CS Divesh Goyal
Dear Professional Colleagues I am writing this article for the Members of Institute of Company Secretary of India. Information’s mentioned in this article taken from the Website of ICSI.
GRANT OF CERTIFICATE OF PRACTICE
WHO CAN BE PRACTICING COMPANY SECRETARY “PCS”?
CONDITIONS FOR ‘PCS”
(a) An authorised representative of a company with respect to filing, registering, presenting, attesting or verifying any documents (including forms, applications and returns) by or on behalf of the company.
(b)A share transfer agent
(c) An issue house,
(d) A share and stock broker,
(e) A secretarial auditor or consultant,
(f) An adviser to a company on management, including any legal or procedural matter falling under the Capital Issues (Control) Act, 1947, (29 of 1947), the Industries (Development and Regulation) Act, 1951( 65 of 1951), the Companies Act, the Securities Contracts (Regulation) Act, 1956 ( 42 of 1956) any of th rules or bye-laws made by a recognised stock exchange ,the Monopolies and Restrictive Trade Practices Act, 1969 (54 of 1969) , the Foreign Exchange Regulation Act, 1973 (46 of 1973) , or under any other law for the time being in force.
ELIGIBILITY FOR ISSUE OF CERTIFICATE OF PRACTICE
An Associate/Fellow member of the Institute who intends to be engaged in the profession of Company Secretary on whole time basis and not in any other profession, business or employment can apply for issue of Certificate of Practice
A Member who is not in any employment evidencing a master-servant relationship with the employer or contract of service or not practising as Chartered Accountant or Cost Accountant or not enrolled as an Advocate with any Bar Council.
(i) An application in the prescribed Form –D duly completed in all respects and signed alongwith requisite annual certificate of practice fee of Rs.1000/- and annual membership fee for that year. Only 50% of annual Certificate fee is payable if the application for issue of Certificate of Practice is made on or after 1st October and before 31st March.
(ii) In case the member was earlier in employment, a copy of relieving letter of the last employer company or any other proof in lieu thereof and the present engagements, if any, to be submitted, to the satisfaction of the Council.
(iii) In case the relieving letter or any other document in lieu thereof is not available the member may submit an affidavit on non-judicial stamp paper of Rs. 10/- duly attested by 1st Class Magistrate/Notary Public/Oath Commissioner affirming the date of relieving from the last employment and an undertaking to submit the relieving letter immediately on receipt.
IN CASE THE MEMBER WAS EARLIER ENROLLED AS AN ADVOCATE,
a copy of the letter of suspension/ cancellation of enrolment from the concerned Bar Council or if he was earlier holding Certificate of Practice of ICAI, ICWAI or any other professional body, a copy of letter of cancellation of the concerned professional Institute confirming cancellation of their certificate of practice and the present engagements, if any.
RENEWAL OF CERTIFICATE OF PRACTICE
1. The Certificate of Practice issued to a member is required to be renewed every financial year by payment of annual certificate fee, which presently is Rs. 1000, and the annual membership fee, which presently is Rs. 1125 for an Associate Member and Rs. 1500 for a Fellow Member.
2. For effecting renewal of Certificate of Practice, the member has also to submit a declaration for the renewal of Certificate of Practice. The format of declaration is available on the website of the Institute.
CANCELLATION OF CERTIFICATE OF PRACTICE
The member has to make a request in writing along with return of original Certificate of Practice for cancellation within 30 days of his ceasing to be in practice.
The other circumstances under which the Certificate of Practice shall be cancelled are as under:-
(i) When name of the member is removed
(ii) When the member has not paid the Certificate of Practice fee by the last extended date for payment of fee for the relevant year.
(iii) When the Council is satisfied, after giving an opportunity of being heard to the person concerned, that such certificate was issued on the basis of incorrect, misleading or false information, or by mistake or inadvertence.
(iv) The member has ceased to be in practice.
When a certificate is cancelled, the date from which and the period for which the certificate stands cancelled shall be communicated in writing by registered post to the member concerned at his mailing address entered in the Register and may also be published in the Institute’s journal ‘Chartered Secretary’.
RESTORATION OF CERTIFICATE OF PRACTICE
1. The Certificate of Practice is renewed in the same financial year in which it is due for renewal provided the fee for renewal alongwith the requisite declaration is received and accepted by the Institute in the same financial year. The application for restoration of Certificate of Practice shall be made in Form-D alongwith declaration and the remittance of annual Certificate of Practice fee of Rs. 1000/- and a restoration fee of Rs. 250/-
2. Where the Certificate of Practice is required to be cancelled on failure to pay the annual fee for Certificate of Practice on or before the due date prescribed and an application for restoration of Certificate of Practice is received and accepted by the Institute in the same financial year, the Certificate of Practice is restored on payment of the–
(i) The requisite annual fee for Certificate of Practice for the current year & a restoration fee
(ii) The payment of Annual Membership fee for the current year.
3. Where the Certificate of Practice has not been renewed or accepted for renewal in the same financial year and as a result of which it is cancelled, a fresh Certificate of Practice will be issued with effect from the date of acceptance of application for the issue of a fresh certificate.
4. A communication for restoration/fresh issue of Certificate of Practice is sent to the member in writing. Restoration/issue of certificate of practice is also published in the Institute’s Journal ‘Chartered Secretary’.
1. After enrolment, the annual membership fee and renewal fee for certificate of practice (alongwith the declaration form) are due and payable on the first day of April every year. Any person who has not paid his annual membership fee/annual certificate of practice fee on or before 30th June of that year shall be liable to his name being removed from the Register w.e.f. 1st July of that year without any further notice
2. Half payment of the annual associate/ certificate of practice fee shall be payable for the first year by a person admitted on or after 1st day of October of that year.
3. An associate/fellow, who is of the age of fifty-five years and above and not in any gainful employment or in practice, shall pay half of the annual membership fee subject to submission of declaration to the said effect.
The Annual Membership and Certificate of Practice fee for the year 2014-15 becomes due for payment w.e.f. 1st April, 2015 and last date for payment of the same will be 30th June, 2015 which has been extended upto 31st August 2014. Members are requested to pay the fee before the last date. The fee payable is as follows:–
|The annual membership and certificate of practice fee payable is as follows:-Description||Amount (Rs.)|
|Annual Fee for Associate||1,125/-|
|Annual Fee for Fellow||1,500/-|
|Annual fee for Certificate of Practice||1,000/- *|
ENROLMENT AS A LICENTIATE
Eligible students who have complied with the following requirements may apply for enrolment as a Licentiate:-
(i) A person who has completed the Final examination of the Institute may, within six months from the date of declaration of results in which he has passed the Final examination can apply for enrollment as a licentiate.
(ii) An application for enrolment as a Licentiate is to be made in approved form ST-8 alongwith annual subscription of Rs. 1000/-
(iii) Copies of date of birth and graduation certificate or Foundation pass certificate duly attested by any member of the Council/Regional Council/Satellite Chapter of the Institute or any Officer of the Institute.
(iv) A licentiate shall not ordinarily be allowed to renew his enrolment for more than five years after passing the Final Examination.
On enrolment as a Licentiate of the Institute a person shall be entitled to use the descriptive letters Licentiate ICSI” to indicate that he has qualified the final examination of the Institute.
Due date for payment of annul subscription :-
Extension of the last date of payment of Annual Subscription for Licentiate for 2014-15 :-
Link for forms
GUIDELINES TO APPROVE FIRM’S NAME
Guidelines framed by the Council relating to Approval of Proprietorship Concern/Firm’s name under Regulation 169 of the Company Secretaries Regulations, 1982.
|1.||Are the Advertisement Guidelines complementary to the Website Guidelines issued by the Council earlier?
No, the Guidelines for Advertisement by Company Secretary in Practice are a separate set of guidelines. Clause 6.1 of these guidelines clearly states that with the coming into effect of these guidelines the existing Guidelines for Display of Particulars on Website by Company Secretaries in Practice stand repealed.
|2.||In case of contradiction between the Advertisement Guidelines and the Website Guidelines which one would prevail?
Since the Guidelines for Display of Particulars on Website by Company Secretaries in Practice stand repealed w.e.f. 1st January, 2008 there arises no question of their applicability. The Guidelines for Advertisement by Company Secretary in Practice shall have an overriding effect on the issues related to websites
|3.||Do I need to get my advertisements approved from ICSI before issue?
No. Clause 5.1 of these Guidelines provides that the responsibility for the observance of these guidelines lies with members who commission, create, place or publish any advertisement or assist in the creation or publishing of any advertisement or assist in the creation or publishing of any advertisement covered under these guidelines. Members are expected not to commission, create, place or publish any advertisement which is in contravention of these Guidelines. This is a self-imposed discipline required to be observed by all those involved in the commissioning, creation, placement or publishing of advertisements.
Hence, there is no need to get any advertisements approved from ICSI before issue.
|4.||I am in the process of designing a website. Is there any mechanism in ICSI to check the website before it is hosted in the server to ensure compliance with the Guidelines for Advertisement?
Under the Guidelines for Advertisement by Company Secretary in Practice there is no need to check the website before it is hosted on the server by a PCS.
|5.||What is the status on the use of logo and whether it could be used in the website?
In terms of Clause 4.3(vi)(b) of the guidelines a Company Secretary in Practice or a firm of Company Secretaries shall not use his /its logo(s).
|6.||Do I need to get the domain name for my website approved from ICSI before registering the same?
No. The Guidelines do not provide for prior approval of domain name for website by the ICSI.
|7.||Are there any specific guidelines for domain names?
No. There are no specific guidelines for domain names. You may choose any domain name as long as it is not undesirable or unethical or immoral or opposed to public policy.
|8.||Is there any list of undesirable domain names?
No there is no list of undesirable domain names.
|9.||In which media can I issue advertisements?
Advertisements may be issued in the print as well as the electronic media.
|10.||Do I need to follow the pattern of the model advertisement only?
No. The model advertisement has been provided for guidance only.
|11.||Is all the information provided by the guidelines compulsory to be included in the advertisement?
No. The guidelines provide only for the permitted list of information that may be included in the advertisement. You may omit any of the information from the advertisement which you feel not relevant from your point of view.
|12.||If my PCS firm publishes some newsletter does it constitute surrogate advertising under these guidelines?
Printing and publication of newsletter by a firm of Practicing Company Secretaries does not amount to issue of an advertisement under these Guidelines.
|13.||Who is the relevant authority for reporting cases of violation of these guidelines?
Matters relating to violation of these guidelines may be construed as acts of misconduct and shall be dealt by the disciplinary committee.
|14.||How will the cases of violation of these guidelines be dealt with?
In terms of Clause 1 of Part II of Schedule II of the Company Secretaries Act, 1980 a member shall be deemed to be guilty of professional misconduct, if he contravened any of the provisions of the Act or the regulations made thereunder or any guidelines issued by the Council and any such act or omission shall be dealt in accordance with the provisions of Chapter V of the Company Secretaries Act, 1980 which deals with Misconduct.
|15.||Is there any limit on the number of advertisements that can be issued by a PCS in a specified period?
No. There is no limit on the number of advertisements that can be issued by a PCS in any relevant period.
|16||What is the maximum frequency at which advertisements can be issued?
The Guidelines do not provide for any frequency at which advertisements can be issued.
|17.||Do I need to intimate the ICSI of any updation or changes in my website?
No. The Guidelines do not provide for any intimation to the ICSI in regard to any updation or changes in your website.
|18.||Do I need to intimate the ICSI in case of any corrigendum in any advertisement issued by me?
No. The Guidelines do not provide for any intimation to the ICSI in regard to any corrigendum in any advertisement issued by you.
|19.||Can I revoke an advertisement issued by me? If yes, what is the process in this regard?
Yes you may revoke any advertisement issued by you. There is no specific procedure to be followed in this regard but you may issue another advertisement in the same media in which the previous advertisement was published intimating revocation of the earlier advertisement in part or in full.
|20.||Is there any specific guidance note issued by the ICSI in regard to these guidelines?
No. The ICSI has not issued any specific guidance note in regard to these guidelines.
|21.||In case of persons having multiple professional qualifications can a single advertisement be issued in regard to services offered under each qualification?
No. A PCS can only practice the profession of Company Secretaries and not as a member of any other professional body. There is no question of advertising services which cannot be rendered by a PCS.
|22.||Can I advertise about services which are not specifically rendered by PCS?
No. The outer boundary in respect of advertisement is limited to advertising through a write up setting out the services provided by him or his firm and particulars of his firm subject to such guidelines as may be issued by the Council. Hence, services which can be provided as a PCS can only be advertised under these Guidelines.
|23.||Can I issue advertisements to overseas clients also?
Yes. You may issue advertisements to your clients anywhere in the world.
Guideline for Name Approval
1.) A trade or firm name shall be restricted to the name(s) of the proprietor/partners or a name which is already is use;
2.) A trade/firm name may include the name(s) of the member(s) as it/they appear in the Register of Members in the following manners;
|(a)||For Sole proprietorship concern|
|1. Name comprising surname, first name and/or middle name of the member
2. Full first name or its initial and surname of the member
3. Initials of the first name and/or middle name with full surname
4. Initials of full name
5. Any combination as permissible above.
|1. Full surname of two or more partners
2. Full first name of two or more partners
3. Combination of first names and/or surnames of two or more partners
4. Combination of initials of first names and/or middle names or surnames of the two or more partners
5. Combination of first names, middle names, surnames or initials of two or more partners
6. Initials of names of two or more partners.
|1. A trade or firm name shall not be approved if the same or similar or nearly similar name is already used by a Company Secretary in practice or which resembles the name of Company Secretary in practice or firm of such Company Secretaries and has been entered in the Register of offices of firms.
2. The trade or firm name shall be suffixed by the suffixes “& Co. ”,”& Company” or “& Associates” or their equivalents. Suffixes like “& Partners” ”& Fellows” and other words as may be considered undesirable shall not be allowed by the Council.
3. A trade/firm name, which has no relationship with the name of member(s) as above, shall not be allowed.
4. Descriptive trade/firm names shall not be allowed.
5. Trade/firm names, which denote publicity shall not be allowed.
6. The name, middle name and surname of the member shall conform to the name, middle name and surname as they appear in the register of members.
7. In case any change in the status of the firm i.e from individual firm to partnership firm or vice-versa, the firm name already been in use by any of the partner or individual could be approved provided there is no objection by any of the partners or individual.
8. A trade/firm name which was in use by a proprietor or partners shall not be allowed to any other member or members for a period of three years of the closure of firm. The name may be re-allotted to the same member or members upto a period of three years of the closer of the firm. In event of removal of name of a practicing member, the firm name shall be reserved for a period of three years from the date of approval. After expiry of period of three years, the said trade/firm name may be allowed to any member or members who are eligible for allotment of such name under the guidelines.
9. After various permutations and combinations under guidelines 2(i) and (ii) have been exhausted and the member is not able to get approval of Firm/trade name in accordance with the same, he may be permitted to adopt or coin a Firm/ trade name out of the names of his/her family members provided that such name was not already registered by some other members. The term “family” for this purpose means husband, wife, father, mother, son and daughter. An affidavit or other evidence to the satisfaction of the Secretary is to be produced in such cases.
10. Any reconstitution of the firm with the same firm name shall not have effect except with the prior approval of the Council pursuant to Regulation 170.”
(Author – CS Divesh Goyal, ACS is a Company Secretary in Practice from Delhi and can be contacted at [email protected])