TỔNG ÔN TẬP THI VÀO LỚP 10 MÔN TIẾNG ANH NĂM HỌC 2023 - 2024 CÓ ĐÁP ÁN (NGỮ Â...
Representation to ministery of law to mr kapil sibbal
1. : :,):~'Ik fVlinister Shri Kapil Sibbal
: i:;i"[1"1 of Law and Justice
'Uhjl'l't:-" Appeal to review final Rules of Companies Act. 2013 and modify them as
(1011 <1-; possible
,c lhe pcople of India having professional Identity as Company Secretary
;::ih,'-;/Sludenls registered under the Act of Parliament Under Company Secretary Act.
: 'Ii;:) I"~ l'ry aggrieved and request to look in to the matter that is we Company secrC«lry
.:~ 1)(11 l))cJ11bers and 41acs Students distressed and disappointed by the New Companies
,,i =i li,~ which will cause us unemployed and will put a question on our profession and
[ 1'1 ilrolessions too related to us. Ministry passed the Companies Act in 20 I3 August
;"1":: hidl are being passed in 2013 as part of Draft rules are totally different from the
i i;l.li ,'LileS which will Impact the profession of us and related professions to us even law
fraternity is also not happy with these rules.
2. Sllhjl'ct: Appeal to review final Rules of Companies Act, 2013 and modify
them as soon as possible.
I Ill' 1,:('('lll announcements of the Rules under the Companies Act, 20 I J
is k:1Vil1g much to be desired. We the undersigned representing this
!)(ICUiliUll Containing the requests and appeals from the Members or
ICS I vvho have filled this representation on behalf of Company Secretary
. 1l1111l11111itywhich has always acted as the Corporate La' and
eiUVCI'll,lllCe Specialists and as an Institution set up under an Act 01
lll'ji'lllll'lll in 1980, We as Company secretary Comprise more tllall
3:-J.(i()U inembers and 4 lacs Students working for the Corporate Sector
;1;'1 I ivlillistry of Law and Justice to ensure that the Compliance is
1l1;liill;liih,:d at all levels.
S ii', ( hI'" the past decade Company Secretaries have worked tirelessly
with Lhe Ministry of Law and Justice to provide Justice to all the
sr~lkcholders involved in corporate sector as well as assisted in Legal
!'uks 1()!low up properly.
3. Vt' hrjll,~~ illto light our humble submission on the following areas
Ih' '( Ii Ilg your immediate attention( the mails of Individual subm issiolls
ha Vl' ;Jll'eady been sent through various representations to your Officials
at the fVlinistry ) We prepare a brief for quick action at your end :-
J. Appointment of KMP:- As per section 203 of the Companies Act,
20 j 3 read with relevant rules, every listed company and every
{lilcl' public companies having paid up capital of Rs. IOCr or more
sh~JlI have a whole-time KMP (MD, WTD, Manager, CS, etc,)
wll ich implies that Private cOlnpanies and unl isted publ ic
I..'o,npanies not having paid up capital as aforesaid are not in need
1.0 comply with provisions of Law, which actually is not the very
)ili':lltioll of law makers, because Company Secretary which is also
killlWI1 as Governance Professional is the only profession whidJr
ellsures conlpliance of the Law whether Companies Act or
otherwise. Ifwe go by the earlier Rule notified on the KMPs, every
i j~tccl companies and every other companies having paid up capital
(1 I' 1s. 5 Cr or J110re were in need to appoint a whole-time K M P
Vh ich was very much in line with intention of the Law Makers,
however, the limit of Rs. 5 Cr has been increased upto IOCr and
ii!'j vale companies have been exempted and exclusively kept out of
pUl'view of the section in question which is nothing but an utmost
shock to all stakeholders.
4. , ~('C relarial Audit:-As per section 204 read with relevant rules
every listed companies and every other public companies having
IJ;I id up capital of Rs. 50 Cr or More or Turnover of Rs. 250 Cr or
;J()I'C shall annexed with its Boards' Report a Secretarial Audit
Report given by a Company Secretary in Practice. The very effect
or section 203 and section 204 read with relevant Rules is that
Pri vate COlnpanies and unlisted public conlpany having paid up
capital as aforesaid is free from compliance because neither they
11Cccl to have a whole-time Company Secretary nor they required to
:lllllcxed Secretarial Audit to its Boards' Report. It is pertinent to
110[ethat by introducing these sections and corresponding rules, we
arc trying to have check on big public companies which are
~llready compliant due to some or reasons and on other side 'vveare
providing anlple space to companies in lniddle range to indulge in
nOll-compliance and malpractices by keeping them out of the
plIl'view of sections in question which definitely would not have
h,'('ll intention of the LawMakers.
J. Certification of Annual Return (Section 92 of CA, 2013):- As
pel' section 92 of the Companies Act, 2013 read with relevant
niles, all Listed companies and companies having paid up capital
of Rs. lOCI' or more or Turnover ofRs. 50 Cr or more shall get its
Allllual Return Certified by a Company Secretary in Practice. The
c',:;-: ification of Annual Return of Listed Company was already
5. thcre in the old Act. Apart frOln that we had 383A which provide
ror Secretarial Compliance Report for companies having paid up
clpital of Rs. 10 Lakhs or more but less than 5 cr which actually is
dispensed with under new Act and accordingly more than 93
percent of cOlnpanies have been kept outside the purview of any
iIHlependent review, monitoring, audit or certification relati ng to
cn"porate compliance by governance professional like Company
Secretaries.
Basee! Oil above Facts we wish to have Ministry of Law and Justice to
lo()k j Jl Iu rules of Companies Act 2013 and please do the needful as
l~)i:o·', ;ll1d requested to safeguard the interest of the stakeholder~; and
:);SII prnvide the .Justice to the Company Secretary Community.
i , The Authorised Capital Limit should be reduced to 5 Cr and
FrivClle companies must be included in the ambit o.fSection 203
2, The Secretarial Audit Must be made applicable to those
cOIJ1ponieswhich are at least subject to Internal Audit
;'t' lhe IVlembers as per the attached names have made our submission
to yOll with high hopes. We understand and appreciate that you are
eq u:llly concerned on the matter and as a well wisher of the Profession
()r Company Secretaries we are very hopeful that you will meet ollr just
demands explained to you in person as well. To strengthen our case on
8. all these points we are attaching this representation to once again stress
Oil ('[II' p;lin and anguish over the recently notified rules.
' h;lVC very high hopes from the young and dynamic leader like you
;;:1,1 le ;lre sure that you will not let us down.
i!J;lill illg you in anticipation.
Y 0 1I rs F'a it h Full y,
c;~V'1~V g~~w6
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