Vol. XIX • No. 19 • Oct - Nov - Dec 2014
Happy New Year 2015
Office Bearers
Office Bearers of ICSI-WIRC elected for the year 2015 at the 284th meeting of the Western India Regional Council of the Institute of Company Secretaries of India held on Wednesday, 21st January 2015 at ICSI-WIRC premises, Nariman Point, Mumbai PUNE.
The other Members of the Regional Council are S/Shri:
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Articles
CS OMKAR V DEOSTHALE COMPANY SECRETARY IN PRACTICE PUNE
What is DEPOSIT for Section 74?
Introduction:
Newly borne Companies Act 2013 (the Act) has many interpretational issues. Section 74 is one such section. Section 74 puts onerous responsibility on Corporate to pay back all the deposits accepted within 1 year from 1 April 2014 i.e. date of effecting section 74. The reach of controversy has increased due to the definition of deposits read with Rule 2(1)(c) of the Companies (Acceptance of Deposits) Rule, 2014 (the Rules). Rule 2(1)(c) excludes certain categories of funding arrangement from the definition of the term Deposit for the Act. However, it does not contain certain categories which were exempted as Deposit as per the Companies (Acceptance of Deposit) Rules, 1975 (the 1975 Rules). Following questions need to be answered, which requires some interpretation exercise.
What is meaning of the word “deposit” for the purposes of section 74 of the Act?
Whether it must be interpreted as per the provisions of the Act i.e. meaning ascribed to the word deposit under section 2(31) of the Act read with Sub-rules (i) to (xiv) of Rule 2(1)(c) of the Rules or as per explanation to section 58A of the Companies Act 1956 (the 1956 Act) read with the 1975 Rules?
According to section 74(1) of the Act, if a company has accepted any deposits before the commencement of this Act (commencement of sections 73 to 76), and such deposits are unpaid at such commencement (fully or partly and also any interest on them) the company must:
(a) file with the Registrar within three months of such commencement or of the date on which such payments are due, a statement in Form DPT-4, containing details of all the deposits accepted by the company and sums remaining unpaid including interest payable, along with the arrangements made for such repayment,; and
(b) repay the deposits within one year from such commencement or from the date on which such payments are due, whichever is earlier.
Section 74 provides for certain compliances in respect of the deposits accepted prior to the commencement of the Act. Section 74 does not define the word “deposit” separately for its purposes. The question is whether the term “deposit” used in section 74 of the Act must be interpreted as per the Act read with the Rules or as defined in the 1956 Act read with the 1975 Rules.
What is Deposit as per the Act?
The term Deposit is defined in section 2(31) of the Companies Act, 2013 (the Act) as “deposit” includes any receipt of money by way of deposit or loan or in any other form by a company, but does not include such categories of amount as may be prescribed in consultation with Reserve Bank of India.
The Rules further exclude some categories from the term of Deposit in its Rule 2(1)(c). Sub-rule (i) to (xiv) of Rule 2(1)(c) of the Rules list down the categories of exempted deposits.
Section 2 of the Act starts with the wording “In this Act, unless the context otherwise requires - ….. Therefore, section 2(31) in its entirety must be read as follows:
Section 2 – In this Act, unless the context otherwise requires:
(31) “deposit” includes any receipt of money by way of deposit or loan or in any other form by a company, but does not include such categories of amount as may be prescribed in consultation with Reserve Bank of India.
Use of words ‘unless the context otherwise requires’ in the definition section –
The interpretation of the expression ‘otherwise’ can be explained by reference to the context of the particular provisions. If a definition is provided to an expression, the courts are not free to construe the expression otherwise, unless it is so warranted by the use of the expression such as ‘except otherwise provided’ or ‘except if the context otherwise indicates’. In the absence of the definition, the courts should bear in mind that a word may be used in different senses according to the context and that the court should select only that meaning which is relevant to the context in which it has to interpret that word. The expression used in a statute should ordinarily harmonise with the object of the statute and which effectuates its aims and objects which cannot be ignored. The very conception of interpretation connotes that the words have to be construed in the context in which they are used. They derive colour from their context. A word, like a man, is very often known by the company it keeps and, accordingly, a word is very often to be understood in the context and collocation it is used. This rule of interpretation is known as noscitur a sociis. The interpretation of expression ‘otherwise’ can, however, be explained by reference to a particular context.
The Supreme Court stated that the definition given in the interpretation clause having regard to the contents would not be applicable . It stated that:
“A bare perusal of section 2 of the Act shows that it starts with the words “in this Act, unless the context otherwise requires. . . .” Let us find out whether in the context of the provisions of section 64 of the Act the defined meaning of the expression “management” can be assigned to the word “management” in section 64 of the Act. In para 3 of the Regulation, the Essentiality Certificate required to be given by the State Government to establish a new medical college is to be given by the State Government under section 64 of the Act. If we give the defined meaning to the expression “management” occurring in section 64 of the Act, it would mean the State Government is required to apply to itself for grant of permission to set up a Government medical college through the university. Similarly it would also mean the State Government applying to itself for grant of Essentiality Certificate under para 3 of the Regulation. We are afraid the defined meaning of the expression “management” cannot be assigned to the expression “management” occurring in section 64 of this Act. In the present case, the context does not permit or requires applying the defined meaning of the word “management” occurring in section 64 of the Act.”
When the question arises as to the meaning of a certain provision in a statute, it is not only legitimate but also proper to read that provision in its context. The context here means, the statutes as a whole, the previous state of the law, other statutes in pari material, the general scope of the statute and the mischief that was intended to remedy.
The Rule of contextual interpretation requires that the court should examine every word in the statute in its context, while keeping in mind the preamble of the statute, other provision thereof, pari material statute, if any. Context often provide a key to the meaning of the word and the sense it carries.
Discussion & Answer to the poser:
Section 74 of the Act provides that if a company has accepted any deposits before the commencement of this Act, and such deposits are unpaid……. The wording is clear to refer to the deposits accepted before commencement of the Act. That means deposits accepted as per the 1956 Act. Section 74 uses the word deposit but does not define it to mean the deposit as per the 1956 Act.
Section 74(1) of the Act regulates that any deposit accepted by the Company prior to commencement of the Act and if unpaid as on the date of such commencement, such deposit:
Must be reported to Registrar in form DPT 4; and
Must be repaid within one year from the commencement of the Act i.e. on or before 31 March 2015.
The context in which section 74 of the Act uses the word ‘deposit’ is the deposit accepted prior to commencement of the Act. Meaning of the expression “deposit” (as defined in section 2(31) read with the Rules) cannot be assigned to the expression “deposit” occurring in section 74 of the Act. In the present case, the context does not permit or requires applying the defined meaning of the word “deposit” occurring in section 74 of the Act.”
Further, if the word ‘deposit’ is interpreted as per new enactment i.e. the Act for the purposes of section 74 of the Act, this would have the effect of negating the provisions of the earlier statute on the subject i.e. the 1956 Act. It is well settled rule of interpretation that for the interpretation of the statute an attempt must be made to give effect to each and every provision and no provision should be considered surplusage.
Therefore, the word deposit used in section 74 must be interpreted to mean deposit as per the provisions of the 1956 Act and all those categories of deposits which were exempted from the purview of deposit as per the 1975 Rules, but may not be exempted under the provisions of the Act read with the Rule, must not be considered as deposits for the purposes (limited purposes) of Section 74 of the Act. Therefore, form DPT 4 is not required to be filed for such categories of deposits; neither is it required to be repaid within 1 year from the commencement of section 74 of the Act.
For example –
Any amount received prior to 1 April 2014 as loan from the shareholders of the private company;
Any amount received prior to 1 April 2014from the relative of director of the company;
Any amount received prior to 1 April 2014from the issue of bonds or debentures which are optionally convertible in to shares.
Any amount received as advance towards supplies or services prior to 1 April 2014 and one year was elapsed on 1 April 2014, etc
The above categories of receipts will not term as deposits for the limited purposes of section 74 of the Act. Hence, Form DPT 4 is not required to be filed for such categories of receipts. However, any new receipt of amounts under such categories will trigger compliance of sections 73 to 76 read with the Rules.
The critics and discussion on this article are welcome.
CS Omkar V Deosthale
Company Secretary in Practice
Pune
csomkardeosthale@gmail.com
Cartoon
Photo Feature
PHOTO FEATURE
Photo features – it’s my India
Advice of Corporate BABA
Captured by CS Ajay Kumar |
WIRC Advertisement
require a COMPANY SECRETARY
A qualified Company Secretary for a Private Limited Company in Mumbai. Please apply with full details and experience to:
A.U. Thakurdesai & Co.
4, May Queen, 33rd Road,
Bandra (West), Mumbai – 400 050.
Email: aartithakurdesai@gmail.com
Requires a COMPANY SECRETARY
Required urgently qualified company secretary for a private limited company having paid up capital of rs.6/- crore. Knowledge of companies act, 1956, accounts etc. Is necessary. Fluency in english language is preferable.
Age 25 to 30 years.
Apply rungata rayon tex pvt.ltd.
Regd. Off: 306, kakad market, 3rd floor, kalbadevi road, mumbai – 400 002.
Apply with bio-data and expected salary.
Requires a COMPANY SECRETARY
Applications are invited for the position of company secretary based at mumbai.
The ideal candidate being an acs/fcs having good drafting skill. Additional qualification in law and having knowledge of compliances by listed companies under the companies act & listing agreement will be given preference.
Application must include a cover letter describing the candidate’s strength and vision, and a detailed resume which should be mailed within 10 days to: -
Mr. Sevantilal s. Kapashi
Whole-time director
N p k enterprise private limited
Nishuvi, 4th floor, 75 dr. A. B. Road
Worli, mumbai – 400 018.
Email address: skapashi@inducorp.co.in
Requires a COMPANY SECRETARY
Applications are invited for the position of company secretary based at mumbai.
A QUALIFIED COMPANY SECRETARY IN WHOLE-TIME
EMPLOYMENT
At Andheri (East), Mumbai
For a reputed Public Company engaged in business of hotels. The candidate should possess minimum two years’ experience in handling secretarial and legal work and should be conversant with the Corporate Laws
.
Application must include a cover letter describing the candidate’s strength and vision, and a detailed resume which should be mailed within 10 days to: -
Director
SHELL INN INTERNATIONAL LIMITED
Holiday Inn Mumbai International Airport, Sakinaka Junction,
Andheri – Kurla Road, Andheri – East, Mumbai – 400072,
Tel.No.91 22 67417000, Email : info@shellinn.com
LIC HOUSING FINANCE LTD.
Corporate Office, Mumbai
Requires a COMPANY SECRETARY
We require Company Secretary who fulfills following eligibility criteria:
Eligibility criteria:
• 50% in CS-Final
• Minimum Qualification for:
i. Assistant Manager : Member of ICSI
ii. Deputy Manager : Member of ICSI, along with minimum 3 years of relevant experience
• Age – 21 to 35 years as on 01.12.2014
• Likely Number of Positions: 3
• Location: Mumbai (Position is transferrable in any of the offices of the company or its subsidiaries)
• Selection process: Interview of shortlisted candidates.
Interested candidates should submit the resume on our website www.lichousing.com (Career: Submit Resume)
Applications received on or before 30th December 2014 or 15 days from the date of publishing the advertisement, whichever is later will only be considered.
Note: Resumes submitted online on our website will only be accepted. The selection will depend on suitability of the candidates and decision of the company will be final.
Case Law at Glance
A BIRD’S EYE VIEW: RECENT JUDGEMENTS ON COMPANY LAW
Rectification of Register
During 2004-05, Petitioner Company transferred equity shares, details of which were not noted/ posted in Register of Members through inadvertence. Due to this oversight, Annual Return of Company was not filled with proper updated list of members. In a year 2008-09, during course of obtaining compliance certificate, secretarial auditors pointed out said default made by company and on acting of their recommendation and advice, company immediately decided to file necessary application suo motu before Company Law Board, for purpose of correction of members register. Petitioner company thus prayed that it be allowed to rectify its registers of members and further prayed to pass an order thereby directing ROC to allow necessary corrections on record of company and further direct ROC to correct and up-date their record. Since nobody had come forward to oppose Petition and respective transferors and transferees had confirmed transfer of shares on affidavits, there was no reason to reject Petition. Thus Petition was to be allowed ex parte as prayed and company was to be permitted to rectify register of members maintained by it - MAKSON NUTRITION FOOD INDIA (P.) LTD., [2014] 127 SCL 231/47 (CLB - MUMBAI).
2) DIRECTORSAppointments of directors in banking company made under section 10A of banking Regulation Act were challenged being opposed to mandates of its articles. Since there was no remedy provided under Companies Act for redressal of such a grievance before any particular court or forum or by recourse to any particular machinery, jurisdiction of civil court could not be said to be impliedly barred by Companies Act for redressal of such a grievance. MRS. MADHU ASHOK KAPUR V. RAMA KAPOOR, [2014] 124 SCL 248/48 (HIGH COURT - BOMBAY).
3) RECTIFICATION OF REGISTER OF MEMBERSMaintainability of petition under sections 111 and 111A before the Compnay Law Board Cannot be challenged on the ground of jurisdiction. Sections 111 and 111A - KAMLESH KALIDAS SHAH V. LARSEN & TURBO LTD. [2014] 122 CLA 255 (CLB - MUMBAI).
4) OPPRESSION AND MISMANAGEMENTArbitral tribunal cannot grant reliefs prayed for, however, the Company Law Board can mould the reliefs and grant even reliefs not prayed for provided the petitioners succeed to prove their allegations of acts of oppression and mismanagement - Section 397/398 and 402 read with section 8 of Arbitration and Conciliation Act, 1996 - SADBHAV INFRASTRUCTURE PROJECT LTD. V. MONTECARLO LTD. [2014] 122 CLA 148 (CLB - MUMBAI).
5) INVESTIGATION OF COMPANY’S AFFAIRSAppellant filed an application for holding meeting of shareholders for approval of scheme of amalgamation. Single Judge finding some irregularities directed investigation by various agencies. Appellant filled appeal contending that Single Judge was carrying on roving enquiry and he should either allow or dismiss its application. Since Single Judge was competent to issue direction under section 237(a)(ii) and, therefore, Single Judge was justified in carrying on investigation. However, it was for Central Government to decide which authority would investigate and, therefore, it was a fit and proper case for Central Government to consider as to whether an investigation should be carried out by appropriate agency having authority in law followed by action that would be permitted in law. Appellant could not be permitted to proceed with proposed scheme of amalgamation and, therefore, application for convening meeting of shareholders was to be dismissed - MAHAK VYAPAAR (P.) LTD. V. REGISTRAR OF COMPANIES, MINISTRY OF CORPORATE AFFAIRS [2014] 126 SCL 255/46 (HIGH COURT - CALCUTTA).
6) SHARE CAPITALEven if resolution is passed, the Company Law Board has no jurisdiction to interfere with the resolution passed in the meetings - SECTION 81(1A). SOUTHINDIA INFRASTUCTURE DEVELOPMENT CO. (P.) LTD. V. KAKINADA SEAPORTS LTD. [2014] 122 CLA 268 (CLB – CHENNAI). BY AJAY KUMAR BCOM (H), L .L .B, F.C.S, ACIS (UK) PRACTICING COMPANY SECRETARY )
WIRC Program October
ICSI-WIRC Half Day Program on Amalgamations / Mergers & Companies Act, 2013 including Cross Border Mergers
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Date |
Saturday, October 04, 2014 |
Venue |
ICSI-WIRC A/C Auditorium, 5th Floor, Jolly Maker Chambers, No. 2, Nariman Point Mumbai – 400021 |
Topic |
Amalgamations / Mergers & Companies Act, 2013 including Cross Border Mergers |
Chief Guest / Speakers |
Shri Raju Ananthanarayanan Director, Lex Praxis Shri Harshul Shah & Team Mumbai |
Delegates |
37 Participants had attended the Meeting |
Other features |
October 04, 2014 was a significant Day for WIRC like all the offices of ICSI and the day will be remembered for the cultural events and Half Day Program on Amalgamations / Mergers & Companies Act, 2013 including Cross Border Mergers. Students took part in various cultural activities with full spirit and vigor which included music, dance, presentations, skit and many more. The limelight of the cultural event was the Poster Making Competition where students exposed their talent, depicted their imagination in the form of pictures and words about their institute. The posters were profound and carried and inherent thoughts about the institute. In the end the students who excelled in various activities were duly complimented. Further a Half Day Program on Amalgamations / Mergers & Companies Act, 2013 including Cross Border Mergers was held at the Fifth floor of WIRC which was address by CS Raju Ananthanarayanan and CS Harshul Shah. CS Raju, Director, Lexpraxis delivered the introductory remarks, briefed the audience about the significance of CS Day and gave an overview on Cross border transactions. Thereafter CS Shah and his team spoke on Provisions of the Companies Act 2013 relating to M&A. Details of Company Secretary Benevolent Fund was displayed and a separate counter was kept to enroll the members for CSBF.
Members participated in the CS Day program keeping their spirits to the optimum level. The celebrations concluded with High tea. |
ICSI-WIRC Half Day Program on Company Law Settlement Scheme 2014
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Date |
Friday, October 10, 2014 |
Venue |
ICSI-WIRC A/C Auditorium, 5th Floor, Jolly Maker Chambers, No. 2, Nariman Point Mumbai – 400021 |
Topic |
Company Law Settlement Scheme 2014 |
Chief Guest / Speakers |
Ms.Anannya Saikia, Assistant RoC, Ministry of Corporate Affairs CS Surendra Kanstiya , Practising Company Secretary |
Delegates |
9 Participants had attended the Meeting |
Other features |
WIRC organized a Program on the above theme on Friday October 10, 2014 as a part of its awareness drive, of the new scheme initiated by the MCA.The Program was held at ICSI-WIRC auditorium at Nariman Point,Mumbai.
Ms.Anannya Saikia, Assistant RoC, Ministry of Corporate Affairs was the Guest of Honour. During the introductory remarks she spoke on the recent professional friendly initiatives of the MCA and spoke on CLSS 2014 from the regulators perspective.
CS Surendra Kanstiya ,Practising Company Secretary spoke on the practice and procedure of CLSS 2014.
The program was well attended by members of the institute particularly from the practicing fraternity. |
Borivali Study Circle Meeting on ‘Secretarial Audit under the Companies Act, 2013’
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Date |
Sunday,12thOctober, 2014 |
Venue |
A V Hall, Don Bosco High School, Borivali (West), Mumbai – 400091 |
Topic |
Secretarial Audit under the Companies Act, 2013 |
Speakers |
CS Keyoor Bakshi, Practising Company Secretary |
Delegates |
103 |
Other features |
CS Nirav Gala, Co-ordinator of Borivali Study Circle welcomed all the participants present at the study circle and CS Nirav Shah introduced thespeaker to the members. CS Keyoor Bakshi, highlighted the specific relevant provisions relating to Provision of Secretarial Audit. Following topics were briefed by him:
The session followed by suggestions and clarifications by participants on provisions related to Secretarial Audit as per the Companies Act, 2013.
CS Hardik Kothari, expressed a sincere vote of thanks to CS Keyoor Bakshi and delivered a deep and sincere Vote of thanks to all concerned. |
Kandivali Study Circle Meeting
Topic: “Corporate Governance and its Relevance in today’s context” |
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Date |
Sunday, 12th October, 2014 – 9:30 a.m. to 1:00 p.m. |
Venue |
Sarovar Banquet Hall, 2nd Floor, Payyade International Hotels Pvt. Ltd., Vasanji Lalji Road, Near Railway Station, Kandivali (West), Mumbai – 400 067. |
Topic |
Corporate Governance and its Relevance in today’s context |
Chief Guest / Speakers |
Rajnish Rangari Founder and Promoter of Hibiscus Group |
Delegates |
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Other features |
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Ghatkopar Study Circle Meeting on Due Diligence Listing, Take over, Mergers and acquisitions
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Date |
Friday ,17th October, 2014 – 06.30 pm. to 08.30 pm. |
Venue |
AV Hall, 1st Floor, New SNDT, Cama Lane, Ghatkopar ( W) Mumbai- 400 077 |
Topic |
Due Diligence Listing, Take over, Mergers and acquisitions |
Chief Guest / Speakers |
CWA Nayana Savla B. Com, BGL (law), AICWA, CISA, CFAP (Forensic Accounting), |
Delegates |
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Other features |
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ICSI-WIRC Program on Revised Clause 49 of the Listing Agreement and Proposed Clause 36 (Price Sensitive Information)
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Date |
Saturday, October 18, 2014 |
Venue |
A V Hall, Don Bosco High School, L.T. Road, Vazira Naka, Borivali (West), Mumbai – 400091. |
Topic |
Revised Clause 49 of the Listing Agreement and Proposed Clause 36 (Price Sensitive Information) |
Chief Guest / Speakers |
Ms. Netra Sahani, Dy. General Manager, Listing Compliance, BSE Limited CS Shailashri Bhaskar, Former DGM, SEBI & Practising Company Secretary |
Delegates |
59 Participants had attended the Meeting |
Other features |
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WIRC Program November
ICSI-WIRC Program on Compliance on Listing Agreement
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Date |
Saturday, November 01, 2014 |
Venue |
ICSI-WIRC A/C Auditorium, 5th Floor, Jolly Maker Chambers, No. 2, Nariman Point Mumbai – 400021 |
Topic |
Compliance on Listing Agreement |
Chief Guest / Speakers |
Mr. Manu Thomas, Senior Manager, Listing Compliance, BSE Ltd, Mr. K. Venkataraman, Practising Company Secretary & Former Company Secretary, Dainik Bhaskar Group, Ms.Vaneesa Abhishek, Advocate, Bombay High Court & Former Legal Officer, |
Delegates |
73 Participants had attended the Meeting |
Other features |
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Kandivali Study Circle Meeting
Topic: “Book Building – Its intricacies & some important concepts.” |
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Date |
Sunday, 2nd November, 2014 – 9:30 a.m. to 1:00 p.m. |
Venue |
Sarovar Banquet Hall, 2nd Floor, Payyade International Hotels Pvt. Ltd., Vasanji Lalji Road, Near Railway Station, Kandivali (West), Mumbai – 400 067. |
Topic |
Book Building – Its intricacies & some important concepts |
Chief Guest / Speakers |
CS B. Narasimhan, Practicing Company Secretary & Central Council Member of ICSI |
Delegates |
113 Participants had attended the Meeting |
Other features |
CS B. Narasimhan explained in detail Book Building – Its intricacies & some important concepts with Power Point presentation. He also briefed about the various methodology of basis of Allotment adopted by Stock Exchanges in past. . The session was very interesting and interactive. |
Borivali Study Circle Meeting on ‘Two Powerful Ongoing Revolutions that will reshape our Legal and Governance frameworks in this Century’ |
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Date |
Sunday,09th November, 2014 |
Venue |
A V Hall, Don Bosco High School, Borivali (West), Mumbai – 400091 |
Topic |
Two Powerful Ongoing Revolutions that will reshape our Legal and Governance frameworks in this Century |
Speakers |
Mr. Subramaniam Vutha, Advocate, (Former Senior Vice President, Legal, of Tata Infotech Ltd) |
Delegates |
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Other features |
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ICSI-WIRC Half Day Program on Disclosures under Companies Act & SEBI (with Focus on Prevention of Insider Trading, Appointment of Independent Directors and clause 49)
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Date |
Friday, November 14, 2014 |
Venue |
ICSI-WIRC A/C Auditorium, 5th Floor, Jolly Maker Chambers, No. 2, Nariman Point Mumbai – 400021 |
Topic |
Disclosures under Companies Act & SEBI (with Focus on Prevention of Insider Trading, Appointment of Independent Directors and clause 49) |
Chief Guest / Speakers |
Mr. R Balakrishnan, Former Company Secretary Foseco India Limited, Pune |
Delegates |
53 Participants had attended the Meeting |
Other features |
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Ghatkopar Study Circle Meeting on LLP - Emerging/Established Corporate Form
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Date |
Friday , 21st November, 2014 – 06.30 pm. to 08.30 pm. |
Venue |
AV Hall, 1st Floor, New SNDT, Cama Lane, Ghatkopar ( W) Mumbai- 400 077 |
Topic |
LLP - Emerging/Established Corporate Form |
Chief Guest / Speakers |
CS Dhawal Gadda Practicing Company Secretary (BMS, LLB, ACS) |
Delegates |
38 Participants had attended the Meeting |
Other features |
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ICSI-WIRC Half Day Program on FEMA-Outbound Investment (with specific reference to Hong Kong)
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Date |
Friday, November 28, 2014 |
Venue |
ICSI-WIRC A/C Auditorium, 5th Floor, Jolly Maker Chambers, No. 2, Nariman Point Mumbai – 400021 |
Topic |
FEMA-Outbound Investment (with specific reference to Hong kong) |
Chief Guest / Speakers |
Shri Raju Ananthanarayanan, Director,Lex Praxis, Shri Arvind Salvi,Former DGM,RBI, Shri Pravin Prasad, Amicorp Advisory Services Pvt Ltd, Shri Pankaj Kumar, Amicorp Advisory Services Pvt Ltd, |
Delegates |
58 Participants had attended the Meeting |
Other features |
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WIRC Program December
ICSI-WIRC Program on Announces Talk on CSR during Corporate Governance Week
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Date |
Thursday, December 18, 2014 |
Venue |
ICSI-WIRC A/C Auditorium, 5th Floor, Jolly Maker Chambers, No. 2, Nariman Point Mumbai – 400021 |
Topic |
Talk on CSR during Corporate Governance Week |
Chief Guest / Speakers |
Shri N L Bhatia, President, IEWA & Practising Company Secretary |
Delegates |
43 Participants had attended the Meeting |
Other features |
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Ghatkopar Study Circle Meeting on Oppression and Mismanagement under The Companies Act, 2013
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Date |
Friday ,19th December, 2014– 06.30 pm. to 08.30 pm. |
Venue |
AV Hall, 1st Floor, New SNDT, Cama Lane, Ghatkopar ( W) Mumbai- 400 077 |
Topic |
Oppression and Mismanagement under The Companies Act, 2013 |
Chief Guest / Speakers |
CS Vimal Kishor,B.Sc., A.C.S., LL.B., AIII,Company Secretary and Legal & Compliance Head atLiberty Videocon General Insurance Company Ltd |
Delegates |
52 Participants had attended the Meeting |
Other features |
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Andheri Study Circle Meeting on SME-IPO Opportunities for CS |
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Date |
Saturday, 20th December, 2014 |
Venue |
Sardar Vallabhbhai Engineering College bldg, Bhavan’s College Campus , Near Navrang Cinema& Vrindavan Restaurant, Andheri (West), Mumbai |
Topic |
SME-IPO Opportunities for CS |
Chief Guest / Speakers |
CS A. Sekar, Practising Company Secretary |
Delegates |
43 Participants had attended the Meeting |
Other features |
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Borivali Study Circle Meeting on Employment & Labour Laws – Changing Paradigm |
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Date |
Sunday,21st December, 2014 |
Venue |
A V Hall, Don Bosco High School, Borivali (West), Mumbai – 400091 |
Topic |
Employment & Labour Laws – Changing Paradigm |
Speakers |
CS Ankur Srivastava, Managing Partner, Ezy Laws – Legal Advisory Firm |
Delegates |
71 Participants had attended the Meeting |
Other features |
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Chapter News
Ahmedabad Chapter 13th Management Skills Orientation Program |
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Date |
Monday, 29th September, 2014 to Saturday, 18th October, 2014 |
Venue |
Ahmedabad Chapter office |
Time |
10am to 06pm |
Topics |
Management Skills Orientation Programme |
Chief Guest / Speakers |
The Inaugural session of the 13th MSOP was graced by the presence of Shri Yamal Vyas, a fellow member of ICSI and ICAI and a Whole Time Member of Gujarat State Third Finance Commission and Chairman, TEFC Committee, ICSI Ahmedabad Chapter. The dignitaries and Executive Officer welcomed 13th MSOP participants and addressed them with their heartening speech. |
Delegates |
The No. of participants of 13th Management Skills Orientation Programme was 55. |
Other features |
During the 13th MSOP, many renowned faculties deliberated sessions including senior Company Secretaries like Ms. Kruti Jadawala, Mr. Siddharth Bhandari, Mr. Jwalant Bhavsar, Mr. Deepak Makhwana, Mr. Pabitra Ranjan, Ms. Rakhi Dutta, Mr. Uday Dholakiya and other faculties like Advocate Utkarsh Jani, Advocate Udayan Vyas, Mr. Snehal Desai, CA Prakash Udeshi, Advocate Kaivalya Baxi, Advocate Naveen Pahwa, Mr. Belur Baxi, Secretary, Managing Committee, Ahmedabad Chapter, Member, TEFC Committee, Chairman, Managing Committee, Ahmedabad Chapter, Member, Managing Committee, Ahmedabad Chapter etc. on various topics as per training guidelines of the ICSI. The participants cherished and benefited with the knowledge and experience of the faculties and were motivated to put their best foot forward in their professional life. The Mock Board meeting was held on Tuesday, 7th October, 2014. The participants were divided into 4 groups and accordingly Mock Board meetings were conducted in the Board Room of the companies like Adani Group of Companies, CLP Power Pvt. Ltd, Gujarat Ambuja Exports Ltd. and Dishman Group of Companies. The participants benefitted from the guidance provided by the Company Secretary of the concerned company regarding the Do’s and Don’ts in the board meeting. On Thursday, 16th October, 2014, the participants were taken for a visit to the High Court of Gujarat. The participants were accompanied by the two co-coordinators, the Executive Officer and 1 staff member of the ICSI Ahmedabad Chapter. During the visit, the participants attended 3-4 case proceedings and in one case proceeding, the participants got the opportunity to hear the Honorable P. Chidambaram, who was prosecuting a CST matter. The participants also gave PPT PRESENTATIONS on various topics like Amalgamation and Merger, Takeover and Insider Trading, Service Tax, Critical Aspects of Companies Act, 2013, FEMA, NBFC and Intellectual Property Rights which enabled them to come out with their own views, improve their presentation skills and also increase their knowledge on the topic. The Valedictory session was graced by the presence of Shri Alok Choudhary, General Manager, State Bank of India and the Treasurer, Managing Committee, Ahmedabad Chapter. The Executive Officer welcomed the dignitaries on the Dias and participants to valedictory Session of the 13th MSOP. The Honorable guest congratulated the participants for successfully completing their 15 days training and wished them to do their best in their professional career. Mr. Kapil Dighe was awarded with the title of “Best Participant” of the 13th MSOP Batch. The MSOP completion certificate was distributed to all the participants and then a vote of thanks was given by the coordinators of the 13th MSOP batch. Overall the 15 days training was indeed a success and a great learning experience for all the participants as well as the coordinators. |
Ahmedabad Chapter CS Day Celebration |
|
Date |
Saturday, 04th October, 2014 |
Venue |
Ahmedabad Chapter office |
Time |
04.30 pm to 06.30 pm |
Topics |
Panel Discussion on “Importance of Youth” and A Lecture Meeting on “Brand You” |
Chief Guest / Speakers |
Ms. Kruti Jadawala, Corporate Trainer guided the participants including CS Members and Students in the Panel Discussion on “Importance of Youth”. The Lecture Meeting on “Brand You” was addressed by Mr. Snehal Desai, AGM, Adani Enterprises Ltd. |
Delegates |
The Programme was attended by 14 Members & 18 Students. |
Other features |
The Secretary, Ahmedabad Chapter of WIRC of ICSI, Senior CS members, PCS and students attended the programme. |
Ahmedabad Chapter PROFESSIONAL DEVELOPMENT PROGRAMME (PDP) ON CENTRAL EXCISE & CUSTOMS |
|
Date |
Friday, 07th November, 2014 |
Venue |
Ahmedabad Chapter office |
Time |
10.30 am to 11.30 am |
Topics |
Central Excise & Customs |
Chief Guest / Speakers |
The session was addressed by Mr. Nilesh Suchak, a practising Chartered Accountant at Ahmedabad. The session was very informative and was a great learning experience to all the participants. |
Delegates |
The Programme was attended by 109 CS Students. |
Other features |
The session was concluded with vote of thanks to the faculty for sparing his valuable time and sharing knowledge with the participants. The certificate of 01 hour PDP was given to all the participants. The Chapter extended gratitude to all the participants for their active participation in the PDP training. |
Ahmedabad Chapter GUIDANCE PROGRAMME FOR STUDENTS OF CS EP & PP ON OBSERVATIONS OF EXAMINERS OF CS EXAM JUNE 2014 |
|
Date |
Wednesday, 12th November, 2014 |
Venue |
Ahmedabad Chapter office |
Time |
04.00 pm to 06.00 pm |
Topics |
Guidance Programme for students of CS EP & PP (Old & New Syllabus) on observations of Examiners of CS Exam June 2014 |
Chief Guest / Speakers |
The session was graced with the presence of CS B. G. Pandya – a senior CS Member & a faculty of Oral Tuition Clases (FP) Ahmedabad Chapter of WIRC of ICSI. The dignitary welcomed the students and deliberated his experience on ‘Examination of CS Course’. He also explained about the Examiners’ observations and comments on the performance of Examinees for Executive Programme and Professional Programme of June 2014 Examination and also guided the students about the key points to score good marks in the forthcoming CS December 2014 examination. |
Delegates |
The Programme was attended by 54 CS Students. |
Other features |
CS B. G. Pandya shared about good qualities to become a good professional. He replied all queries regarding CS Examination, December 2014 like basic knowledge of Examination for CS Executive & CS Professional Programme. He said, the aim of CS Executive Programme is to gain basic knowledge of executive and curriculum of provisions of Companies Act, 2013. He also told about OMR based examination in 3 (three) subjects like Cost and Management Accounting (Module-I), Tax Laws and Practice (Module-I) and Industrial, Labour and General Laws (Module-II) for CS Executive Programme (New Syllabus). He told about the basic process of Reading the course material of CS Programme and how they can improve their writing skills to impres the examiners and score good marks. The participants cherished and were benefited with the knowledge of the speaker. The Programme was successful with great learning and fun. |
Ahmedabad Chapter PROFESSIONAL DEVELOPMENT PROGRAME (PDP) |
|
Date |
Saturday, 15th November, 2014 |
Venue |
Shri Mehdi Nawaz Jung Hall, Paldi, Ahmedabad |
Time |
09.00 am to 05.00 pm |
Topics |
Drafting of Resolution, Chairman Speech, Director’s Report & Minutes etc. & 21st Century Professional |
Chief Guest / Speakers |
The full day training programe was arranged for credit of 08 hours Professional Development Programme wherein Company Secretary Students registered for the PDP training. |
Delegates |
The Programme was attended by 194 CS Students. |
Other features |
The opening session of the training was addressed by CS Anjali Bothra – a PCS at Ahmedabad. The faculty deliberated lecture on the topic "Drafting of Resolution, Chairman Speech, Director’s Report & Minutes etc." for one and a half hour. The second and third session was taken by Mr. Siddharth Bhandari, a Corporate Trainer and Mr. Vivek Nihlani. The faculties deliberated lecture on the topic “21st Century Professional” for one and a half hour and for two and a half hour respectively and covered various topics like Stress Management, qualities required to be a successful CS in current scenario, Personality Development, Interpersonal Skills etc.
The sessions were concluded with vote of thanks to each Faculty for sparing their valuable time and sharing knowledge with the participants. The certificates of 08 hours of PDP were given to all participants. |
Ahmedabad Chapter Study Circle Meeting |
|
Date |
Tuesday, 18th November, 2014 |
Venue |
Ahmedabad Chapter office |
Time |
06.00 pm to 08.00 pm |
Topics |
Contents of Annual Return under Companies Act, 2013 |
Chief Guest / Speakers |
CS Manoj Hurkat, a PCS at Ahmedabad was the faculty of the programme. |
Delegates |
The SCM was attended by 77 CS Members. |
Other features |
The faculty deliberated about different contents of Annual Return under Companies Act, 2013 by briefing a presentation. The meeting was appreciated by gathering at large. |
Ahmedabad Chapter Study Circle Meeting at Gandhinagar |
|
Date |
Saturday, 29th/Nov/2014 |
Venue |
Udhyog Bhavan, Gandhinagar |
Time |
04.00 pm to 06.00 pm |
Topics |
Open House Discussion on "Latest developments in Corporate Laws" |
Chief Guest / Speakers |
PCS Urmil Ved led the discussion at the meeting. |
Delegates |
The SCM was attended by 17 CS members and 7 CS students. |
Other features |
Members and Students discussed latest circulars issued by MCA, amendments made by SEBI in Insider trading Regulations, Delisting Regulations etc. The gathering also deliberated some of the practical difficulties faced in the Companies Act, 2013 and shared possible solutions based on experience. The meeting was appreciated by gathering at large. |
Ahmedabad Chapter CAMPUS PLACEMENT- 2014 |
|
Date |
Saturday, 29th/Nov/2014 |
Venue |
Ahmedabad Chapter office |
Time |
09.00 am to 06.00 pm |
Topics |
Campus Placement for CS Members |
Chief Guest / Speakers |
- |
Delegates |
The Campus Placement was attended by 40 CS members. |
Other features |
The Companies like Kayel Securities Ltd, Forever Precious Jewellery and Diamonds Ltd, Umesh Ved & Associates, Gujarat Credo Industries Ltd, Shalby Ltd, MAS Financial Services Pvt. Ltd, Mehta Integrated Finance Ltd, Sandip Sheth & Associates & Shah Alloys Ltd. had participated in the Campus Placement-2014 for total 13 vacancies. The Company Executives interviewed and have shortlisted approx. 15 CS Members for the post of Company Secretary, Secretarial Officer, Asst. Company Secretary or Executive Assistant in their companies.
The Campus Placement held at Ahmedabad Chapter under the guidance and leadership of Chairman, Secretary, CS Rutul Shukla & Placement Committee Chairman, CS Rohit Dudhela was successful and is expected that by the end of this year, the result will be declared by the companies who participated in the event. |
Ahmedabad Chapter Study Circle Meeting |
|
Date |
Saturday, 27th December, 2014 |
Venue |
Ahmedabad Chapter office |
Time |
06.00 pm to 08.00 pm |
Topics |
Revised Clause-49 of the Listing Agreement |
Chief Guest / Speakers |
CS M. C. Gupta, a PCS at Ahmedabad was the faculty of the programme. |
Delegates |
The Meeting was attended by 73 CS Members. |
Other features |
The faculty deliberated about different contents of Revised Clause-49 of the Listing Agreement by briefing a presentation. The meeting was appreciated by gathering at large. The Chairman, Ahmedabad Chapter of WIRC of ICSI, Senior CS members & PCS attended the meeting. The Meeting was successful with the support and guidance of CS Jaymeen Trivedi, Chairman PCS Committee, Ahmedabad Chapter of WIRC of ICSI. |
THANE CHAPTER |
|||
Date |
4th October'2014 |
|
|
Venue |
Thane Chapter |
|
|
Topics |
CS Day Celebration ( lecture on Motivation & Stress Management ) |
|
|
Chief Guest / Speakers |
CS R T Rajguroo |
Mr Shreepad Parkhe |
|
Delegates ― Target / Total capacity ― Actual attendance
|
40 Students |
|
|
Other features |
|
||
|
|
||
Thane Chapter |
|
Date |
7th October'2014 to 21st October'2014 |
Venue |
ICSI-Thane Chapter |
Topics |
5th MSOP |
Chief Guest / Speakers |
CS S N Ananthasubramanian CS B Narasimhan CS Shashikala Rao CS Kiran Somvanshi Mr Sunil Ullal CS R T Rajguroo Shri Shreepad Parkhe CS Prachi Manekar Advocate Rajendra Palve Ms Sunita Mann Mr Arvind Salvi CA Deepak Ukidave Advocate Alhad Oak Advocate Abhishek Pandurangi Ms Sharmistha Ranade CS Ajay Walimbe Ms Sunita Mann CS Amita Saxena CS Mukesh Tank CS Nagesh Pai CS Anant Amdekar Ms Harshita Iyer CA Geeta Das |
Delegates ― Target / Total capacity ― Actual attendance
|
33 students |
Other features |
|
|
|
Thane Chapter |
|||
Date |
27th November'2014 to 29th November'2014 |
|
|
Venue |
ICSI-Thane Chapter |
|
|
Topics |
20th Professional Development Programme |
|
|
Chief Guest / Speakers |
CS Anant Amdekar Mr. Nitin Jani CA Deepak Ukidave Advocate Sumit Rai CS Ajay Walimbe CS M. V. Phadke |
|
|
Delegates ― Target / Total capacity ― Actual attendance
|
36 students |
|
|
Other features |
|
||
|
|
|
|
Pune Chapter of ICSI PROGRAMME ON PERSONALITY DEVELOPMENT FOR STUDENTS |
|
Date |
4.10.2014 |
Venue |
Pune chapter |
Topics |
Personality Development |
Chief Guest / Speakers |
Dr Avinash Wagh, Mr Bobby Jacob |
Delegates Target / Total capacity Actual attendance |
49 |
Other features |
Four (4) PDP were awarded to students who attended this session.
|
|
|
Pune Chapter of ICSI CELEBRATION OF 46TH CS DAY |
|
Date |
4.10.2014 |
Venue |
Pune chapter |
Topics |
Painting Competition, Blood Donation Camp |
Chief Guest / Speakers |
|
Delegates Target / Total capacity Actual attendance |
|
Other features |
Celebration of 46th CS Day |
|
|
Pune Chapter of ICSI MASTER CLASS ON COMPANY LAW |
|
Date |
4.10.2014 |
Venue |
MCCIA, Pune |
Topics |
Secretarial Audit |
Chief Guest / Speakers |
CS Ajay Antarkar |
Delegates Target / Total capacity Actual attendance |
15 |
Other features |
Two (2) PCH were awarded to members who attended this session & students were awarded four (4) PDP hours |
|
|
Pune Chapter of ICSI TWO DAYS RESIDENTIAL WORKSHOP ON CRITICAL ISSUES IN COMPANIES ACT 2013 |
|
Date |
10.10.14 & 11.10.14 |
Venue |
Lagoona Resorts, Lonavala |
Topics |
Critical Issues in Corporate Laws |
Chief Guest / Speakers |
Dr. K R Chandratre, Past President of ICSI |
Delegates Target / Total capacity Actual attendance |
31 |
Other features |
Eight (8) PCH were awarded to members who attended this workshop. |
|
|
Pune Chapter of ICSI FREE LECTURE ON “GUIDANCE PROGRAMME FOR CS STUDENTS |
|
Date |
11.10.2014 |
Venue |
Pune Chapter |
Topics |
Guidance Programme for students |
Chief Guest / Speakers |
CS Girish Paralikar, Mrs Sujata Tadwalkar & CA Swanand Purohit, OTC Faculties of Pune chapter of ICSI |
Delegates Target / Total capacity Actual attendance |
23 |
Other features |
The programme was free for all students. |
|
|
Pune Chapter of ICSI INAUGURATION OF OTC CLASSES-JUNE 2015 BATCH |
|
Date |
1.12.2014 |
Venue |
Pune chapter |
Topics |
Commencement of new batch for June 2015 exam |
Chief Guest / Speakers |
|
Delegates Target / Total capacity Actual attendance |
40+ |
Other features |
New batch of OTC classes conducted by Pune chapter of ICSI commenced from Dec 1, 2014 for June 2015 exam |
|
|
VADODARA CHAPTER |
|||
Date |
Saturday, 4th October, 2014 |
|
|
Venue |
Office of Vadodara Chapter of ICSI, Vadodara |
|
|
Topics |
|
|
|
Speaker |
CS J J Gandhi, Practicing Company Secretary, Vadodara |
|
|
|
― Target/Total capacity ― Actual attendance |
30 13 |
|
|
Other features |
The Vadodara Chapter of WIRC of ICSI organized a Lecture Meetingon the occasion of ‘CS Day’ on Saturday, the 4th October, 2014 from 6:00 pm to 7:15 pm, at the Chapter premises. CS J J Gandhi, Practicing Company Secretary, Vadodara,apprised the Members and Students on the theme of “Related Party Transaction under The Companies Act – 2013 and Revised Clause 49”.
Members and Students actively participated in the discussions and exchanged views and question answer. The Meeting was quite knowledge enrichment of the participants on the subject.
CS J J Gandhi was welcomed and introduced by Mr. Amit Nagar, In-charge, Vadodara Chapter. Lastly CS Devesh Pathak proposed a Vote of Thanks. |
|
|
RAIPUR CHAPTER |
|
HALF DAY SEMINAR |
|
Date |
1st November, 2014 |
Venue |
Rajwada Hall, 3rd Floor, Dev Tower Above IDBI Bank, Civil Lines Raipur (C.G.) – 492001 |
Topics |
Critical issues under the Companies Act, 2013 |
Speakers
|
CS Mahesh Athavle CS Y.C. Rao |
Delegates |
35 members |
RAIPUR CHAPTER |
|
7THEXECUTIVE DEVELOPMENT PROGRAMME (EDP) |
|
Date |
2nd November, 2014 to 9th November, 2014 |
Venue |
Raipur Chapter of WIRC of ICSI 1st Floor, House No. C-67, Above Little Star Play School, Sector-2, Devendra Nagar, Near Gujarati School, Raipur (C.G.) - 492001 |
Topics |
Highlights of Companies Act 2013, Role of CS, Drafting Skills, Leadership, Time Management |
Delegates |
25 students |
RAIPUR CHAPTER |
|
STUDY CIRCLE MEETING |
|
Date |
15th November, 2014 |
Venue |
Raipur Chapter of WIRC of ICSI 1st Floor, House No. C-67, Above Little Star Play School, Sector-2, Devendra Nagar, Near Gujarati School, Raipur (C.G.) – 492001 |
Topics |
Analytical and Interactive Discussion on the Provisions of Related Party Transactions |
Speakers |
CS Y.C. Rao |
Delegates |
17 members |
Bhayander Chapter (Full Say Seminar on Selected Provisions of Co. Act’2013) |
|
Date |
28th December’2014 |
Venue |
Zaika Orchid Banquet |
Topics |
Selected Provisions of Co. Act’2013 |
|
|
Delegates ― Target / Total capacity ― Actual attendance |
100
78 Participants + 6 Committee Members + 2 Staffs |
Other features |
28th December was the 2nd foundation day of BhayanderChpater. All the staff members, managing committee members and participants celebrated foundation day of the chapter. |
Photo Gallery
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Editorial Policy
A : “FOCUS” published monthly as a magazine aims to be a forum for members of the Western India Regional Council of the Institute of Company Secretaries of India ( WIRC of ICSI) for;
a. DISSEMINATING information,
b. COMMUNICATING developments affecting the Institute and its members in particular and the
CS profession in general,
c. ARTICULATING issues of contemporary concern to the members of the profession.
d. CEMENTING and DEVELOPING relationships across membership by promoting discussion and
dialogue on professional issues.
e. DISCUSSING and DEBATING issues particularly of public interest, which could be served by
the CS profession.
f. FACILITATING Members of the profession to share their views on matters of professional
interest by way of articles and write-ups.
B : The WIRC of ICSI recognizes the fact that;
a. There is a growing emphasis on the globalization of the CS profession;
b. There is an imminent need to position the profession in a business context which transcends the
traditional and specific CS applications.
c. The Institute members increasingly will work across the globle and in global context.
C : Given this background the WIRC of ICSI strongly encourage contributions from the following
groups of professionals;
a. Members of other Professional bodies across the globe
b. Regulators and Government officials
c. Professionals from allied professions
d. Academia
e. Professionals from other disciplines whose views are of interest to the CS profession
f. Business leaders
D : The magazine also seeks to keep members updated on the activities of the Institute including events on the various practice areas and the various professional development programs on the anvil.
E : The WIRC of ICSI while encouraging stakeholders as in Section C to Contribute to the Magazine , it makes it clear that responsibility for authenticity of the contents or opinions expressed in any material published in the Magazine is solely of its author and the WIRC of ICSI, council members, any of its editors or members of Editorial Team & Advisory Board, the staff working on it or “FOCUS” is in no way holds responsibility there for. In respect of the advertisements, the advertisers are solely responsible for contents of such advertisements and implications of the same.
F : Finally and most importantly WIRC of ICSI strongly believes that the magazine must play its part in motivating students to grow fast as Members of tomorrow to be capable of serving the Legal & Compliance area within ever demanding customer expectations.
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