasize more on practical aspects. In
questions based on practical situations/aspects, answers should be
supported by writing notes wherever required besides proper
reasoning and justification. Students should refine their drafting skills
by going through the annual reports of companies.
Students should avoid writing answers without properly
understanding the question as otherwise it sometimes leads to wrong
answers and ambiguous interpretation. In order to face examination
with confidence, students should avoid casual approach towards their
studies. Further while writing answers in examination, they should
ensure that relevant legal provisions and case laws are quoted with a
focus on quality and not quantity.
The crux is that concise answers reflecting thorough
knowledge of relevant legal provisions and case laws are
necessary to excel in examinations.
ATTENTION STUDENTS!
Students writing answers to response sheets for the Test
Papers 1/2006 to 5/2006 of the paper Direct and Indirect
Taxation Law and Practice of Final course may please note
that in Part A of all test papers, they are required to write answer
to Question No. 1, which is compulsory and any one Question
from the rest of the two Questions i.e., either Question No. 2 or
Question No. 3 respectively.
Attention Students!
REVISION OF EXAMINATION FEE FROM DECEMBER, 2006
The Examination Fee stands revised from December,
2006 session of examination as under :
1. Foundation Exam : Rs. 875 (Lumpsum)
2. Intermediate Exam : Rs. 900 (Per Group)
3. Final Exam : Rs. 750 (Per Group)
UNIFORMITY IN SIGNATURES
It has been observed that some of the enrollment applications/
letters received from the students are either unsigned or bear
different signatures from time to time.
All the students are, therefore, advised to maintain uniformity
in their signatures on all the correspondence with the Institute
including students identity card, enrolment application and
attendance sheet provided in the examination hall at the time of
writing the examination.
ATTENTION STUDENTS!
Fee Concession to Physically Handicapped
The Council of the Institute has decided to grant 50%
concession in payment of Registration/Examination Fees paid
by the candidates belonging to Physically Challenged (including
blindness) category with effect from 1st July 2006. For availing
the aforesaid benefit, such applicants/students will be required
to submit a certificate issued by the Medical Supdt. of a State/
Central Government Hospital to this effect.
11 August 2006
 LEGAL WORLD
LEGAL WORLD
Compiled by T.K.A. Padmanabhan, FCS, Advocate, New Delhi.
CORPORATE LAWS
LW(S) 45.08.2006
CASTROL LTD v. ADMIRAL SHIPPING LTD [(2006) 132 Comp Cas
241 (Bom)] S.U.Kamdar,J. [Decided on 1.4.2005]
Companies Act,1956-Sections 433 and 434- Winding up- Inability
to pay debts- Respondent company purchased goods without
disclosing its principal- Failure to pay- Another company
belonging to the same group admits liability - Both fail to pay-
Winding up petition filed- Plea of agency raised- Whether liable
to be wound up- Held, Yes.
Brief Facts : Sunrich Ship Management P.Ltd (Sunrich) placed
purchase orders with the Petitioner company for the supply of lubricants
and oils. The petitioner supplied goods to Sunrich and raised invoices
for the same. Sunrich failed to make payments for the invoices and
Admiral Shipping Ltd (Admiral) replied and accepted the liability. Both
Sunrich and Admiral belong to same group. Since the payments were
not forth coming , the Petitioner filed a winding up petitions for the winding
up of both Admiral and Sunrich. Both the respondent had raised an
objection that they were the agent of one Clenrich Ltd which was a foreign
company and they are not liable for the debt as an agent. Both the
petitions were clubbed and decided under one judgment.
Decision : Petition allowed.
Reason : That the provision of section 230 of the Contract Act, on
which reliance had been placed by the respondent-company, inter
alia, stipulated that where the contract was executed by an agent of
the sale or purchase of goods for a merchant residing abroad there
was a presumption in law that there existed a direct contract by and
between the contracting parties themselves and an agent was liable
as if he himself were the principal. The second proviso provided that
when the agent does disclose the name of the principal there is a still
presumption that there is a direct contract as principal-to-principal
between contracting parties. It was a clear from the purchase order
and invoices that the respondent had not disclosed the name of the
principal on whose behalf it was acting as agent. Invoices were not
raised on the respondent-company, receipt notices were received by
the respondent company. There was no material to show that it was
acting as an agent of G. The respondent-company had entered into
the contract by placing purchase orders without disclosing the name
of the principal and/or on behalf of the principal who was a foreign
merchant. The respondent had received the invoices and accepted
the same without any protest nor at any time did the respondent-
company direct the petitioner-company to claim the amount from G.
Thus the person not only issued purchase orders and raised various
invoices but there was also an admission of liability by the said
company. The compilation of documents which were furnished by
the respondents, inter alia, contained a Photostat copy of the greeting
card issued to the petitioner company by the respondent company.
This card, inter alia , stated the list of companies including the
respondent company along with G. Therefore, the defence raised by
the company that it was a separate legal entity and acted as an
independent company was not bonafide and was to avoid the liability.
The respondent companies were directed to deposit the amount and
on failure to deposit with the stipulated time, the winding up petitions
would be admitted.
LW(S) 46.08.2006
VIBANK HOUSING FINANCE LTD., In re.[ (2006)72 CLA 341 (Kar.)]
Ram Mohan Reddy, J. [Decided on 13.07.2005]
Companies Act,1956-Section 394 (4) (b)- Merger of subsidiary
finance company with holding banking company- Holding
company incorporated under the Banking companies
Student Company Secretary
(Acquisitions and transfer of Undertakings) Act,1980- Subsidiary
company incorporated under the Companies Act- Whether the
transferee holding company is a company with in the meaning
of section 394(4)(b) of the Companies Act- Held,Yes.
Brief Facts : The petitioner company filed a petition for the sanction
of the scheme of amalgamation with Vijaya Bank. The petitioner
company is the wholly owned subsidiary of the transferee company.
The scheme was approved by the shareholders of both the companies.
However, the Regional Director raised an objection that the transferee
company being a body corporate and not a company under the Act it
cannot become a transferee company within the meaning of section
394 (4) (b) of the Act.
Decision : Objection overruled and scheme sanctioned.
Reason : The Regional Director of the Department of Company Affairs
filed a report dated 28th March, 2005, stating that the transferee company
is a scheduled bank a company, within the meaning of the said term
under the Banking Companies Acquisition Act, and hence, not a
transferee company under section 394(4)(b) of the Act. In addition it is
stated that no separate petition is filed by the transferee company.
On a perusal of the reply of the Regional Director for Company
Affairs, the following two questions arise for decision making in this
petition:
(1) Whether sanction of a scheme of amalgamation of the transferor
company , a subsidiary of the transferee company, a body
corporate, under the Banking Companies Acquisition Act, is
permissible under sections 391 to 394 of the Act?
(11) Whether the transferee company, a body corporate is required
to file separate petitions under sections 391 to 394 of the Act for
sanction of the scheme of amalgamation?
Sub section (1) and (3) determine, for the purpose of the Act, a
company to be a subsidiary of another. Suffice it to state that under
sub section 1(b) (11) if a company holds more than half of the total of
the equity shares, that, is the holding company of the company issuing
and allotting the shares. Applying the same to the instant case the
entire equity shares issued by the transferor company being held by
the transferee company, it could be safely company which is its holding
company. In view of sub section (4) , the transferor being the
subsidiary of the other company, the transferee company is deemed
to be a holding company for the purpose of the Act. Sub section (5)
provides that the expression company in the said section includes
any body corporate. Thus, under this clause the term company
under the Act includes any body corporate (emphasis supplied)
In the case of sanction of a scheme of amalgamation between
the companies, what is essential is a transferor company and a
transferee company. Sub section 4(b) of section 394 of the Act
defines, transferee company , as not to include any company other
than a company under the Act while the transferor company to include
any body corporate, whether company within the meaning of the Act
or not. At first blush, one gets the impression that the definition of
transferor company includes a foreign company and when read with
the definition of body corporate in section 2(7)of the Act, the purpose
of the section is to enable the compromise between foreign company
and an Indian company, the transferee company. Nevertheless the
term transferee company includes any company within the meaning
of the Act. A careful examination of the definition of body of corporate
under sub section (7) of section 2, reveals that, it is wider than the
term company which takes into its fold any foreign company, a
corporate constituted under any special law of India and the body
corporate, a company defined under the Act, while excluding a
corporation or a cooperative society. Vijaya Bank, a body corporate
constituted under the Banking Companies Acquisition Act is the
holding company for the purposes of this Act as defined in section 4
of the Act, in respect of the petitioner company, the subsidiary
company. Hence, it is not difficult to hold that Vijaya Bank, though a
body corporate is a company for the purpose of the Act. If that be so,
then Vijaya Bank is the transferee company for the purpose of section
394 of the Act (emphasis supplied).
The Board of directors of the transferee company in the meeting
12 August 2006
 LEGAL WORLD
held approved and adopted the scheme of amalgamation. The
Reserve Bank of India permitted the transferee company to enter
into a contract to takeover its subsidiary. The scheme of transfer
does not affect the right of the members or creditors of the transferee
company as between themselves and the company. No new shares
are issued, there being no reorganization of the share capital of the
transferee company. In these circumstances, I am of the considered
opinion that there is no need for the transferee company to file an
application and a petition under section 391 to 394.
LW(S) 47.08.2006
ASHIM INVESTMENT CO. LTD In re: [ (2006) 73 CLA 37(Del.)]
Sanjiv Khanna , J. [ Decided on 07.03.2006]
Companies Act,1956- Sections 42 and 391-394- Amalgamation
of subsidiary company with holding company - Shares held by
subsidiaries in the holding company - Scheme provided for the
treatment of the same- Whether section 42 applies to such
shareholding in a scheme of amalgamation/demerger- Held, No.
Brief Facts : J.K.Laxmi Cement Ltd merged with Ashim Investment
Co Ltd. The transferee company was registered in in Delhi and the
transferor company was registered in Rajastan. The scheme of merger
was sanctioned by Rajastan High Court in the petition filed by the
transferor company. The transferee company filed a petition before
the Delhi High Court. The RD raised objections, interalia, contending
that in post-merger scenario the subsidiaries of the transferor company
would become subsidiaries of the transferee company and since they
already hold shares in the transferee company their such shareholding
in post-merger scenario is not permitted by virtue of section 42 of the
Act.
Decision : Objection overruled and scheme sanctioned.
Reason : Section 42 of the Act provides that a subsidiary company
cannot hold shares or be a member of its holding company. Section
42(3) provides an exception to the general rule and permits a
subsidiary company to continue as member of the holding company.
Existing shareholding of the subsidiary company in the holding
company will be protected under section 42(3) of the act but the
subsidiary company will not have any voting rights.
With regard to existing shares and future allotment of shares, the
scheme of reconstruction, arrangement and demerger provides that
the share held by the subsidiary companies in the transferee company
will be allotted to one or more persons who shall hold shares together
with additions and accretions in trust for the said subsidiaries and the
trustees shall within a period of 5 years from the date of allotment
thereafter or such extended period as may be agreed, shall transfer
or dispose the shares of the subsidiary company in the transferee
company. Till such time, the trustees will be entitled to exercise the
voting rights of the shares.
Moreover, I find a similar issue had come up before this court in
the case of Himachal Telematics Ltd/Himachal Futuristics
Communications Ltd In Re: (1996) 22 CLA 341 (Del)/(1996) 86 Comp
Cas 325 (Del) and it was held that section 42 cannot be read in context
of amalgamation of companies. Power of the court under sections
391-394 is not curtailed and is not subject to section 42 of the Act.
The said decision of the Delhi High Court has been followed by the
Gujarat High Court, in New Vision laser Center (Rajkot) (P) Ltd In
Re.( 2002) 48 CLA 223 (Guj)/ (2002) 111 Comp Cas 766 (Guj) and by
the Karnataka High Court in Consolidated Coffee ltd In Re.(1999) 35
CLA 54 (Kar)/(1999) 97 Comp Cas 1.
In view of the aforesaid, I do not find any legal impediment to the
grant of sanction of the scheme and sanction is hereby granted to
the abovementioned scheme.
GENERAL LAWS
LW(S) 48.08.2006
MCDERMOTT INTERNATIONAL INC v. BURN STANDARD CO LTD
Student Company Secretary
& ORS [JT 2006(6) SC 376] B.P.Singh & S.B.Sinha,JJ. [Decided
on 12.5.2006]
Arbitration and Conciliation Act,1996- Section 2(c ) and 31(6)-
Partial award - Arbitrator made partial award and then made the
final award - Whether partial award is valid- Held,Yes.
Brief Facts : ONGC awarded 4 contracts to Burn Standard Company
Limited (BSCL)for structural and progress fabrication and material
procurement. Further 4 contracts were awarded to BSCL for fabrication
,transportation and installation of six platforms at ONGCs Bombay
High Sea. BSCL sub-contracted some part of these contracts to
Mcdermott International Inc (MII) on a project by project basis. Later
disputes arose between BSCL and MII which were referred to the
arbitrator. The arbitrator made an partial award with respect to certain
claims and deferred the remaining claims. Thereafter, the arbitrator
made the final award by taking up the left over matters. BSCL
challenged the award on 21 grounds one of which was the validity of
the partial award made by the arbitrator.
Decision : Partial award held to be valid.
Reason : The 1996 Act does not use the expression partial award.
It uses interim award or final award. An award has been defined
under Section 2(c ) to include an interim award. Sub section (6) of
Section 31 contemplates an interim award. An interim award in terms
of the said provision is not one in respect of which a final award can
be made, but it may be a final award in the matters covered thereby,
but made at an interim stage.
As would appear from the partial award of the learned Arbitrator,
he deferred some claims. He further expressed his hope and trust
that in relation to some claims, the parties would arrive at some sort
of settlement having regard to the fact that ONGC directly or indirectly
was involved therein. While in relation to some of the claims, a finality
was attached to the award, certain claims were deferred so as to
eanable the learned Arbitrator to advert thereto at a later stage. If the
partial award answers the definition of the award, as envisaged under
Section 2 of the 1996 Act, for all intent and purport, it would be a
final award. In fact, the validity of the said award had also been
questioned by BSCL by filling an objection in relation thereto.
We cannot also lose sight of the fact that BSCL did not raise any
objection before the Arbitrator in relation to the jurisdiction of the Arbitrator.
A ground to that effect has also not been taken in its application under
Section 34 of the Act. We, however, even otherwise do not agree with
the contention that a partial award is akin to a preliminary decree. On the
other hand, we are of the opinion that it is final in all respects with regard
to disputes referred to the Arbitrator which are subject matter of such
award. We may add that some Arbitrators instead and in place of using
the expression interim award use the expression partial award. By
reason thereof the nature and character of an award is not changed. As,
for example, we may notice that in arbitral proceedings conducted under
the Rules of Arbitration of the International Chamber of Commerce, the
expression partial award is generally used by the Arbitrators in place of
interim award.
TAX LAWS
LW(S) 49.08.2006
NITIN SPINNERS LTD v.CESTAT, NEW DELHI [2006 (198) ELT 490
(RAJ)] Rajesh Balia & R.P.Vyas, JJ. [Decided on 8.11.2005]
Central Excise Act,1944-Capital goods- Assessee 100% EOU-
Assessee used aluminium sheets and fiber glass in the
humidification plant to increase efficiency - Claim of duty
exemption on these capital goods rejected- Whether correct-
Held, No.
Brief facts : The assessee was a 100% EOU engagfed in the
manufacture of cotton yarn and polyester yarn. It had brought in the
factory aluminium sheets and fiber glass for the purpose of laying in
false ceiling and humidification plant. The assessee claimed duty
exemption on this aluminium sheets and fiber glass as it was used to
provide false ceiling in humidification plant to obtain better efficiency
of the plant. However, the Department rejected the exemption and
13 August 2006
 LEGAL WORLD
the challenge of the assessee failed at all the stages right up to the
Tribunal. Therefore, the assessee challenged the order of the Tribunal
before the High Court.
Decision : Appeal allowed.
Reason : The capital goods for the purposes of notification has not
bee separately defined nor any definition has been provided under
the 1944 Act and therefore, the term capital goods has to be construe
to mean its ordinary sense. However, there being no specification of
goods to be included in the capital goods, the word capital good is of
generic character and will include all the goods depending upon its
user whether they are being used as part of end product by way of
input or used other way otherwise to facilitate the manufacture of
product with some sort of permanency or continued user of goods.
Therefore, whether the goods which have been brought in by 100%
EOU are capital goods or not would not depend on whether such
goods have been specified separately in Annexure-1 or not, but would
depend upon what use they have been put in. The notification also
lays down conditions of dos and dont and also requires assesse to
execute a bond in terms of clause (d). the condition for availing the
exemption for purchasing the capital goods is not to be used in
manufacture of goods, but is of wider impact by using the expression
to be used in connection with manufacture of end-product by 100%
EOU for the purpose of export outside India. It is of much wider
canvass. Therefore, if there is connectivity between bringing in of
capital goods with the activity of manufacture of end product or its
packaging in the sense that it helps in smooth or efficient running of
activity of manufacture and packaging of end product, the condition
to avail the exemption must be considered to have been fulfilled and
the assessee is entitled to avail the benefit of exemption.
LW(S) 50.08.2006
COMMISSIONER OF CUSTOMS v. PENTAMEDIA GRAPHICS LTD
[2006 (198) ELT 164 (SC) Ashok Bhan & Markandey Katju,JJ.
[Decided on 9.5.2006]
Customs Act, 1962- Import duty exemption - Import of software
requiring loader programme to load in the computer- assessee
claimed duty exemption Revenue denied duty exemption by
contending that the import was not at all a software as it requires
another software for loading- Whether the stand of the Revenue
tenable- Held, No.
Brief Facts : The assessee imported certain software called Motion
Capture Animation Files (MCAF). Another software called soft image
is required to load MCAF in the computer. the assessee claimed
import duty exemption on MCAF by classifying it as information
technology software. The Revenue denied granting exemption by
contending that since another software is required to load MCAF in
the computer, MCAF could not be considered as software. The
Tribunal ruled in favour of the assessee and the Revenue carried the
challenge to the Supreme Court for determination.
Decision : Appeal dismissed.
Reason : Submission of the Revenue that Capture animation files
are not software since another software is required to load the same
is without any substance. It is evident from the book of computers
and Microprocessors by A.C.Downton, that a loader programme is
required to load software on the disk of the computer. This concept is
called as boot strapping. In other words, if software is required to
load a programme on the computer then the programme which has
to be loaded on the computer continues to be software. Simply
because the Motion Capture animation Files requires another
software known as soft image to get the final result does not detract
the goods under import from being software. The same continues to
be a software and entitled to exemption.

SMTP ORGANISED BY H.Q./REGIONAL COUNCILS/CHAPTERS

ELIGIBILITY OF PARTICIPANTS : ICSI final passed candidates. SMTP COURSE CONTENTS: Module I-Filling and Filing of Forms under the
Companies Act, 1956. q Module II-Practical and Procedural Aspects of Convening and Conducting Board Meetings & Annual General Meetings
and Related Aspects. q Module III-Managing Public Issues. q Module IV-Loan Documentation, Joint Ventures & Foreign Collaborations, Raising
Finance through EURO Issues & Export and Import Procedures and Documentation. q Module V-Practical and Procedural Aspects relating
to Appearance before CLB/Under SICA, Consumer Protection Act and Case Studies in RTP/UTP. In addition, the participants would be exposed
to case studies and mock board/general meeting, etc.
Organised by Dates & Duration Venue of Programme Contact Address
EIRC of 09.11.2006 EIRO Premises Executive Officer, EIRO of the ICSI, ICSI-EIRC Bldg., 3-A, Ahiripukur 1st
the ICSI to Lane, Near Beck Bagan Nursing Home, Kolkata-700019 Tel. : 22832973/
25.11.2006 22816541 Fax No. : 033-22816542 E-mail : eiro@icsi.edu
NIRC of 04.09.2006 NIRC Premises Executive Officer, ICSI-NIRC Bldg., Plot No. 4, Prasad Nagar
the ICSI to Institutional Area, Rajendra Place, New Delhi-110005 Tel. : 25763090/
20.09.2006 25767190 Fax No. : 25722662 (Code No. 011) E-mail : niro@icsi.edu/
icsi@eth.net
SIRC of 27.09.2006 SIRO Premises Deputy Director, SIRC of the ICSI, SIRC-ICSI House, No. 9, Wheat Crofts
the ICSI to Road, Nungambakkam, Chennai-600034 Tel. :044-28279898/28268685
13.10.2006 Fax No. : 044-28268685 E-mail : icsisirc@md3.vsnl.net.in/siro@icsi.edu
Bangalore 11.09.2006 To be announced Executive Officer, Bangalore Chapter of SIRC of the ICSI, Sheriff
Chapter of the to Chambers (III Floor, Rear Block) 14, Cunningham Road, Bangalore-560052
SIRC of 27.09.2006 Tel. : 22286574/22287158 STD CODE : 080 Fax No. : 22261861
the ICSI E-mail : bangalore@icsi.edu/icsibc@sify.com
Hyderabad 03.10.2006 Hyderabad Programme Co-ordinator, Hyderabad Chapter of SIRC of the ICSI #6-3-609/5,
Chapter of the to Chapter Anand Nagar Colony, Khairatabad, Hyderabad-500004 Tel. : 23399541/
SIRC of the ICSI 19.10.2006 Premises 23396494/ Fax No. : 23325458 E-mail : Hyderabad@icsi.edu.
WIRC of 11.09.2006 WIRC Premises Joint Director, WIRO of the ICSI, 13, Jolly Maker Chambers, No. 2, First
the ICSI to Floor, Nariman Point, Mumbai-400021 Tel. :22047569/22021826/
27.09.2006 22844073/22047569/ Fax No. : 022-22850109 E-mail : wircicsi@vsnl.com,
wiro@icsi.edu
CCRT of 23.09.2006 ICSI-CCRT Programme Co-ordinator, CCRT of the ICSI, Plot No. 101, Sector-15
the ICSI to Plot No. 101, Sector 15 Institutional Area, CBD Belapur, Navi Mumbai-400614 Tel. : 2757814-16
08.10.2006 Institutional Area (STD Code : 022) Fax No. : 022-27574384 E-mail : ccrt@vsnl.com
(Residential CBD Belapur
SMTP) Navi Mumbai-400614

Student Company Secretary 14 August 2006

 STUDENTS SERVICES
STUDENTS SERVICES
REGISTRATION AND POSTAL TUITION
1. CANCELLATION OF REGISTRATION
Registration of students registered upto and including September,
2001 stands terminated on expiry of five-year period on 31st August,
2006 leading to the following immediate consequences :
(a) Supply of Student Company Secretary bulletin will be
discontinued from September, 2006 onwards.
(b) Response sheets will not be accepted even if submitted and
coaching completion certificates will not be issued (after the
expiry of registration period)
They are advised to apply for registration de novo/extension of
registration as per the guidelines published in this bulletin.
(Students whose registration is valid upto August, 2006 are
however, eligible to appear in December, 2006 examination
without seeking extension of registration/ registration de-novo
subject to fulfilling other requirements laid down in the
regulations.)
2. CHANGE OF ADDRESS
Change of address, if any, should be intimated to the Institute by
sending a separate letter in this regard. While intimating the change
in their mailing address, the students are advised to invariably quote
the PIN CODE number alongwith the student registration number,
name and full postal address with city, state in capital letters.
PIN CODE is required to be mentioned for quick delivery of
the mail. Students may, therefore, check up the computerised
mailing address as printed on the Student Company Secretary
bulletin. In case, it does not carry or carry the wrong PIN CODE
number, the same may be intimated immediately quoting
student registration number and full postal address with Postal
Index Number so that it could be incorporated in the
computerised mailing list.
3. STUDENTS IDENTITY CARD
All the students appearing in the examination must hold Identity
Card in the manner prescribed by the Institute, if not already obtained
at the time of seeking registration. For obtaining the Identity Card,
students are advised to obtain a proforma from the Headquarters/
Regional Offices of the Institute and send it again to the Institute duly
filled up and attested as per instructions given in the prospectus/
registration letter.
Students who have so far not obtained Identity Cards are advised
to write to the Institute immediately. The students should carry their
Identity Cards without fail for appearing in the Institutes examination.
If the Identity Card already issued has been lost or mutilated, student
should send a request for obtaining duplicate Identity Card together
with the mutilated Identity Card/Identity Card proforma duly filled in
and attested together with Rs. 50/- towards duplicate Identity Card
fee.
4. COMPULSORY ENROLMENT FOR FINAL
COURSE
Students who have passed/completed both groups of Intermediate
examination are advised to seek compulsory enrolment for undergoing
coaching for the Final course on payment of Rs.4200/- towards postal
tuition fee.
Please note that a student is admitted to the final examination
only after a minimum period of nine calendar months has elapsed
since his/her passing the Intermediate examination and subject to
completion of coaching and fulfillment of other requirements.
Student Company Secretary
5. COMPANY SECRETARIES EXAMINATION
DECEMBER, 2006.
I. Examination Fee (Revised From December, 2006 Session)
Foundation : Rs. 875 (Lumpsum)
Intermediate : Rs. 900 (Per group)
Final : Rs. 750 (Per group)
Students seeking paperwise exemption for the first time (on
qualification basis) are required to remit the exemption fee @ Rs.100
per subject in addition to the examination fee on or before the last
date.
II. Eligibility for appearing in the Intermediate Examination :
In terms of regulation 33 of the Company Secretaries Regulations,
1982, students registered upto and including February, 2006 are
eligible to appear in both groups of the Intermediate examination to
be held in December, 2006 subject to completion of coaching and
fulfilment of other conditions laid down in the regulations. However,
candidates registered as students upto and including the month of
May, 2006 are eligible for appearing in any one group in December,
2006 session (i.e. either in Group-I or Group-II) subject to fulfilment
of other conditions as laid down in the regulations.
III. Eligibility for appearing in the Final Examination :
In terms of regulation 43 of the Company Secretaries Regulations,
1982, students who have passed/completed both groups of the
Intermediate examination upto and including December, 2005 are
eligible to appear in all the three groups or in combination thereof in
any two groups of the Final examination to be held in December,
2006 under New Syllabus, subject to completion of coaching and
fulfilling other conditions as laid down in the regulations.
IV. Last date for receipt of enrolment applications :
The last date for receipt of applications for enrolment to the
December, 2006 examination, complete in all respects, together with
the requisite examination fee in the Institute, is 25th September, 2006.
However, enrolment applications accompanied with late fee of Rs.
100/-, if received, in the Institute after the closing date, but on or
before 10th October, 2006 will be entertained.
Students who could not be enrolled in the earlier examination owing
to late receipt of enrolment application, cancellation of registration
etc. and whose examination fee was kept at credit, are advised to
send fresh enrolment applications requesting therein for the
adjustment of amount at their credit together with the balance of
examination fee, if any. Formal application along with the original
letter issued by the institute showing credit amount, must reach the
Institute on or before the closing date as otherwise such students
shall not be enrolled for appearing in December, 2006 examination.
No other remittance/letter/query should be clubbed with the
enrolment application/examination fee.
6. CLARIFICATION REGARDING PAPERWISE
EXEMPTION
(a) The paperwise exemption is granted only on the basis of specific
request received in writing from a registered student along with
the attested photocopies of marks sheets for all parts of the
Degree/examination (on the basis of which the paperwise
exemption is sought) and the exemption fee @ Rs. 100/- per
paper. It is one time payment and not to be remitted for availing
of paper wise exemption in every session of examination during
the validity of registration period.
(b) The application for claiming paperwise exemption must reach
the Institute on or before the last date for submission of enrolment
application i.e. 25th March and 25th September for June and
December examinations respectively and with a late fee of
15 August 2006
 STUDENTS SERVICES
Rs. 100/-, the application can be accepted upto 9th April and 10th
October respectively.
(c) The paperwise exemption once granted holds good during the
validity of registration period or passing/completing the
examination, whichever is earlier.
(d) The paperwise exemption is cancelled only on receipt of a specific
request in writing from the student concerned on or before the
last date for submission of the enrolment application. If any
candidate appears in the exempted paper(s) of examination
without receiving the written confirmation from the Institute, but
by making personal representation, appeal, request, etc., at the
Examination Centre at the last moment, his/her appearance in
such paper(s) shall automatically be treated as cancelled.
(e) It may be noted that candidates who apply for grant of paper
wise exemption or seek cancellation of paper wise exemption
already granted, before the last date of submission of enrolment
applications for a particular examination, must see and ensure
that they receive written confirmation from the Institute at least
15-20 days prior to the commencement of the examination.
Candidates who would presume automatic grant or cancellation
of paper wise exemption without obtaining written confirmation
on time and absent themselves in any paper(s) of examination
and/or appear in the exempted paper(s) would do so at their
own risk and responsibility and the matter will be dealt with as
per the above guidelines.
(f) Exemption once cancelled on request in writing shall not be
granted again under any circumstances.
(g) The candidates who have passed either group of the
Intermediate/Final examination under the old syllabus, may claim
the paperwise exemption in the corresponding subject(s) of new
syllabus indicating the basis of exemption as APO in the
appropriate column of the enrolment application.
(h) In case the paperwise exemption has already been granted on
the basis of qualification or the candidates is eligible for grant of
exemption on the basis of securing 60% or more marks, a
photocopy of the letter/marks-sheet issued by the Institute should
be enclosed with the enrolment application while claiming such
exemption, failing which the same may not be granted for the
ensuing examination.
(i) No exemption fee is payable for availing paperwise exemption
on the basis of APO or on the basis of securing 60% or more
marks in the Institutes examination.
(j) Paperwise exemption fee is payable only when the exemption is
to be availed on the basis of qualification(s) specified for the
purpose.
7. COMPLETION OF COACHING AND FILLING UP
OF EXAMINATION FORMS
At times queries are received by the Institute from the students
with regard to filling up of examination forms for want of issue of
coaching completion certificate. It is clarified that students (i) who
are undergoing oral coaching, and (ii) students who have submitted
or re-submitted their response sheets and/or would be submitting or
re-submitting the response sheets within the stipulated period, are
eligible to fill up the examination forms for the respective session of
examination Such students need not withhold the submission of their
enrolment application for want of coaching completion certificates.
The students concerned are advised to make a note in the application
form to the effect that they are undergoing oral coaching/have
submitted response sheets and are awaiting coaching completion
certificates. Since there cannot be any change with regard to the
closing date for submission of examination forms, students need not
wait for the issue of coaching completion certificates for filling up
their examination forms. They are advised to mention against the
Student Company Secretary
appropriate column in the enrolment application form that coaching
completion certificates are being awaited.
Students who were issued with limited permission letters, for
appearing in June, 2006 examination, are advised to submit the
deficient response sheets immediately as such students, if failed,
will not be allowed to appear in December, 2006 examination, unless
they are issued with the regular coaching completion certificate(s) for
the group(s) for which limited permission letter was issued.
Students who were issued with limited permission letters,
for appearing in June, 2006 examination, are advised to submit
the deficient response sheets immediately as such students,
if failed, will not be allowed to appear in December, 2006
examination, unless they are issued with the regular coaching
completion certificate(s) for the group(s) for which limited
permission letter was issued.
Students who secure 35% or more marks in aggregate and
30% marks in individual paper in a group in June, 2006
examination, are advised to submit photocopy of the marks
sheet for the issue of Coaching Completion Certificate, if
eligible.
8. SUBMISSION OF RESPONSE SHEETS FOR
DECEMBER, 2006 EXAMINATION.
The last date for receipt of response sheets, including
resubmission, if any, from the students who wish to be enrolled for
the December, 2006 examination is 31.08.2006. Students are advised
to send the response sheets to the Institute in a regular flow without
waiting for the last date. The last date mentioned above is just an
indicator for students who suitably plan their submission. This will
not only give the Institute reasonable time to get the response sheets
evaluated in time but also an opportunity to the students to resubmit
the response sheets in which they have failed to obtain a minimum of
forty per cent marks. Students are advised to get acknowledgement
from the Institute for the response sheets sent by attaching a self
addressed stamped post card. It may be noted that credit is given for
the response sheets received in the Institute on or before the stipulated
due date, as above. Name of student, registration number, subject,
test paper number, number of sheets used and postal address with
PIN code number should be written on the title sheets attached with
each response sheet. The above information may also be indicated
on the first, middle and last pages of each response sheet besides
mentioning the Registration Number on each page on the right hand
corner on top. It will facilitate early evaluation and return of the
evaluated response sheets. It may be noted that no response sheet
will be entertained by the Institute in the absence of above information.
Accordingly, no credit will be given to students of such response sheets
received by the Institute.
Students are also advised to write the subject/paper, number of
sheets used and examination correctly on the title sheet before
sending the response sheets to the Institute. Similarly, relevant title
sheets may be appended with them. There are separate title sheets
for Foundation, Intermediate and Final course. Even when the
response sheets are sent in a bunch, complete particulars are to be
given on each title sheet and first, middle and last pages of each
response sheet. No cognizance of the response sheets will be taken
if the student fail to comply with the above instructions. It is
emphasized that separate title sheets are to be attached with each
response sheet.
Students are aware that the Institute has made arrangements for
acceptance of response sheets for Foundation, Intermediate and Final
Course in its Regional/Chapter Offices in Ahmedabad, Bangalore,
Kolkata, Chennai, Delhi, Hyderabad, Jaipur, Kanpur, Mumbai, Madurai
and Pune. Students located in and around these cities are advised to
contact and submit their response sheets in the respective Regional/
Chapter offices.
16 August 2006
 STUDENTS SERVICES
9. IMPORTANT
While making any correspondence regarding examination, the
students are advised to quote the following particulars for taking
prompt action :
(i) Name in full (ii) Student Registration number (iii) Stage of
examination (Intermediate/Final) (iv) Group opted (v) Centre opted
(vi) Particulars of fee remitted, i.e. Demand Draft (printed) number,
date, amount, name of the bank and its branch (vii) Date and mode
of despatch of enrolment application and their complete address with
PIN code, telephone number, mobile number or e-mail address.
In case of any specific problem/complaint regarding registration,
post-registration, students services and postal/oral coaching, students
may contact personally or write to Sohan Lal, Joint Director and for
academic guidance and suggestions, if any, students may write to V
K Aggarwal, Principal Director, at the Institutes address.
ATTENTION STUDENTS!
INTENDING TO APPEAR IN COMPANY
SECRETARIES EXAMINATIONS DECEMBER, 2006
1. (a) Last date for receipt of Examination 25.09.2006
application in the Institute
(b) With a late fee of Rs. 100 10.10.2006
2. Examination fees
Foundation Rs.875 (Lumpsum)
Intermediate Rs.900 (Per group)
Final Rs.750(Per group)
3. Last date for seeking paperwise exemption 25.09.2006
4. Last date for seeking extension of 25.09.2006
registration/registration de-novo
Notes:
I. Examination fee is payable on groupwise and not on paperwise
basis for intermediate/Final examinations as above.
II. The students who have submitted/ would be submitting all the
response sheets within the stipulated time, may submit their
enrolment applications for appearing in the examination pending
issue/receipt of the coaching completion certificates. But coaching
completion certificate would be issued only when they have
successfully completed the coaching for the group(s) concerned.
III. Please note that unsigned, incomplete and applications not filled
in their own handwriting by the students will not be accepted.
IV. No change of group(s) will be allowed after submission of the
enrolment application.
V. No request for change of medium for writing the examination will
be entertained after submission of the enrolment application.
VI. No cutting and over writing is to be done in the examination form.
VII. No request for grant/cancellation of paperwise exemption shall
be entertained after the last date i.e. 25th March/25th September
for June/December examination respectively.
VIII. No request/correspondence for withdrawal of application
from appearing in the examination or adjustment of amount
for the next examination shall be entertained after
submission of the examination form under any
circumstances.
Students are, therefore, once again advised to fill in the new and
revised enrolment applications/examination forms EXA carefully to
avoid last moment problem for themselves as well as for the Institute.
IX. All the students appearing in the examination are required to
enclose the photocopies of the following documents with their
enrolment application forms:
1. Letter granting the paperwise exemption (wherever
paperwise exemption has been granted on the basis of
qualification)
Student Company Secretary
2. Marks-sheet for availing paperwise exemption on the basis
of securing 60% or more marks in the earlier examination
of the Institute.
3. Original letter issued by the Institute showing the credit
balance, if any, for adjustment towards the examination fee.
4. Coaching Completion Certificate, if already issued from the
Institute.
5. It is again emphasised that students who have already been
granted exemption in any paper included in the group for
which the enrolment has been sought, must indicate in the
appropriate column of the enrolment application and enclose
a photocopy of the letter issued by the Institute granting such
exemption. Similarly, in those cases where the student has
applied for exemption for the first time, the same must also
be indicated in the appropriate column of the enrolment
application form along with the attested photocopies of the
relevant marks sheets and the exemption fee.
6. In case, student is interested in cancellation of exemption
which has already been granted to him, a separate request
should be made for the same along with the enrolment
application. Please note that once paperwise exemption is
cancelled, it shall not be restored/reviewed under any
circumstances.
7. No exemption fee is payable for availing of paperwise
exemption on the basis of APO (already passed under old
syllabus) or securing 60% or more marks in the Institutes
examination.
X Mode of Payment : All fees and other dues payable to the
Institute may be remitted only by crossed demand draft drawn in
favour of The Institute of Company Secretaries of India, payable
at New Delhi.
XI Students Identity Card : All the candidates appearing in the
Company Secretaries Examination are advised to timely
complete necessary formalities for obtaining their identity cards
duly countersigned by the issuing authority of the Institute as
per instructions published in the prospectus Career in Company
Secretaryship A Handbook.
CLARIFICATION REGARDING HINDI MEDIUM
Queries are often being received by the Institute with regard to
the option of medium for pursuing the Company Secretaryship
Course.
It is clarified that the students may opt for pursuing the course
in English/Hindi medium. However, the study material at present
is available in English medium only. In any case, the students can
enjoy the facility of submitting their response sheets to the test
papers under the Postal Tuition Scheme in English or Hindi medium.
Similarly, they can opt to write the Institutes main examination in
English or Hindi Medium.
As regards writing of examination, the option is to be exercised
while filling up the examination form as and when the students
intend to appear in the examination. This option is to be exercised
on group wise basis and not on individual basis. Answering to test
papers and writing examination partly in English and partly in Hindi
medium is not permissible.
E-MAIL ADDRESS OF THE STUDENTS
Those students who are having e-mail address may communicate
the same to the Students Services Section at dss@icsi.edu which
will facilitate quick and economic communication from the Institutes
side. The e-mail address may be sent in the following format.
Name :
Registration No. :
E-mail Address :
17 August 2006
 STUDENTS SERVICES
EXAMINATION
1. DECLARATION OF JUNE, 2006 EXAMINATION
RESULTS
The results of the Foundation, Intermediate and Final
examinations of the company secretaries held from 02nd to 10th June,
2006 are scheduled to be declared at 4.00 P.M. on Friday, the
25th August, 2006. As in the past, the results will be displayed
simultaneously on the Notice Boards at the Institutes Headquarters,
Offices of the Regional Councils, Chapters, Satellite Chapters and
Examination Centres. The results along with break-up of marks will
also be available on Institutes Website: www.icsi.edu on 25th August,
2006 from 4.00 P.M. onwards for information of all concerned.
The result-cum-marks statements will be despatched to all
candidates latest by 04th September, 2006. Meanwhile, if there
happens to be change in the mailing address of any candidate, he/
she should immediately intimate the same to the Institute and also
send a self-addressed envelope of 23 cms. x 11 cms. size for posting
his/her result-cum-marks statement at the changed address. Any
candidate not receiving his/her result-cum-marks statement by 12th
September, 2006 should immediately write to the Sr. Director (Exams.)
for issuing duplicate marks statement giving relevant particulars, i.e.,
his/her name, student registration number, stage of examination and
group(s) in which he/she appeared, roll number, examination centre,
along with a self-addressed stamped envelope worth Rs.5/-.
2. VERIFICATION OF MARKS
In terms of regulation 46 (2) of The Company Secretaries
Regulations, 1982, as in force, a candidate can seek verification of
marks in any subject(s) of June, 2006 examination within one month
from the date of declaration of results. The application for verification
of marks should be made on a plain paper, preferably in candidates
own handwriting together with the requisite fee @ Rs.100/- per subject
within 30 days from the date of declaration of results, i.e., upto 25th
September, 2006. Candidates are advised not to club any other
remittance or query along with request for verification of marks
to facilitate an early reply.
After completion of verification process, candidates are
communicated outcome of verification of marks, normally within 2-3
weeks time. However, if a candidate does not receive any
communication by 20th October, 2006, he/she should write to the
Sr. Director (Exams.) giving relevant details about his/her case
(i) his/her name; (ii) student registration number; (iii) stage of
examination and roll number; (iv) name of the subject(s) in which
verification of marks was sought; (v) date of application and mode of
its dispatch; (vi) amount of verification fee and details with regard to
mode of remittance; (vii) Contact -Tel./Mobile No. (s) and (viii) complete
postal address along with PIN Code.
3. DECEMBER, 2006 EXAMINATION
The next examination for the Foundation Course, Intermediate
and Final, scheduled in December, 2006, will be held from Tuesday,
the 26th December, 2006 to Wednesday, the 03rd January, 2007, at
64 examination centres, viz., 1. Agra; 2. Ahmedabad; 3. Aurangabad*;
4. Allahabad; 5. Ambala; 6. Bangalore; 7. Bareilly*; 8. Bhilwara;
9. Bhopal; 10. Bhubaneswar; 11. Chandigarh; 12. Chennai (West);
13. Chennai (South) 14. Coimbatore; 15. Dehradun; 16. Delhi (East);
17. Delhi (North); 18. Delhi (South); 19. Delhi (West); 20. Ernakulam;
21. Faridabad; 22. Ghaziabad; 23. Gurgaon; 24. Guwahati;
25. Hyderabad; 26. Indore; 27. Jaipur; 28. Jammu; 29. Jamshedpur;
30. Jodhpur; 31. Kanpur; 32. Kolkata (North); 33. Kolkata (South);
34. Lucknow; 35. Ludhiana; 36. Madurai; 37. Mangalore; 38. Meerut;
39. Mumbai (CG); 40. Mumbai (GK); 41. Mumbai (Jog); 42. Mysore;
43. Nagpur; 44. Nasik; 45. Noida; 46. Panaji (Goa); 47. Patna;
48. Pondicherry; 49. Pune; 50. Raipur; 51. Rajkot; 52. Ranchi;
53. Shimla; 54. Surat; 55. Thane; 56. Thiruvananthapuram;
Student Company Secretary
57. Tiruchirapalli; 58. Udaipur; 59. Vadodara; 60. Varanasi
61. Vijayawada; 62. Visakhapatnam; 63. Yamuna Nagar (Haryana)
and 64. Overseas Centre Dubai, as per the Time-Table and
Programme published on the last cover page of this issue. The last
date for receipt of enrolment applications for December, 2006
examinations in the Institute together with the requisite examination
fee is 25th September, 2006 and with late fee of Rs.100/- upto 10th
October, 2006.
NOTE:
(i) *Aurangabad and Bareilly Examination Centres are opened
for June, 2006 and December, 2006 sessions only purely on
an experimental basis and their continuation will be subject
to review and minimum number of students taking the
examinations.
(ii) The Institute reserves the right to withdraw any examinaton
centre at any stage without assigning any reason.
(iii) Candidates should note that non-receipt/delayed receipt of
result-cum-marks statement, response to result queries,
requests for verification of marks, etc., will not be accepted
as valid and sufficient reason for seeking any relaxation or
not complying with the requirements of regulations and/or
last dates for submission of enrolment applications for the
next examinations. Therefore, the candidates in their own
interest are timely advised to keep track of important
announcements, last dates and observe the time schedule.
4. USE OF CALCULATORS IN EXAMINATIONS
Candidates are allowed to use their own battery operated noiseless
and cordless pocket calculators with not more than 6 functions, 12
digits and 2 memories. Exchange or lending/borrowing of calculators
among students will not be allowed in the examination hall.
5. HINDI AS OPTIONAL MEDIUM FOR WRITING
THE FOUNDATION, INTERMEDIATE AND
FINAL EXAMINATIONS
Candidates are allowed to use Hindi as an optional medium for
writing all papers of the Foundation (except: English & Business
Communication paper), Intermediate and Final examinations on
the following conditions:
(i) option of Hindi Medium for writing the examination is to be
exercised for all papers of an examination OR a particular group
of examination, and not for any individual paper(s) in the
enrolment application form each time for appearing in the
examination;
(ii) option of medium for writing examination once exercised is
irrevocable for that particular session of examination;
(iii) answer books of candidates who write a part of papers/answers
in one medium and the remaining part in other medium are liable
to be cancelled without any notice;
(iv) candidates who have exercised option of Hindi medium in their
examination enrolment form for writing Foundation examination
and Group-I of Intermediate examination will be provided
Question Papers printed both in English and Hindi version
(except for English & Business Communication paper,
which will be printed/required to be answered in English
only). The Question Papers for Group-II of the Intermediate
examination and all papers of Final examinations will be printed
in English version only;
(v) if a candidate writes his/her answers in Hindi medium without
exercising such an option in the enrolment application form, he/
she may not be given credit for his/her answers;
(vi) candidates opting Hindi medium for the examination must write
HINDI MEDIUM in bold letters on the top of the cover page of
Answer Book No.1, 1B, as the case may be; and
18 August 2006
 STUDENTS SERVICES
(vii) candidates opting Hindi medium for the examination may write
answers to practical questions, headings, quotations, technical
and legal terms, sections, rules, etc., in English medium, if they
so desire.

ATTENTION!
STUDENTS APPEARED IN JUNE, 2006
EXAMINATIONS
The Institute awards Merit Scholarships and Merit-cum-
Means Assistance to students for pursuing Intermediate and
Final Courses on the basis of their meritorious performance in
the examinations and/or on merit-cum-need basis on their
passing Foundation and Intermediate examinations respectively,
as per the criteria stipulated under the Merit Scholarship
(Company Secretaryship Course) Scheme, 1983 and Merit-
cum-Means Assistance (Company Secretaryship Course
Scheme), 1983.
MERIT SCHOLARSHIP
In pursuance of para 7 of the Merit Scholarships (Company
Secretaryship Course) Scheme, 1983, 15 numbers of
scholarships are awarded each for Intermediate and Final
examinations per session, only to registered students, purely
in order of merit, from amongst the candidates who appeared
and passed in all the subjects of their respective examination,
at first attempt, in one sitting, without claiming exemption in any
subject, on all-India basis and subject to fulfilling other terms
and conditions as stipulated in the said scheme.
Accordingly, students who pass the Foundation examination,
June, 2006 should get themselves registered with the Institute
for pursuing Intermediate course within 3 months from the date
of declaration of results to become eligible for award of
Scholarship. ATTENTION STUDENTS!
MERIT-CUM-MEANS ASSISTANCE Applicability of Latest Finance Act and other changes
In pursuance of para 8 of the Merit-cum-Means Assistance for Company Secretary December 2006 Examination.
(Company Secretaryship Course) Scheme, 1983, 15 numbers DIRECT TAXES
of financial assistance are awarded each for Intermediate and
All the students may kindly note that for the December 2006
Final examinations per session, only to registered students.
Examination session, in respect of Direct Taxes, the applicable
According to the scheme, a candidate has to apply in the
prescribed form obtainable from the Institute, and submit his/ Assessment Year shall be 2006-07 (Previous year 2005-06).
her application within a specified date as notified from time to Thus, they are advised to study Finance Act, 2005 for
time. Any candidate applying for financial assistance should December 2006 examination. Further, as per the syllabus,
have passed the Foundation/Both Groups of Intermediate students are required to update themselves about all the
examination, at first attempt, in one sitting, without claiming Circulars, Clarifications, Notifications issued by CBDT & Central
exemption in any subject. If the candidate is employed or having Government, which come into effect on or before six months
an independent source of income, in that case his/her income prior to the date of the respective Examination.
should not be more than Rs.1,00,000/- per annum and if he/ Gift Tax Act has been excluded from the scope of examination
she is dependent on his/her parents/guardian/spouse, then the from June 1999 session onwards unless otherwise informed.
combined income from all sources should not be more than
Rs.1,50,000/- per annum and also subject to fulfilling other terms
INDIRECT TAXES
and conditions as stipulated in the said scheme. Students appearing in the Tax Laws (Indirect Tax portion to the
Students who pass the Foundation examination, June, 2006 extent of topics covered in the syllabus) and Direct and Indirect
must get themselves registered with the Institute for pursuing Taxation-Law and Practice (Indirect tax portion) paper of the
Intermediate Course within 3 months from the date of declaration Intermediate and Final Courses respectively may please take
of results to become eligible for award of this financial note of the following changes applicable for December 2006
assistance. Examination:
A separate notification inviting applications for award of 1. All changes made by the Finance Act, 2006.
Merit-cum-Means Assistance will be published in the March/ 2. All Circulars, Clarifications/Notifications issued by CBE&C/
April and September/October issue of C.S. Foundation Course Central Government which became effective six months prior
Bulletin and Student Company Secretary Bulletin. to the date of examination.

Student Company Secretary 19 August 2006

 SCHEDULE OF ACADEMIC DEVELOPMENT PROGRAMMES (ADP)
Every student of the Institute who has been sponsored for 15 months training either in a company or under a Company Secretary in practice
is compulsorily required to attend and complete 25 Hours Academic Development Programmes (ADP). The duration of each ADP would be eight
hours and those who have attended three such programmes would be deemed to have attended 25 Hours ADP. Fee Rs. 250/- per participant.
The Schedule of ADPs proposed to be organized by EIRC, NIRC and Hyderabad Chapter is as under :
Organised by Day & Date Venue of the Contact Address
Programme
EIRC of 16.09.2006 EIRO Premises Executive Officer, EIRO of the ICSI, ICSI-EIRC Bldg., 3-A, Ahiripukur 1st
the ICSI Lane, Near Beck Bagan Nursing Home, Kolkata-700019 Tel. : 22832973/
22816541 Fax No. : 033-22816542 E-mail : eiro@icsi.edu
NIRC of 02.09.2006 NIRC Premises Executive Officer, NIRC of the ICSI, ICSI-NIRC Bldg., Plot No. 4, Prasad
the ICSI Nagar Institutional Area, Rajendra Place, New Delhi-110005 Tel. : 25763090/
25767190 Fax No. : 25722662 (Code No. 011) E-mail : niro@icsi.edu
Hyderabad 23.09.2006 Chapter Executive Officer, Hyderabad Chapter of SIRC of the ICSI #6-3-609/5,
Chapter of SIRC Premises Anand Nagar Colony, Khairatabad, Hyderabad-500004 Tel. : 23399541/
of the ICSI 23396494 Fax No. : 23325458 E-mail : Hyderabad@icsi.edu.
The schedule of other ADPs proposed to be organised during 2006 is as under:
EIRC : (i) 18.11.2006 NIRC : (i) 07.10.2006 SIRC : (i) 18.11.2006

SCHEDULE OF TRAINING ORIENTATION PROGRAMMES (TOP)

Organised by Day & Date Venue of the Programme Contact Address
EIRC of 10.10.2006 EIRO Premises Executive Officer, EIRO of the ICSI, ICSI-EIRC Bldg., 3-A, Ahiripukur 1st
the ICSI to Lane, Near Beck Bagan Nursing Home, Kolkata-700019 Tel. : 22832973/
14.10.2006 22816541 Fax No. : 033-22816542 E-mail : eiro@icsi.edu
NIRC of 26.09.2006 NIRO Premises Executive Officer, NIRC of the ICSI, ICSI-NIRC Bldg., Plot No. 4, Prasad
the ICSI to Nagar Institutional Area, Rajendra Place, New Delhi-110005 Tel. : 25763090/
30.09.2006 25767190 Fax No. : 25722662 (Code No. 011) E-mail : niro@icsi.edu/
icsi@eth.net
SIRC of 05.09.2006 SIRO Premises Deputy Director, SIRC of the ICSI, SIRC-ICSI House, No. 9, Wheat Crofts
the ICSI to Road, Nungambakkam, Chennai-600034 Tel. :044-28279898/28268685
09.09.2006 Fax No. : 044-28268685 E-mail : icsisirc@md3.vsnl.net.in/siro@icsi.edu
Bangalore 04.09.2006 To be announced Executive Officer, Bangalore Chapter of SIRC of the ICSI, Sheriff
Chapter of to Chambers (III Floor, Rear Block) 14, Cunningham Road, Bangalore-560052
SIRC of the 08.09.2006 Tel. : 22286574/22261861/22287158 STD CODE : 080 Fax No. : 22261861
ICSI E-mail : bangalore@icsi.edu/icsibc@sify.com/icsibc@sify.com
Hyderabad 12.09.2006 Hyderabad Programme Co-ordinator, Hyderabad Chapter of SIRC of the ICSI #6-3-609/5,
Chapter of SIRC to Chapter Anand Nagar Colony, Khairatabad, Hyderabad-500004 Tel. : 23399541/
of the ICSI 16.09.2006 Premises 23396494/ Fax No. : 23325458 E-mail : Hyderabad@icsi.edu
The schedule of other TOPs proposed to be organized during 2006 is as follows : SIRC : (i) 08.01.2007 to 12.01.2007

TRAINING DIARY ATTENTION STUDENTS!

Every student sponsored for 15 months' training either in a
company or under a company secretary in practice, is essentially
required to maintain a Training Diary brought out by the Institute.
The trainees are required to record all activities/jobs undertaken
on daily basis in the Training Diary during the entire period of
training. The Training Diary can be purchased from the
Headquarters and the Regional Offices located at EIRC, NIRC,
SIRC, WIRC and also at the Chapter Offices at Ahmedabad,
Bangalore, Chandigarh, Jaipur, Hyderabad and Pune. The cost
of a Training Diary is Rs. 100/-. The Training Diary is being sent
to students by Un-registered and Registered post only at the
following rates.
1. Unregistered Parcel = Rs. 40/- per diary
2. Registered Parcel = Rs. 55/- per diary
Students are advised to maintain the Diary as per the Training
Guidelines and submit the same to the Training Department along
with the Training Completion Certificate.
TRAINING
It has been observed that the students opting for undergoing 15 months
training with Company Secretaries in whole-time Practice are submitting
the Contract of Apprenticeship and other relevant documents and
registration fees to the Institute after a considerable period of time.
As per the Training Guidelines, the students should submit the
underlisted documents within 15 days from the commencement of
training to enable the institute to take their training on record with effect
from the date of execution of Contract.
(i) Contract of Apprenticeship in duplicate on a non-judicial stamp
paper of requisite value as applicable to the particular State, where
the contract is executed.
The Contract should be executed by both the parties viz.,
the trainee and the Company Secretary in whole-time
Practice.
(ii) Statement of Particulars to be submitted in duplicate for registration
as a trainee (Part A & B).
(iii) Rs. 50/- being the Registration Fee.
If the aforesaid documents/information is not received within the
stipulated time, the training shall not be taken on record.

Student Company Secretary 20 August 2006

LIST OF THE COMPANIES REGISTERED FOR IMPARTING
TRAINING DURING THE MONTH OF JUNE, 2006
Region Training Stipend
STUDENTS QUIZ
Period (Rs.) PRIZE QUERY
Northern Region Unit Trust of India issued cheques to various unit holders
EMMAR MGF Land (P.) Ltd. 15 Months Suitable on maturity of the units held by them. Some of the unit holders
ECE House, 1st Floor Management did not receive the cheques sent by registered post. Unit
28, Kasturba Gandhi Marg Training holders approached consumer courts for compensation for
New Delhi-110001 deficiency of service on the part of Unit Trust of India. Will
Hindustan Sanitarware & 15 Months Suitable they succeed in their claim?
Industries Ltd. Management CONDITIONS
Tewari House, 2nd Floor Training
11-B/8, Main Pusa Road 1. Answer should not exceed one page typed in double space.
New Delhi-110005 The answer sheet should contain the name, registration number
and address of the student.
Volvoline Cummins Ltd. 15 Months Suitable
52, Okhla Industrial Estate, Management 2. Last date for receipt of answer is 16th September, 2006.
Phase-III, New Delhi-110020 Training 3. Two prizes (a first and a second) in kind will be awarded to the
best answers and the names of the contributors will be published
Western Region in the Bulletin.
Entertainment Network (India) Ltd. 15 and 03 Suitable 4. The envelope should be superscribed Students Query,
'A' Wing, Matulya Marg Months August 2006 and addressed by name to N.K. Jain, Secretary
Lower Parel (West) Practical & Chief Executive Officer, The Institute of Company
Mumbai-400013 Training Secretaries of India, ICSI House, 22, Institutional Area, Lodi
Trent Ltd. 15 Months Suitable Road, New Delhi-110003.
Navsari Building, 3rd Floor Management
240, Dr. D.N. Road, Fort Training
Mumbai-400001 Attention Students!
Southern Region
Prestige Estates Project (P.) Ltd.
The Falcon House, No. 1
15 and 03
Months
Suitable
SUBSCRIPTION TO
Main Guard Cross Practical
Bangalore-560001 Training CHAR TERED SECRET
CHARTERED AR
SECRETARY
ARY
LIST OF PRACTISING MEMBERS REGISTERED FOR THE Students may perhaps be aware that the Institute has
PURPOSE OF IMPARTING APPRENTICESHIP TRAINING
been bringing out a monthly journal Chartered Secretary for
DURING THE MONTH OF JUNE, 2006
corporate professionals for the last over thirty-five years. The
1. VENKITACHALAM S PCSA-1367 journal is rated to be one of the best professional journals
29/1389F, Valiamadom Bldg. Vyttila consistently maintaining high standards in providing
COCHIN-682019
Government notifications, legal decisions and analytical and
2. P V PAULOSE PCSA-1368 informative articles. The journal is not only important for
29/1389, Valiamadom Bldg. corporate professionals, members of the Institute and lawyers
Vyttila, COCHIN-682019
but is equally important for students for keeping them well
3. MANISH BALDEVA PCSA-1369 informed about the latest changes and developments.This in
207, Apollo Arcade, turn will not only help the students to write their examinations
R K Singh Marg
Off Old Nagardas Road,
well but will also help them to step into the professional world
Andheri (East), MUMBAI-400069 with confidence. The Legal World section provides all the
latest and important cases, the From the Government
4. V. RAMACHANDRAN PCSA-1370
G-5/3, Jal Padma, Bangur Nagar
column provides changes/ amendments in various statutes/
MUMBAI-400090 Laws/Rules etc. and the Articles section provides informative
and analytical articles on contemporary topics.
5. M P KHANDELWAL PCSA-1371
4A, Chandra Nagar The concessional annual subscription of the journal is
Near Gopal Pura Phatak, Rs. 300/- for the Registered Students of the Institute. It is
Tonk Road, JAIPUR-302018 in the interest of the students to subscribe to the Journal.
6. MAMTA BINANI (MS.) PCSA-1372 Students interested in receiving the monthly journal Chartered
2A, Ganesh Chandra Avenue Secretary may send a Demand Draft favouring the Institute
Commerce House, Fourth Floor, of Company Secretaries of India for an amount of Rupees
Room No. 6, KOLKATA-700013 300/- and forward the same to :
7. GAURAV GUPTA PCSA-1373
C-94, Aventika Colony Joint Director (Publications)
MDA, MORADABAD-244001 The Institute of Company Secretaries of India
8. MANISH AGGARWAL PCSA-1374 22, Institutional Area, Lodi Road
SCO 64, 2nd Floor, Sector-20-C New Delhi-110003.
Dakshin Marg, CHANDIGARH-160020

Student Company Secretary 21 August 2006

 NEWS AND ANNOUNCEMENTS
suggestions for improvements. He assured them of all assistance in
NEWS AND ANNOUNCEMENTS their career build up. G.P. Madaan & Deepak Kukreja distributed the
Training Completion certificates.
NORTHERN INDIA REGIONAL COUNCIL ICSI-MOTHER TERESA INSTITUTE OF MANAGEMENT AND VOCATIONAL STUDIES
ORAL TUITION CENTRE
VALEDICTORY FUNCTION OF 102ND SMTP
On 15.6.2006 the valedictory function of the 102 nd SMTP ORAL COACHING CLASSES FOR FOUNDATION
conducted by the Regional Council was held at New Delhi. AND INTERMEDIATE GROUPS I & II*
G.P. Madaan, Immediate Past Chairman, in his welcome address
JUNE 2007 SESSION
complimented the participants on their successful completion of the Oral Coaching classes for Foundation and Intermediate
training program. He urged the participants to think in terms of their Groups I & II* are likely to commence from 23.10.2006 and
contribution to the Institute. He also advised them to keep attending 16.11.2006 respectively.
the functions of the Institute as it enables them to update themselves. Course Fee : Rs. 3500/- (Foundation / Intermediate per Group)
S. Kumar, Senior Director, Training, Membership, Legal of the Timings : 5.00 to 7.00 P.M. (Monday to Saturday)
Institute expressed happiness over their excellent participation in
Registration open on all working days
the SMTP. He sought constructive suggestions from the participants.
between 9.30 A.M. and 6.00 P.M.
Kumar claimed that the job market is very attractive for C.S.
professionals. He also explained the significance of code of conduct Admission on first-come-first-served basis.
and consequences of non-compliance. He further discussed the dos (* Provided sufficient number of students are registered for Group II)
and donts for the members of the profession. He appealed to all the
For further details, contact :
participants to contribute to members benevolent fund.
J.K. Chawla/Vinay Gupta
Preeti Malhotra, Vice President of the Institute and Chief guest of
the evening addressing the participants emphasised value addition Mother Teresa Institute of Management
and right impression. She stressed that development of soft skills is & Vocational Studies
necessary. She also talked about various developments in the pipe C-Block, Preet Vihar, Delhi-110092
line including e-learning, longer residential SMTP programs. Malhotra Phones : 22057200, 42420552, 42420553
highlighted the growth areas of practice. The new clause 49 and Fax : 22509200 Email : mtim@vsnl.net
MCA-21, New company law are going to provide a good opportunity
to the C.S. professionals. Multidisciplinary forms and limited liability SOUTHERN INDIA REGIONAL COUNCIL
partnership will further enhance the visibility of the profession. The
certificates were distributed by the Chief guest. ORAL COACHING CLASSESFOUNDATION/
INTERMEDIATE/FINAL JUNE 2007
REGIONAL ROUND (NIRC) OF 5 TH
ALL INDIA
EXAMINATIONS
ELOCUTION COMPETITION 2006
SIRC of the ICSI proposes to conduct Oral Coaching Classes
On 17.6.2006, the Regional Round (NIRC) of 5th All India Elocution
for Foundation, Intermediate both Groups and Final as per
Competition -2006 was conducted at NIRC-ICSI Building, New Delhi.
details given below:
Total 14 (fourteen) students participated in the event. (including two
students representing Jaipur Chapter). State Date of Timings Fees Last date
J.K. Bareja, FCS and Satwinder Singh, Regional Council Member, Commence- for receipt of
NIRC were the judges on the occasion. Following two students were ment application
selected as per their scores to participate on behalf of NIRC in the Foundation 23.10.2006 9.00 A.M.to Rs.3000/- 16.10.2006
National Round of 5th All India Elocution Competition,2006 at (Morning) 11.00 A.M.
Ahmedabad. 1. Chanpreet Singh and 2. Chitra Mehta.
Foundation 23.10.2006 4.00 P.M. to Rs.3000/- 16.10.2006
22ND TRAINING ORIENTATION PROGRAMME
nd
(Evening) 6.00 P.M.
On 19.6.2006 the Regional Council conducted 22 TOP at ICSI-
NIRC Building, Prasad Nagar Institutional Area, New Delhi. Intermediate 19.09.2006 6.30 A.M. to Rs.3350/- 12.09.2006
Inauguration : The five day programme (TOP) for the students who Group-II 8.30 A.M. per group
passed the inter or final examination before commencement of their (Morning)
training was addressed by Deepak Kukreja, Treasurer, Satwinder Intermediate 19.09.2006 6.00 P.M. to Rs.3350/- 12.09.2006
Singh, Regional Council Member, NIRC. S. Kumar, Sr. Director of Group-I 8.00 P.M. per group
Training, Membership & Legal, the ICSI exhorted the participants (Evening)
that the training must not be taken lightly and he also elucidated the
dos and donts of training. While explaining the importance of training Final 26.09.2006 6.30 A.M. to Rs.3350/- 19.09.2006
programme, he gave the details of the coverage of the programme Group-I 8.30 A.M. per group
which included development of communication and presentation skills. (Morning)
He advised the students to be sincere, honest &hardworking during
the training. Final 26.09.2006 6.00 P.M.to Rs.3350/- 19.09.2006
Group-III 8.00 P.M. per group
At the valedictory session of the Training Programme held on
(Evening)
23.6.2006 Deepak Kukreja, Treasurer,NIRC, G.P.M.daan, Immediate
Past Chairman, NIRC addressed the participants and invited their For further details contact:
attention to the relevance and importance of training. They sought SIRO OF THE ICSI, NEW No.9, WHEAT CROFTS ROAD,
their reactions on the conclusion of the programme. NUNGAMBAKKAM, CHENNAI600 034.
G.P. Madaan congratulated the participants on their completion Phone:(044) 28279898; 28268685 ;
of the programme and invited the participants to express their views E-mail: siro@icsi.edu;icsisirc@md3.vsnl.net.in
on the utility of the training programme and noted down the

Student Company Secretary 22 August 2006

 NEWS AND
ELOCUTION COMPETITION
On 30.6.2006, the 5th All India Elocution Competition (Southern
Regional Round) was held at Chennai on Role of Company Secretary
in the Digital World. The Competition which was held at ICSI-SIRC
was participated by six students .
V.N. Shivashankar, Advocate and N. Bindu Professor of English,
Madras Christian College, Chennai were the judges for the
competition. Each student was given 10 minutes time to speak on
the subject.
Ramesh Kumar and Rupali representing the Hyderbad Chapter
were declared as winner of the Semi-Final Sourthern Regional Round.
The winners represented the Southern India Regional Council at the
National level competition held at The Ahmedabad Chapter
Premises on 8.7.2006.
FOURTH ALL INDIA MOOT COURT COMPETITION
On 8 and 9.7.2006 the Regional Council orgnised its 4th All India
Moot Court Competition (Southern Regional Round) at Chennai. The
aim and purpose of the Moot Court Competition was to expose the
students pursuing the Company Secretaryship Course to the nuances
of Court system in India and to hone advocacy skills. It was also
intended to provide a real life experience cum training in doing cutting
edge research, presenting ground breaking arguments (both oral and
written) and contributing to the development of jurisprudence in the
consent area of laws.
The Regional event was substantially funded and supported by
Surana & Surana, International Attorneys, Chennai who were also
the knowledge partners for the competition.
On 8.7.2006 the teams from Bangalore, Chennai and Hyderabad
participated in the Regional Round Competition for the preliminary
round and also for the semi-final round which was held on 9.7.2006.
The teams from Bangalore Chapter comprising Ajay G.Prasad
and Nishant Patil were declared winners and Ashitha Bhagwan,
Anirudh, Namita A. Kulkarni and Rakshith Shivam were adjudged as
the runners up. The team from Hyderabad Chapter comprising
Venkatesh Puranik and P. Vaijayanthi were adjudged as the team
placed Third in the rank.
Ajay G. Prasad of Bangalore Chapter was awarded the best
student advocate and the team comprising Ajay G. Prasad and
Nishant Patil, of Bangalore Chapter were awarded the best memorial.
COMMENCEMENT OF ORAL COACHING CLASSES
On 25.7.2006 the Oral Coaching Classes for Intermediate
Group-I (Morning Batch) and Group II (Evening Batch) conducted by
the Regional Council commenced at ICSI-SIRC House, Chennai.
HYDERABAD CHAPTER
COMPANY LAW QUIZ PROGRAMME
On 30.7.2006 the Chapter organized a Company Law Quiz
Programme at its Premises for 58th Batch of Intermediate group Oral
Coaching students. S.S. Marthi, Member , Managing Commiittee in
his welcome address informed the students the objectives of
conducting the Quiz. S.V. Rama Krishna, Faculty Member acted as
quiz master; Rajnish C. Popat, member as scorer. The winners
were sponsored to participate at the Regional level Company Law
quiz at Chennai.
MADURAI CHAPTER
COMMENCEMENT OF ORAL COACHING CLASSES
On 20.6.2006 oral coaching classes for Intermediate Group-I was
commenced. V.S. Krishnamoorthy, Vice Chairman, inaugurated the
oral coaching classes. The faculties also attended the programme.
In his address V.S. Krishnamoorthy appreciated the efforts taken by
the students in choosing the Company Secretary course, a noble
Student Company Secretary
ANNOUNCEMENTS
profession that will yield them a great future. He indicated the various
stages of the Company Secretary course and the training to be
undertaken after completion of the Course. He elaborated the services
rendered by the Head Quarters, Regional Councils and Chapters to
the student community. The Student Company Secretary Bulletin
should be continuously read and updated with the study material
provided to the students. The faculties attending the programme
also greeted the students.
On 30.6.2006 oral coaching classes for Intermediate Group-II was
commenced. V.S. Krishnamoorthy, Vice Chairman inaugurated the
oral coaching classes. The faculties also attended the programme.
He appreciated the students to take the morning session for oral
coaching and attending the colleges afterwards. He pointed out the
employment opportunities available to the Company Secretaries and
the practicing area for the practicing Company Secretaries. Hard work
will meet the success. This was the advice given by him to the students
who also wished them for their early success in completing the course
and to become the member of the Institute.
CAREER COUNSELLING PROGRAMME
On 24.6.2006 the Chapter conducted a career counselling
programme at M.D.T. Hindu College, Tirunelveli. Nearly 100 students
studying B.Com and B.C.A attended the programme. The programme
was chaired by P. Meenakshi Sundaram, the President of the College.
R.R. Ganasekaran, Committee Member of Madurai Chapter gave a
special lecture on the course of company secretaries. He gave a
detailed picture about the course and the employment opportunities.
He pointed out the important role of company secretary in a business
organization. He gave a lucid picture by power point presentation.
The video programme on company secretary course prepared by the
Institute inspired the students.
CAREER COUNSELLING PROGRAMME
On 24.6.2006 the Chapter conducted a career-counseling
programme at M.D.T.Hindu College, Tirunelveli. Nearly 100 students
studying B.Com. and B.C.A. attended the programme. The
programme was chaired by P. Meenakshi Sundaram, the President
of the College. R.R. Gnanasekaran, Committee Member of Madurai
Chapter gave a special lecture on the course of Company Secretary.
He gave a detailed picture about the course and the employment
opportunities. He pointed out the important role of the Company
Secretary in a business organization. He gave a lucid picture by
power point presentation. The video programme on Company
Secretary course prepared by the Institute inspired the students.
THIRUVANATHAPURAM CHAPTER
STUDENTS MEETING
On 27.06.2006, a meeting of the students of the Chapter was
convened. S.V. Vimal, Member, Students Facility Committee of the
Chapter presided over the meeting and welcomed all participants of
the meeting. Baiju Ramachandran, Secretary explained the role of
the students in reviving and vitalizing the Chapter. The secretary
informed about the progress of arrangements for conducting an
evening batch of oral coaching classes for the students in the
Thiruvananthapuram Chapter. He mentioned that oral coaching
classes will be provided for group II of the intermediate examination.
REALISE YOUR SELF POTENTIAL QUALIFY AS
COMPANY SECRETARY
On 01.07.2006 the Chapter organised a Meeting for its students
on Realise your self potential Qualify as Company Secretary at
Seminar Hall of the Chapter. The Programme was exclusively
conducted for the benefit of the students of the Chapter. S.V. Vimal,
Member, Students Facility Committee of the Chapter welcomed the
speakers and the audience. The main speaker was Baiju
Ramachandran, Secretary of Thiruvananthapuram Chapter. His power
point presentation helped to remove the mental block of the students
23 August 2006
 NEWS AND
regarding CS course and his examples and stories made the meeting
interesting and motivating to all. During the floor participation,
G.Raman Pillai, SIRC Member and Bijoy P Pulipra, Member of the
Chapter advised the students on the preparation for the examination
and also the future prospects once they qualify the company Secretary
Examination. Around 60 persons attended the meeting.
INAUGURATION OF 36 TH BATCH OF ORAL
COACHING CLASSES
On 10.07.2006 the 36 th batch of oral coaching classes for
intermediate course was inaugurated by Dr.K.R.Sukumaran Nair
Member, Board of Studies, Kerala University & Vice Principal of Govt.
College, Nedumangad, Thiruvananthapuram. Dr. Sukumaran in his
address explained the role of Company Secretary in the present
economic conditions. K.P.Sukumaran Nair, Chapter Chairman
welcomed the students and parents and explained the potential areas
for the company secretaries in employment as well as in practice. Baiju
Ramachandran, Secretary explained the modalities of oral coaching
classes. G.Raman Pillai, SIRC Member also addressed the participants
and advised them to attend the classes regularly and to utilise the library
facilities of the Chapter. He congratulated the students for choosing the
company Secretaryship course and wished them all success.
WESTERN INDIA REGIONAL COUNCIL
AHMEDABAD CHAPTER
5 T H A L L I N D I A N AT I O N A L E LO C U T I O N
COMPETITION FOR STUDENTS OF THE ICSI
On 8.7.2006 the Final Round of the 5th All India Students Elocution
Competition organised by the Chapter was held at its premises. Arvind
Gaudana, Chairman WIRC presided over the function and Jayesh
Vithlani, Chapter Chairman, conducted the proceedings.
Six students selected by the Regional Councils represented
respective regions at the final round. Chanpreet Singh & Rashmi
Khandelwal from NIRC, Ramesh Kumar & Rupal from SIRC and
ANNOUNCEMENTS
Jharna Mistry & Vanita Nanwani from WIRC participated and made
their presentations on the topic Company Secretary and Good
Corporate Governance Practices.
The panel of judges comprised of Prof. R.J.Amin,Principal of
New L.J.College, Ahmedabad and Chairman Board of Studies in
Economics, Gujarat University, Dean of Faculty of Commerce, North
Gujarat University; Arpit Patel, Sr. Managing Partner K. Patel & Co.
Chartered Accountants Ahmedabad and Ravi Kapoor, Practising
Company Secretary, Ahmedabad.
After the presentations from all participants, the judges
congratulated them and appreciated their efforts and provided some
useful tips to improve performance at such events.
Jharna Mistry was adjudged as the winner and was awarded the
Trophy by the Ahmedabad Chapter. All the participants were presented
with mementoes and certificates of participation at the final round of
the competition.
PUNE CHAPTER
INAUGURATION OF INTERMEDIATE COURSE ORAL
COACHING CLASSES
On 19.06.2006 the new batch of Intermediate course oral coaching
classes conducted by the Chapter was inaugurated. Around 30
students attended the inaugural function. The Chapter as a matter of
convention organises such functions before commencement of new
batch of oral coaching classes just to have face to face interaction of
the students with the Managing Committee Members.
PRELIMINARY ROUNDS OF ELOCUTION
COMPETITION FOR STUDENTS
On 20.06.2006 the Preliminary Rounds of National Elocution
Competition for students were held at the chapter premises. Dr. Waugh
acted as Judge for the competition and selected Pawan Uttarwar
and Rupali Barai as candidates eligible for the Regional rounds. These
students participated in the regional level elocution competition held
on 30.06.2006 at Ahmedabad.

STATUS OF TRAINING
(Period from 01-07-2006 to 31-07-2006)
15 Months Training with Company/Company Secretary in Practice and 03 Months & 15 days Practical Training
STAGE-I STAGE-II
Biodata of the students sent to the companies/company Students sponsored for training
secretaries in practice for consideration
APPLICATIONS CASES
Pending Received Forwarded for Pending Pending Received No. of students Pending
Training as on during the consideration as on as on during who have actually as on
Type 30.06.06 month (upto 31.07.06) 31.07.06 30.06.06 the month taken for training 31.07.06
(upto 31.07.06)
15 Months in NIL 69 69 NIL 08 59 62 05
Companies
15 Months with NIL 18 18 NIL 06 46 44 08
CS in Practice
3 Months in 06 20 26 NIL
Company/
15 Days in
Optional Area
2. Exemption
1. Number of applications pending as on 30.06.2006 : NIL
2. Number of applications received for exemption : 25
3. Number of exemptions granted : 25
4. Number of pending applications as on 31.07.2006 : NIL

Student Company Secretary 24 August 2006