compliance certificate PCS

[CS A Rengarajan]

M  Ltd 's paid up capital is Rs.4.50 crores

 

K was employed as company secretary even though there was no mandatory requirement.

 

K has resigned from the post of  31st March 2010 i.e. virtually he was employed as a company secretary throught out the year

 

Whether for that period, 31st March 2010, we need to take compliance certificate and at the time of signing of the balance sheet  30th June 2010, there was no company secretary

 

 

 

View solicited
--

ICSI MEMBERS - PLEASE REMEMBER TO BECOME  MEMBER OF COMPANY SECRETARIES BENEVOLENT FUND IF NOT JOINED EARLIER

csarengarajan
Company Secretary, Chennai
email csarengarajan@gmail.com

http://www.csarengarajan.blogspot.com

mobile 093810 11200
SHARING KNOWLEDGE SKY IS THE LIMIT

This mail and its attachments (if any) are confidential information intended for persons to whom the email is planned for delivery by the sender. If you have received this mail in error please notify the sender of the error by forwarding the email and its attachments (if any) and then deleting the mail received in error and the relevant email trail in this connection without making any copies or taking any prints.

[Sunil B.G. & Associates]

No need for the compliance certificate. the compliance certificate counts for the particular financial year and for that particular year there was a CS in that company, hence no compliance certificate is required.

Thanks & Regards,

CS.Sunil Kumar B.G.
Sunil B.G. & Associates
Company Secretaries
Mysore
http://cssunilbangerabg.blogspot.com/

--
Find eNewsletters of ICSI Mysore at: http://www.icsi.edu/NewsEvents/enewsletters/tabid/1757/Default.aspx AND www.esnips.com/web/icsimysore
 
You received this message as you are subscriber. To unsubscribe email to: csmysore-u...@googlegroups.com

[kaustubh shevade]

Hi all,

I also agree with Sunil's opinion.

But accounts are prepared, audited and signed after 31st March, then what to do, if the CS is not available to sign, irrespective of his presence through out the year.

Kindly reply.   

--

Thanks & Regards,

 

Kaustubh P. Shevade

 

 

 

Go Green......Save the Earth.....Plant more Trees.

[jayesh sharma]

Hi,

please take note that You need to get the compliance certificate because while filing the form No 23AC, it will ask the SRN of the Form 66 or the details of the Company secretary (who has already resigned). 

thanks & regards,

jayesh sharma

[Sunil B.G. & Associates]

SRN of form-66 is required only when the company secretary is not in employment of the company for that particular FY and moreover the mentioning the SRN is not a mandatory, MCA system will be having the record of the CS availability for that particular FY, hence you need not to get the compliance certificate. the system will accept the form.

[CS A Rengarajan]

for information please

 

regards

---------- Forwarded message ----------
From: BIPIN ACHARYA <bipins...@gmail.com>
Date: Sat, Jun 11, 2011 at 9:34 AM
Subject: Re: [CS_yahoogroups) compliance certificate PCS
To: company_...@yahoogroups.com

 

Dear friends,

1/.   Proviso to section 383A[1]  of the Act requires the company to file CC with ROC and to attach a copy of CC to its Directors' Report.

       Under the scheme of the Act, Directors' Report is required to be attached to the company's Balance Sheet.

2/.  It follows that CC will be required at the time of  approving and signing Directors' Report.
      CC should be procured normally before the approval of Directors' Report so that the Directors can explain their position on the adverse remark, if any, in CC.
       Technically, CC can be obtained  after Directors' Report is approved and signed,but, before the same is issued because the law requires a copy of CC to be attached to Directors' Report and does not require the copy of CC  to be annexed to Directors' Report.

        In the given case, at the time of approval of Directors' Report, the company's paid-up capital is Rs.4.5 crores. [ between ten lakh rupees  and five crore rupees ] attracting the Proviso to section 383A[1] requiring a copy of CC to be attached to Directors' Report.

3/.     As to the  implications of the employment of CS by the company till 31-3-2010 on the  primary requirement s of obtaining CC from a PCS and  attaching a copy of CC to DR under the substantive law comprised in the Proviso to section 383A of the Act, the provisions under the Companies [ Compliance Certificate ] Rules, 2001,but, do not include  any relevant implications provided for therein in the matter as to whether a company covered thereunder and employing a qualified CS, voluntarily, is required to obtain CC from a PCS or not.

        In the given case, if the company had in employment a qualified CS ,as on 15th March, 2009 who continued in the employment till 31-3-2010, the applicability of the Proviso to Rule 3A of the Companies [ Appointment And Qualifications of Secretary] Rules, 1988, as inserted from 15-3-2009, needs  to be  considered.It reads:
        " Provided that where a company has appointed under sub-rule[3] or this sub-rule,a whole-time secretary, possessing the qualification of membership of the Institute of Company Secretaries of India, such a company is not required to obtain  a certificate from a secretary in whole-time practice under Rule 3 of the Companies  [Compliance Certificate ] Rules, 2001."

4/.     As stated earlier, the applicability to the Proviso to section 383A of the Companies Act,  primarily arises at the time of approving, signing and issuing Directors' Report to which a copy of CC is required to be attached.
         At that time, the company under reference has no qualified CS employed with it.

5/.      The company covered under the Proviso to section 383A[1]  has to, for filing with ROC,  obtain  from a secretary in whole-time practice a certificate  as to  whether the company has complied with the provisions of this Act and the certificate as such is required to be in  be in such form and  [ to be filed ]within such time  shall be subject to such conditions as may be prescribed and all of which have been prescribed in the Companies [ Compliance Certificate ] Rules, 2001. These CC Rules , made under the powers conferred upon the Central Government under section 383A[1], do not stipulate any condition as to whether or not  a company covered thereunder and employing  a qualified CS will have  to obtain such certificate from a PCS.

6/.     Pertinently,  the format of CC, referred to in Rule 3[2] of the Companies [ Compliance Certificate ] Rules, 2001 requires the PCS to certify as to whether the company has complied with the specified requirements during the financial year referred to in the format.
         It follows that such CC can be obtained only after the conclusion of the relevant financial year [ 31st March, 2010 in the given case ].

7/.     Thus, it may be noted that both  the primary requirements of obtaining CC from a PCS and also that of attaching a copy of CC to Directors' Report , as provided for in the Proviso to section 383A[1] and the Rules made thereunder , envisage CC being obtained and filed AFTER the conclusion of the relevant financial year and in the given case, the Company does not have a qualified CS in employment and, therefore, it may be safe to conclude that the company under reference is required to obtain CC from a PCS.

8/.     Another l interpretation of the above may take into consideration all the aspects involved and thereafter may conclude that  the company, not required to employ a whole-time secretary, having voluntarily appointed a qualified CS who continued in employment throughout FY 2009-10 might not have been required to obtain CC[ per the Proviso to Rule 3A referred to in item 3 hereof,  had the qualified CS continued after the conclusion FY 2009-10 and particularly till the point of time when the requirement of obtaining CC from a PCS arose.

Members may share their views and work-experiences,please.

charms,
bipin

On Thu, Jun 9, 2011 at 10:37 PM, CS A Rengarajan <csaren...@gmail.com> wrote:

--
Bipin S. Acharya
Practising Company Secretary
CP 8      FCS 424
B/3, Ripple Apartments,
Near Hindu Mahila Milan Mandir,
Narayan Nagar,
Paldi, Ahmedabad- 380007
Ph: (079) 32516425
Mobile: 09327046425
email: bipins...@gmail.com
          bipins...@yahoo.com

 "You can if you think you can."
 "You can not change what you will not  confront."

__._,_.___

Reply to sender | Reply to group | Reply via web post | Start a New Topic

Messages in this topic (2)

Recent Activity:

• New Members 9
• New Files 1

Visit Your Group

Switch to: Text-Only, Daily Digest • Unsubscribe • Terms of Use

.

__,_._,___