TRAINING GUIDE (GET BETTER PREPARED FOR THE FUTURE) JUNE 2014 PRICE: Rs.100/- (Excluding Postage) © THE INSTITUTE OF COMPANY SECRETARIES OF INDIA All rights reserved. No part of this publication may be translated or copied in any form or by any means without the prior written permission of The Institute of Company Secretaries of India. Published by: THE INSTITUTE OF COMPANY SECRETARIES OF INDIA ICSI House, 22, Institutional Area, Lodi Road, New Delhi - 110003 Phones: 4534 1000, 41504444, Fax: 24626727 Website: www.icsi.edu E-mail: info@icsi.edu Lasertypesetting at DCS Dwarka And Printed at, Samrat Offset Works, 8-62/5, Naraina Industrial Area, Phase-II New Delhi - 110028, Phone: 41418568/500/June 2014 FOREWORD Training is a process of teaching specific skills through rigorous practice and instructions grooming of the budding professionals. The Institute in its strive to achieve this avowed objective has recently modified its training structure that comprises two types of training namely, long term internship/attachment with a Practising company Secretary/ a Company and short term training on Managerial/ Soft skills . By the end we are expecting a well groomed Company Secretary as a product of the Institute. In this direction, we have come out with this Training Guide to help all our aspiring trainees as well as trainers. This Training Guide will provide all the required information and guidance at a single point. I hope that this will provide the detailed information about all aspects including procedural requirements pertaining to Training. I would like to congratulate the Team ICSI, especially the Training Directorate for their efforts. I also convey my heartiest wishes to all the trainees and trainers with a request to have full benefit of this Training Guide. R Sridharan President The Institute of Company Secretaries of India FOREWORD Training in context with the Company Secretaryship course is a process of acquiring knowledge, skills competencies and gain practical experience and understand industry trends which are significant for becoming a competent Company Secretary. The Institute of Company Secretaries of India has devised a training curriculum for its students in such a manner that the students will have a real life exposure of the corporate environment and an opportunity to adapt and upgrade themselves as per the need of the corporate. The students will have an option to opt for practical training for the period as per their choice amongst- three years or two years or one year at different stages of the course curriculum. At the end the students will have to attend a fifteen days Management Skills Orientation Programme consists of soft skills and practical aspects of subject oriented topics. This Training guide consists of all the procedural aspects of long term and short term training under the earlier training structure and the modified training structure. I hope that both students undergoing training and trainers who are imparting training will have a thorough reading of all the requirements for training. This Training Guide will be very useful in formulating an effective training programme. New Delhi Vikas Y Khare Vice President The Institute of Company Secretaries of India vi CONTENTS S. No. Page No. CHAPTER I INTRODUCTION 1.1 1.2 1.3 1.4 1.5 1.6 1.7 1.8 1.9 1.10 The Institute 1 Stages to become Company Secretary Role of a Company Secretary/Range of Functions Career prospects for Company Secretaries Company Secretary in Employment Company Secretary in Practice Further Academic Pursuits The Company Secretaries Regulations, 1982 Examinations Scope and Purpose of the Training Guide 1 2 2 3 3 3 4 4 5 CHAPTER II TRAINING STRUCTURES 2.1 2.2 2.3 2.4 Earlier Training Structure Modified Training Structure Comparative Table showing Earlier Training Structure and ModifiedTraining Structure at a glance Procedure for switching over to modified training structure 6 9 11 12 CHAPTER III INFORMATION AND PROCEDURES RELATED TO 15 MONTHS/3 YEARS/ 2 YEARS/1 YEAR TRAINING 3.1 3.2 3.3 3.4 3.5 3.6 3.7 Organizations where 15 months/3 years/2 years/1 year training can be undergone Procedure for registration of companies and other organisations for imparting 15 months/3 years/2 years/1 year training Procedure for registration of Law Firm, Consultancy Firms Financial Institutions, Limited Liability Partnerships for imparting 15 months/3 years/2 years/1 year training Procedure for registration of a Company Secretary in Practice for imparting 15 months/3 years/2 years/1 year training Procedure for searching 15 months/3 years/2 years/1 year training Procedure for registration of 15 months/3 years/2 years/1 year Training with the company/organisation (including law firm, consultancy firms /other entities etc.) Procedure for registration of 15 months/3 years/2 years/1 year training with Company Secretary in Practice 13 13 14 15 15 15 16 vii S. No. 3.8 3.9 3.10 3.11 3.12 3.13 3.14 3.15 3.16 3.17 Page No. Procedure for transfer of 15 months/3 years/2 years/1 year training in between training period to any other company /organisation (including law firm, consultancy firms etc.) or Company Secretary in Practice Limit of number of trainees with a Company Limit of number of trainees with Law Firm/ Consultancy Firm/Financial Institution Limit of number of trainees with Company Secretary in Practice Working Hours Stipend Leave Quarterly Reports Project Report Training Completion Certificate 16 17 17 17 17 17 18 19 19 19 CHAPTER IV INFORMATION AND PROCEDURES RELATED TO SIP/EDP/PDP/MSOP 4.1 Student Induction Programme (SIP) 20 4.2 Executive Development Programme (EDP) 20 4.3 Professional Development Programme (PDP) 20 4.4 Management Skills Orientation Programme (MSOP) 21 4.5 Computer Training 21 CHAPTER V INFORMATION AND PROCEDURES RELATED TO 15 DAYS SPECIALIZED TRAINING WITH REGARD TO EARLIER TRAINING STRUCTURE 5.1 Applicability 22 5.2 Specialised Agencies where 15 days training can be undergone 22 5.3 Procedure to undergo 15 days specialized training 22 CHAPTER VI INFORMATION AND PROCEDURES RELATED TO EXEMPTION FROM UNDERGOING 15 MONTHS/1 YEAR/15 DAYS TRAINING (SPECIALISED) 6.1 6.2 6.3 6.4 Information on Exemption from undergoing 15 months and 15 days specialised training under the earlier training structure 23 Procedure for claiming exemption from undergoing 15 months training and 15 days specialised training under the earlier training structure 24 Information on Exemption from undergoing 1 year training under the modified training structure 25 Procedure for claiming exemption from undergoing 1 year training under the modified training structure 26 viii S. No. Page No. CHAPTER VII INFORMATION AND PROCEDURE RELATED TO BALANCE 3 MONTHS PRACTICAL TRAINING (REGULATION 50) FOR THOSE WHO HAVE BEEN GRANTED PARTIAL EXEMPTION FROM UNDERGOING 15 MONTHS TRAINING UNDER THE EARLIER TRAINING STRUCTURE 7.1 7.2 7.3 7.4 7.5 Information on balance 3 months Practical Training (Regulation 50) Where balance 3 months Practical Training (Regulation 50) can be undergone Procedure for registration of Company for imparting 3 months Practical Training (Regulation 50) Procedure for undergoing 03 months Practical training with a Company Procedure for undergoing 03 months Practical training with a Company Secretary in Practice 27 27 27 27 28 CHAPTER VIII DISCIPLINARY ACTION IN CONNECTION WITH TRAINING INCLUDING MANAGEMENT SKILLS ORIENTATION PROGRAMME 8.1 Disciplinary action in connection with training including Management Skills Orientation Programme 29 CHAPTER IX APPLYING FOR MEMBERSHIP OF THE INSTITUTE 9.1 Procedure of applying membership of the Institute 31 APPENDICES APPENDIX A APPENDIX B APPENDIX C APPENDIX D APPENDIX E APPENDIX F APPENDIX G APPENDIX H APPENDIX I APPENDIX J APPENDIX K APPENDIX L APPENDIX M Chapter VII of the Company Secretaries Regulations, 1982 Gazette Notification on Modified Training Structure Format for opting/ switching over to the modified training structure effective from 1st April, 2014 under Chapter VIA of the Company Secretaries Regulations, 1982 Application form for Practising Company Secretaries seeking registration to impart training Application Form for Management/Apprenticeship/ Practical Training/Exemption from Undergoing Training Form of contract of apprenticeship training Quarterly Report Certificate of Discontinuance/Termination of Training Completion Certificate of 15/03 months/3 years/2 years/1 year Training Checklist of exemption related documents Project Report Topics Form A - Application for Admission as an Associate Frequently Asked Questions 33 37 45 48 53 56 57 58 59 64 70 Important Contact Details of RDs/ROCs 84 41 43 1 CHAPTER I INTRODUCTION 1.1 The Institute • The Institute of Company Secretaries of India constituted under an Act of Parliament i.e. the Company Secretaries Act, 1980 • It is the only recognized professional body in India to regulate and develop the profession of Company Secretaries in India and to award the certificate bestowing the designation of Company Secretary to a candidate qualifying for membership of the Institute. • The Institute has been converted into a statutory body w.e.f. 1.1.1981 under the Company Secretaries Act, 1980. • The Institute has presently on its rolls over 36,400 members including over 6,400 members holding certificate of practice. Besides, more than 4,50,000 students are pursuing the Company Secretaryship Course. • The Institute has its headquarters at New Delhi and four regional offices located at New Delhi, Chennai, Kolkata and Mumbai. In addition, the Institute has 69 Chapters across India and one overseas centre in Dubai. • 123 Examination centres across the country and 01 overseas centre at Dubai. • The affairs of the Institute are managed by a Council consisting of fifteen elected members and five nominees of the Central Government. The President is the head of the Council. 1.2 Stages to become Company Secretary Foundation Programme (04 Papers) Executive Programme (07 Papers) Professional Programme (09 Papers) Pre-Membership Training - 16 months including 15 days’ MSOP under the Earlier Training Structure OR 1/2/3 years + 15 Days’ MSOP under the Modified Training Structure w.e.f. 01/04/2014 Associate Member Continuing Professional Development 2 1.3 Role of a Company Secretary/Range of Functions A Qualified company secretary can either be employed by a Company or can start his/her own practice. • Company Secretary is an important professional aiding the efficient management of the corporate sector. • Under the Companies Act, 2013, Company Secretary has been recognized as a Key Managerial Personnel (KMP) along with the Chief Executive Officer/Managing Director/Manager, whole-time director and Chief Financial Officer (section 203). Being Key Managerial Personnel, Company Secretary is required to be mandatorily appointed in every class or classes of companies as may be prescribed. Presently, the companies having a paid -up share capital of Rs 5 crores are statutorily required to appoint a wholetime Company Secretary. He has a primary duty to ensure all compliances with various legislations. • A member of the Institute of Company Secretaries of India(ICSI) may also practise independently as a professional after obtaining a certificate of practice as provided in the Company Secretaries Act,1980. • The Companies Act 2013 has substantially strengthened the position, role and responsibility of a Company Secretary both in employment and in practice. The duties of a company secretary are now statutorily prescribed under the Companies Act, 2013. He is now bracketed as key managerial personnel (KMP). He not only reports to the Board on compliance with the laws applicable to the company but also ensures compliance with the applicable secretarial standards. He assists and advises the Board in ensuring good corporate governance and in complying with the corporate governance requirements and best practices. He assists the Board in the conduct of the affairs of the company and provides to the directors, such guidance as they may require, with regard to their duties responsibilities and powers. • The job of a Company Secretary now involves diverse responsibilities such as formulating long-term and short-term corporate policies and programmes, accounting and finance functions. • Company secretaries are being seen as corporate development planners who explore the expansion opportunities such as arranging various collaborations, amalgamations, acquisitions, and setting up of subsidiaries and joint ventures within and outside India. • The Company Secretaries have made forays into the capital market and financial services industry. The Company Secretaries are also taking care of tax planning and tax management for the company and advising the management on the tax concessions, incentives and reliefs. 1.4 Career prospects for Company Secretaries Detailed and thorough study of the legal, secretarial, accounting, managerial and administrative functions of a company on the way to attain the Company Secretaryship qualification makes the person competent for taking up a wide range of responsible positions in the secretarial, legal, finance, accounts, personnel and administrative departments of companies or other organisations in the private as well as public sector. 3 1.5 Company Secretary in Employment • Under the Companies Act, 2013, Company Secretaries have been recognized as Key Managerial Personnel (KMP) and companies having a paid-up share capital of Rupees 5 crores or more, are statutorily required to appoint a whole-time Company Secretary. • Membership of the Institute is the only prescribed qualification, which a person must possess for appointment as a Company Secretary in such a company. Also, all companies seeking listing on stock exchanges are required to have whole-time qualified Company Secretary. • Membership of the Institute has been recognized by the Ministry of Education, Government of India, for appointment to superior posts and services under the Central Government. • It is also one of the essential qualifications for recruitment to Grades I to IV in the Accounts Branch of the Central Company Law Service of the Central Government. • Almost every kind of organization whose affairs are controlled by boards, councils and other corporate structures be it a co-operative, trust, society, association, federation, statutory authority, commission, board or the like, finds it useful to appoint a person who holds the qualifications of Company Secretaryship in key administrative positions. • Professional Institutes and educational bodies also consider utilization of the services of Company Secretaries on full or part-time basis for academic or research assignments in the fields of accountancy, law and management. • Department of Personnel and Administrative Reforms of the Central Government empanels Company Secretaries as professionals for assignment of Indian experts to the developing countries of Asia, Africa and Latin America. 1.6 Company Secretary in Practice • After obtaining a ‘Certificate of Practice’ from the Institute, members of the Institute can go for independent practice. • The Companies Act, 2013 has assigned substantial second order state functions to Company Secretaries in practice. Listed companies and other companies as may be prescribed by the rules there under are required to annex to the Board’s Report, a Secretarial Audit Report from a Practising Company Secretary and any qualification/observation in the said report needs to be explained in the Board’s Report. • Similarly, listed companies and other companies having paid up share capital and turnover as may be prescribed shall get Annual Returns certified by a Practising Company Secretary may be appointed as an internal Auditor or a registered valuer or a company liquidator. • A CS is also authorised to represent before the National Company Law Tribunal, Appellate Tribunal and various Tribunals and quasi-judicial bodies constituted under other legislations. He is also eligible to become a Technical Member of the Tribunals. 1.7 Further Academic Pursuits • The Company Secretaryship qualification has been recognised for admission to the Ph.D course by 55 universities so far. • The list of universities, which have recognised CS qualification as equivalent to post 4 graduate for the purposes of doing Ph.D. is available at institute’s website www.icsi.edu. • The persons who pass the Professional Programme examination of the ICSI and wish to pursue the Cost Accountancy Course, are entitled to certain paper wise exemptions in the Institute of Cost Accountant of India [ICAI (Cost)] examinations. 1.8 The Company Secretaries Regulations, 1982 All the students registered with the Institute are governed by the Company Secretaries Regulations, 1982 (as amended) made under the Company Secretaries Act, 1980 and shall pay the fees as applicable from time to time. 1.9 Examinations The Institute conducts its examination in three stages, namely — (1) Foundation Programme Examination; (2) Executive Programme Examination; and (3) Professional Programme Examination. Subjects of the examinations are set out below: Foundation Programme Examination I. Business Environment and Entrepreneurship II. Business Management, Ethics and Communication III. Business Economics IV. Fundamentals of Accounting and Auditing Executive Programme Examination Module I I. Company Law II. Cost and Management Accounting III. Economic and Commercial Laws IV. Tax Laws and Practice Module II V. Company Accounts and Auditing Practices VI. Capital Markets and Securities Laws VII. Industrial, Labour and General Laws Professional Programme Examination Module I I. Advanced Company Law and Practice II. Secretarial Audit, Compliance Management and Due Diligence III. Corporate Restructuring, Valuation and Insolvency 5 Module II IV. Information Technology and Systems Audit V. Financial, Treasury and Forex Management VI. Ethics, Governance and Sustainability Module III VII. Advanced Tax Laws and Practice VIII. Drafting, Appearances and Pleadings IX. Electives 1 out of below 5 subjects 1. Banking Law and Practice 2. Capital, Commodity and Money Market 3. Insurance Law and Practice 4. Intellectual Property Rights – Law and Practice 5. International Business – Laws and Practices 1.10 Scope and Purpose of the Training Guide The Institute has devised this Training Guide to provide guidance to all concerned. This Guide covers various aspects of training of the students registered for the Company Secretaryship course. Training Guide provides complete information on training, exemption therefrom and its procedural requirements applicable both under earlier training structure and the modified training structure (which was implemented w.e.f. 01.04.2014). ******************* 6 CHAPTER II TRAINING STRUCTURES 2.1 Earlier Training Structure Earlier training structure is specified under Chapter VII of the Company Secretaries Regulations, 1982. The extract of Chapter VII is placed at ‘Appendix A’ Applicability: It is applicable to students registered to Intermediate or Executive Programme on or before 31st March 2014, if they do not opt to comply with the provisions of Chapter VIA i.e. modified training structure. Following trainings are applicable for the students under earlier training structure: (i) Executive Development Programme (EDP ) (ii) Professional Development Programme (PDP) (iii) Management Training / Apprenticeship Training (15 Months ) (iv) Practical training for 15 days at any specialized agency. (v) Management Skills Orientation Programme (MSOP) Student Induction programme (SIP)/ Computer Training: SIP / Computer training are now discontinued in view of the amendment to the Regulations 40 of the Company Secretaries Regulations 1982 vide Notification dated 01st April, 2014 published in the Gazette of India. Accordingly, SIP and Computer training are not applicable to any student of the Company Secretaryship Course w.e.f 1st April 2014. Management/Apprenticeship training: Period of training is 15 months. Students are free to undergo training wholly or partly with a Company Secretary in Practice or a Company or any other entity registered for imparting training with the Institute. Training Programmes: There are various in-house training programmes at different stages of the course conducted by Regional Offices and Chapter of the Institute as under: (a) Student Induction Programme (SIP) – Student Induction Programme is now discontinued in view of the amendment to Regulations 40 of the Company Secretaries Regulations 1982 vide Notification dated 01st April, 2014 published in the Gazette of India. Accordingly, it is not applicable to any student of the Company Secretaryship Course w.e.f. 1st April 2014. It is now optional for the student to undergo SIP. (b) Executive Development Programme (EDP) - Duration 8 days, after passing the Executive Programme (Intermediate Exams) covering the following areas:1. Personality Development - and Life Skills – Advanced Concepts (Interpersonal Skills, Decision Making Skills, Team Spirit, Negotiating Skills) 7 2. Computer Literacy and Training (Advance) 3. General awareness of Indian/Global economy, business conditions, Regulatory Insight, Capital Markets, and opportunities 4. Organisation Structure, Role of ROC/CLB/SEBI/SAT /Stock Exchanges/RBI/CCI/ TRAI/NCLT/NCLTA 5. Drafting of Minutes, Notices, Resolutions, Advance business tools such as internet browsing, video conferencing etc. 6. Etiquettes, Inter personal skills, Communication skills, Office culture; 7. Significance of training and Code of conduct applicable during training period EDP is required to be undergone by each student undergoing training under the earlier training structure. (c) Professional Development Programme (PDP)- Duration 25 hours after becoming eligible to undergo 15 months training i.e. after passing Executive Programme examinations. (d) Management Skills Orientation Programme (MSOP) –Duration 15 days after passing Professional Programme (Final Exams) covering:CORE TOPICS: 1. Leadership skills, Innovation, latest trends in management thoughts. 2. Business strategy, Corporate restructuring through Mergers & Amalgamations, Take Over, Valuation, Competition Law, Consumer Protection. 3. Cross border transactions, global business scenario. 4. Major tax laws, Double Taxation Treaty Agreements, Service Tax. 5. Corporate Governance, Business Ethics, Sustainability. 6. Meetings, Secretarial Standards, Important provisions of Company Law. 7. Capital Market related topics, Regulatory insight, Exchange related issues. 8. Projects covering diverse areas including corporate laws. 9. Intellectual Property Rights 10. Arbitration, Conciliation, Alternate Dispute Redressal Mechanism 11. Corporate Compliance Management 12. Areas of Practice –Existing & Emerging 13. Understanding Financial Statements 14. Art of Advocacy, Court craft, Pleadings 15. Board Room behaviour, Drafting of Chairmen’s Speech, Directors’ Report 16. Networking skills and business behaviour 17. About ICSI and Code of Conduct 18. Any other Topic of Topical interest. 8 As far as practicable, the mechanism for MSOP should be through Case Studies, Story Telling, Group Discussions, Role Playing, simulation exercises and the like so as to provide a real-life particle exposure. ELECTIVES 1. Behavioral Sciences 2. Listing Compliances, Case Studies 3. Sick Companies and solvency laws 4. NGOs /Micro financing/Cooperative Societies 5. Part IX Companies 6. Practical aspects of Criminal law 7. Inspection and Investigation, Compounding of offences under various laws Companies Act, FEMA, SEBI 8. VAT-Procedure & Practice 9. Laws relating to Intellectual Property Rights 10. Taxation – Corporate Taxation, Personal Tax Planning & Management, Filing of Returns 11. Private Equity, Venture Capital, Hedge Funds 12. International Trade & Policy 13. Banking & Insurance 14. Cyber laws 15. Stress management e-EDP/e-MSOP Centre for Corporate Governance Research and Training of the Institute (ICSI-CCGRT) in collaboration with Gurukul Online Learning Solutions is also conducting Executive Development Programme and Management Skills Orientation Programme in electronic form i.e. e-EDP and eMSOP. Students can contact, Gurukul Online Learning Solutions (GOLS) at email id icsi@gols.in and on telephone number - 022-33097600 Extn. 119/125, Mob: 09324372326. Eligibility Criteria of e-MSOP: The Candidates who have completed Company Secretaryship Final/ Professional Programme examination two years prior to the making of the application for undergoing e-MSOP shall be eligible to attend eMSOP. Training with Specialised Agency: Duration of training with any one specialised agency is 15 days after passing Professional Programme (Final Exams) and completion of 15 months training. Specialised agencies where 15 days specialized training can be undergone are as follows: (i) Registrar of Companies, (ii) Stock Exchange, 9 (iii) Financial or Banking Institutions, (iv) Management Consultancy Firms, (v) Office of Official Liquidator, (vi) Ministry of Corporate Affairs, (vii) Commodity Stock Exchange, (viii) Company Law Board, (ix) Broking firm or companies, (x) Law firms, (xi) Limited Liability Partnerships, (xii) Universities (recognized by UGC), (xiii) Merchant Bankers, (xiv) Mutual Funds, (xv) Insurance Companies, (xvi) SMEs, (xvii) Industry Associations/ Chambers of Commerce, (xviii) All Ministries, (xix) SEBI, (xx) IRDA, (xxi) TRAI, (xxii) CCI, (xxiii) Courts, (xxiv) Tribunals and other quasi-judicial bodies. (xxv) NBFC 2.2 Modified Training Structure Applicability: Modified training structure is specified under the provisions of Chapter VIA of the Company Secretaries Regulations, 1982. Modified training structure is implemented with effect from 01st April, 2014 vide Notification no. 710/1(M)/1 (1410GI/14) dated 01st April, 2014 published in the Gazette of India, Part III, Section 4 (Extraordinary) placed at Appendix B. The modified Training Structure is applicable to a student registered to the Executive Programme on or after 1st April 2014; and a student registered to the Executive Programme on or before 31st March,2014, if (s)he opts for the modified training structure in lieu of the earlier structure. 10 Trainings applicable to the students undergoing training under modified training structure: (i) Management Training / Apprenticeship Training (1 year/2 years/3 years) (ii) Management Skills Orientation Programme (MSOP) (For 15 days) Duration of Training: (i) three years on registration for Executive Programme; or (ii) two years after passing the Executive Programme examination; or (iii) one year after passing the Professional Programme examination. Students are free to undergo training wholly or partly with a Company Secretary in Practice or a Company or any other entity registered for imparting training with the Institute. Management Skills Orientation Programme (MSOP) – Duration is 15 days after passing Professional Programme (Final Exams) covering mainly the following:CORE TOPICS: 1. Leadership skills, Innovation, latest trends in management thoughts. 2. Business strategy, Corporate restructuring through Mergers & Amalgamations, Take Over, Valuation, Competition Law, Consumer Protection. 3. Cross border transactions, global business scenario. 4. Major tax laws, Double Taxation Treaty Agreements, Service Tax. 5. Corporate Governance, Business Ethics, Sustainability. 6. Meetings, Secretarial Standards, Important provisions of Company Law. 7. Capital Market related topics, Regulatory insight, Exchange related issues. 8. Projects covering diverse areas including corporate laws. 9. Intellectual Property Rights 10. Arbitration, Conciliation, Alternate Dispute Redressal Mechanism 11. Corporate Compliance Management 12. Areas of Practice –Existing & Emerging 13. Understanding Financial Statements 14. Art of Advocacy, Court craft, Pleadings 15. Board Room behaviour, Drafting of Chairmen’s Speech, Directors’ Report 16. Networking skills and business behaviour 17. About ICSI and Code of Conduct 18. Any other Topic of Topical interest. 11 As far as practicable, the mechanism for MSOP should be through Case Studies, Story Telling, Group Discussions, Role Playing, simulation exercises and the like so as to provide a real-life practical exposure. ELECTIVES 1. Behavioural Sciences 2. Listing Compliances, Case Studies 3. Sick Companies and solvency laws 4. NGOs /Micro financing/Cooperative Societies 5. Part IX Companies 6. Practical aspects of Criminal law 7. Inspection and Investigation, Compounding of offences under various laws Companies Act, FEMA, SEBI 8. VAT-Procedure & Practice 9. Laws relating to Intellectual Property Rights 10. Taxation – Corporate Taxation, Personal Tax Planning & Management, Filing of Returns 11. Private Equity, Venture Capital, Hedge Funds 12. International Trade & Policy 13. Banking & Insurance 14. Cyber laws 15. Stress management 2.3 Comparative Table showing Earlier Training Structure and Modified Training Structure at a glance Components of Training Duration training Computer Training Seventy hours Not Applicable Not Applicable Student Induction Programme(SIP) Seven days Not Applicable (after taking registration in Executive Programme) Not Applicable Executive Development Programme(EDP) Eight days Not Applicable Long Terms Internship with specified entities -- of Earlier Structure Training Modified Structure Applicable Training (After passing Executive Programme) Fifteen months (After Executive Three years on registration to Executive passing Programme; 12 Programme) or Two years after passing the Executive Programme; or One year after passing the Professional Programme. Professional Development Programme ( PDP) Twenty-five hours Applicable Not Applicable Training with specialised agency Fifteen days Applicable Not Applicable Management Skills Orientation Programme ( MSOP) Fifteen days Applicable Applicable 2.4 Procedure for switching over to modified training structure: (i) Any student registered in Executive programme on or before 31st March, 2014, is eligible for undergoing training as per earlier training structure. But if he/she wishes, he/she has option to switch over to modified training structure also. (ii) For opting for switchover to modified training structure, student is required to apply in the specified format given at Appendix C. (iii) No fee is payable for applying for switchover. (iv) Along with this format, student must attach the copy of confirmation letter issued by the company / or Practising Company Secretary/or other organization confirming to take him/her as trainee. (v) Firstly, the student is to decide whether he/she wishes to start Management Training/ apprenticeship training immediately after taking registration in CS Executive Programme/or after passing CS Executive Programme/or after passing CS Professional Programme. (vi) After that he/she should contact the company / PCS where he/she wishes to undergo training. He/she should appear in interview & pass the same. When concerned company or PCS has given him/her letter of confirmation, then alongwith a copy of that confirmation letter the student concerned is to apply to institute for issuing of sponsorship letter. This letter is also required to be attached with the switch-over form. (vii) Student opting for switchover from earlier training structure to modified training structure will not get any credit or exemption for any period of training already undergone by them under the earlier training structure, i.e. student will not get any exemption for that duration under the modified training structure. In such cases the training under the modified training structure will start afresh. ******************* 13 CHAPTER III INFORMATION AND PROCEDURES RELATED TO 15 MONTHS/3 YEARS/2 YEARS/1 YEAR TRAINING 3.1 Organizations where 15 months/3 years/2 years/1 year training can be undergone: Training either under earlier training structure or under modified training structure can be undergone with the following organizations, which are registered with the Institute for imparting 15 months Training: (i) COMPANIES Companies (whether public or private; listed or unlisted) having paid up share capital of Rupees fifty lacs or more are eligible for registration with the Institute for imparting training to CS students (ii) MINISTRY OF CORPORATE AFFAIRS AND ITS OFFICES (Registrar of Companies, Regional Director, Official Liquidator etc.); (iii) BANKS All banks recognised by RBI are considered equivalent to companies for the purpose of imparting training without the limiting factor of paid up share capital; (iv) LAW FIRMS, CONSULTANCY FIRMS, FINANCIAL INSTITUTIONS, LIMITED LIABILITY PARTNERSHIPS Law Firms, Consultancy Firms, Financial Institutions, Limited Liability Partnerships are allowed to impart training to the students of the Institute. (v) GOVERNMENT BODIES / DEPARTMENTS and PUBLIC SECTOR UNDERTAKINGS Training can be undergone with Government bodies / departments, Public Sector Undertakings, Statutory bodies and the same are to registered for imparting training; (vi) COMPANY SECRETARIES IN PRACTICE Training can be undergone with Company Secretary in whole-time practice or a firm of such Company Secretaries, who are members of the Institute, registered for imparting training The students are advised to ensure that the Company/Organization/PCS is Registered with the Institute for imparting training before the commencement of the training. 3.2 Procedure for registration of companies and other organisations for imparting 15 months/3 years/2 years/1 year training For registration of company and other organisation for imparting training the paid up share capital of the company should not be less than Rs. 50 lacs It should have facilities to impart training in various departments particularly Secretarial (Shares & Legal), Finance & Accounts (including Costing, Management Accounting, Internal Audit & Taxation), Administration 14 (including Personnel, General Administration, Industrial & Public Relations, Marketing & Material Management etc.). Documents required for registration of companies and other organisation for imparting training:(i) A duly signed request letter from company on its letter head having details of paid up share capital, number of trainees to be accommodated in a year, amount of stipend payable to trainees. (ii) A certified true copy of latest balance sheet of the company and other organisation (for registration of Banks and Government bodies Balance Sheet is not required). (iii) No fee is payable for registration of company / other entity for imparting training. 3.3 Procedure for registration of Law Firm, Consultancy Firms Financial Institutions, Limited Liability Partnerships for imparting 15 months/3 years/2 years/1 year training Guidelines and eligibility criteria for registration of Law Firms, Consultancy Firms, and Financial Institutions for imparting training are available at training link on the website of the Institute www.icsi.edu: Documents required for Registration:(i) For registration of law firm for imparting training• A duly signed request letter from authorised signatory on letter head of the law firm having details of number of partners enrolled as an Advocate with their names, trainees to be accommodated in a year, amount of stipend payable to trainees, brief profile of the firm including work areas, infrastructure available for training etc. • Law firms having partners are eligible to be registered to impart training to CS students. Proprietorship law firm is not allowed to be registered with the institute for imparting training to CS students. (ii) For registration of Consultancy firm for imparting trainingA duly signed request letter from authorised signatory on letter head of the consultancy firm having details of number of partners with their names, trainees to be accommodated in a year, amount of stipend payable to trainees, brief profile of the firm including work areas, infrastructure available for training etc. (ii) For registration of Financial Institution for imparting training• A duly signed request letter from authorised signatory on letter head of financial institution having details of fixed assets, standing • Number of trainees to be accommodated in a year • Amount of stipend payable to trainees • Brief profile, infrastructure available for training etc. along with document of registration or approval of the prescribed authority as may be required under the applicable laws • Authenticate document indicating gross fixed assets minimum of Rupees Ten lacs only (preferably balance sheet) • Having standing of at least ten years of the concerned financial institution 15 (iv) For registration of Limited Liability Partnerships for imparting training• A duly signed request from authorised signatory on letter head of the LLP having complete details of all the partners, copy of Certificate of Incorporation • LLP agreement • Number of trainees to be accommodated in a year • Amount of stipend payable to trainees • Brief profile of the LLP including work areas • Infrastructure available for training etc. 3.4 Procedure for registration of a Company Secretary in Practice for imparting 15 months/3 years/2 years/1 year training For getting registered with the Institute for imparting training to the students, a Company Secretary in Practice is required to submit duly filled application form as prescribed by the Institute. The application form is placed at Appendix D. After approval a registration number is allotted to the Company Secretary in Practice. 3.5 Procedure for searching 15 months/3 years/2 years/1 year training 1. Students may directly apply for getting training with resumes to the Companies, Company Secretaries in Practice and other organisations/entitites registered with the Institute for imparting training. They may take personal interview of the candidate / or may have interaction with the candidate and subsequently if selected, they will issue a confirmation letter/letter of offer/appointment letter to the student. 2. List of companies /organisation (including law firm, consultancy firms etc.) and list of Company Secretaries in Practice registered for imparting training are available at the Institute website (www.icsi.edu), which can be searched by selecting the available options. 3. Contact the nearest Regional/Chapter office of the Institute for getting information of local vacancies and seeking assistance for training. Some Regional offices / Chapters place the information on their notice board. 4. Companies, other organisations/entities and Practising Company Secretaries / firms of Company Secretaries which are not registered with the Institute can also be registered by submitting the necessary documents required for registration. 5. For seeking assistance in searching training from the Institute, students are required to submit resume, copy of completion certificate of Executive Development Programme (applicable in earlier training) to the Training Section for forwarding the details/resumes to the Companies, Company Secretaries in Practice and other organisations / entities, as per available vacancies for further short-listing and interview at their end. 3.6 Procedure for registration of 15 months/3 years/2 years/1 year Training with the company/organisation (including law firm, consultancy firms etc.) (i) After selection by the company/organisation (including law firm, consultancy firms etc.) the student concerned would forward copy of appointment letter indicating the date of commencement along with prescribed Training Form (Appendix E) and copy of Completion Certificate of Executive Development Programme (in case of earlier training 16 structure only) to the Institute for registration of training. (ii) The Institute forwards the training registration letter to the company/organisation (including law firm, consultancy firms etc.) with a copy of the same to the concerned student. (iii) After receiving such training registration letter from the Institute, student may commence training. (iv) It is necessary to submit the appointment letter within 15 days of commencement of training. 3.7 Procedure for registration of 15 months/3 years/2 years/1 year training with Company Secretary in Practice (i) Firstly, ensure whether the Company Secretary in Practice is registered with the Institute for imparting training. (List of Company Secretary in Practice is registered with the Institute for imparting training is available on training page at website www.icsi.edu); (ii) Ensure whether the Company Secretary in Practice is eligible to take trainee with regard to the entitlement of maximum number of trainees of the concerned Company Secretary in Practice registered for imparting training with the Institute; (iii) Candidate may apply in the prescribed training form (Appendix E)for the issuance of sponsorship letter i.e. bio-data letter before commencement of training; (iv) After selection, a contract for training in the prescribed format (Appendix F) (as per the Apprenticeship Training Guidelines, 1982 as amended from time to time and available at training page on the website www.icsi.edu) has to be executed between the Company Secretary in Practice and the student concerned. The Trainer and the student have to keep one copy of the contract; (v) Within 15 days of execution of contract for apprenticeship, the Company Secretary in Practice/ student has to submit a copy of contract, the particulars as prescribed in Part A & B with regard to employer and trainee, copy of completion certificate of EDP (in case of earlier training structure only) and Executive Programme pass mark-sheet with the Institute for registration of training with the Institute; (vi) the Institute after taking the training on record will issue 15 months / 1 year / 2 year / 3 year training registration letter to the Company Secretary in Practice with a copy to the student. 3.8 Procedure for transfer of 15 months/3 years/2 years/1 year training in between training period to any other company /organisation (including law firm, consultancy firms, financial institutions etc.) or Company Secretary in Practice For transfer of training in between the training period to some other company/organisation (including law firm, consultancy firms etc.) or Company Secretary in Practice registered for imparting training with the Institute, the student has to submit a Certificate of Discontinuation of Training in the prescribed format (Appendix H) along with the “No Objection Certificate” from the previous trainer and has to follow the same procedure for undergoing remaining period of training as applicable in case of first trainer with regard to submission of sponsorship letter, appointment letter, Contract for apprenticeship etc. with the Institute. 17 3.9 Limit of number of trainees with a Company There is no limit for maximum number of trainees to be imparted training by a Company or other organization. It is entirely at the discretion of the company/organization concerned. 3.10 Limit of number of trainees with Law Firm/ Consultancy Firm/Financial Institution Consultancy Firms/Law firms shall be entitled to have maximum five trainees per partner of the respective Consultancy firm/Law firm at a time. However, there is no restriction of maximum number of trainees for Financial Institutions. 3.11 Limit of number of trainees with Company Secretary in Practice Number of trainees to be sponsored by the Company Secretary in Practice (PCS) including a partner in a firm of Company Secretaries, will be equal to the number of years of continuous practice of the concerned member subject to a maximum of twenty trainees. A PCS with two years of continuous practice will be entitled to engage only one trainee. If the PCS surrenders his certificate of practice and starts his practice after a gap, he will be entitled to have the same number of trainees as he was entitled when he surrendered his certificate of practice. 3.12 Working Hours The candidates undergoing training with Company Secretaries in Practice shall be required to work during normal hours during the training period which shall not be less than 6 hours a day for 5 days in a week. Minimum working hours has not been specified in case of training with Companies and other organisations (including Law Firm/ Consultancy Firm). However, the working hours as specified for training with Company Secretaries in Practice may be followed in case of training with Companies and other organisations (including Law Firm/ Consultancy Firm). 3.13 Stipend The minimum amount of stipend payable to the students is as follows: Students who are Executive undergoing training Students after taking registration in Executive Programme Passed Professional Passed students If undergoing training Minimum amount of Minimum amount of Minimum amount of under PCS Rs 2000/- per month Rs 3000/- per month Rs 4000/- per month If undergoing training Minimum amount of Minimum amount of Minimum amount of at Company /other Rs 3000/- per month Rs 4000/- per month Rs 5000/- per month entities 18 It is clarified that if any student is already undergoing training for 15 months / 3 years / 2 years / 1 year and during the period at any time he/she passes examination of Executive Programme / or Professional Programme, then his/her stipend for remaining period of training shall also get changed in accordance to the above table as applicable to higher stage. 3.14 Leave Number of leaves to be availed by the students under the earlier training structure & modified training structure is as given below: Earlier training Modified Training Structure structure 15 months 3 years training training Not applicable Students registered in Executive Programme 2 years training 36 days casual Not applicable leave 1 year training Not applicable + 72 days leaves for study & examinations Students passed Executive Programme 15 days casual Not applicable leave 24 days casual Not applicable leave + 30 days leaves for study & examinations + 48 days leaves for study & examinations Students passed Professional Programme 15 days casual Not applicable leave Not applicable 12 days casual leave It is further clarified that: (i) One casual leave can be availed for each month of training undergone. (ii) Any un-used casual leaves shall be lapsed at the end of training period. (iii) Leaves applicable for study & examinations are to be granted for appearing in CS examinations only. (iv) If any student is doing some part of training at one company/organization/PCS and remaining part of training at another company/organization/PCS, then leaves shall be calculated on pro-rata basis. (v) If at any stage any student has passed examinations of all modules of Professional Programme, then he /she shall be no more eligible for leave allocated for study & examinations. He /she shall only be eligible to avail the casuals leave on pro-rata basis for his/her remaining period of training. (vi) If any student takes leaves during training period more than his/her entitlements, his/her training period shall get extended for the number of days he/she has exceeded the limit. 19 (vii) Sundays & holidays falling in between the period of leave availed for the purpose of study & examinations shall be counted for the number of days leaves availed. Whereas if availing casual leaves, Sundays & holidays falling in between shall not be counted. (viii) A student while undergoing 15 months or 3 years or 2 years training and if he/she passes Professional Programme examination in between then after passing the Professional Programme examination, he/she shall be eligible to avail casual leave @ 1 day per month only for the remaining period of training. 3.15 Quarterly Reports During training period, a trainee has to submit duly filled Quarterly Report in prescribed format (Appendix G) on completion of every quarter. Number of quarterly reports to be submitted with the Institute is as under: - 3.16 15 months training - 05 Quarterly Reports 3 years training - 12 Quarterly Reports 2 years training - 08 Quarterly Reports 1 year training - 04 Quarterly Reports Project Report During training period, a trainee has to prepare a Project Report on any one of the prescribed Topics during the last quarter of training. The trainee is required to submit the Project Report to his/her trainer and to submit a copy of the Project Report duly signed by the trainer with the Institute on completion of training period. Topics for preparation of Project Report are given at Appendix K. 3.17 Training Completion Certificate On completion of training period, the trainee shall be required to submit a Training Completion Certificate in the prescribed format (Appendix I) with the Institute. Trainees are advised to take the Training Completion Certificate in duplicate and to keep one copy of the same for future reference and records. *************** 20 CHAPTER IV INFORMATION AND PROCEDURES RELATED TO SIP/EDP/PDP/MSOP 4.1 Student Induction Programme (SIP) Consequent upon amendment to the Company Secretaries Regulations, 1982 vide notification dated 1st April, 2014, Student Induction Programme (SIP) is not compulsory for the students undergoing training under the earlier training structure or under the modified training structure. 4.2 Executive Development Programme (EDP) (Applicable to the students undergoing training under the earlier training structure) • Executive Development Programme is an eight days programme conducted by all the Regional Councils and Chapters on regular basis. • Students eligible to undergo 15 months training are required to attend EDP. • Student has to submit an application in the prescribed form along with a copy of Executive Programme pass certificate with the concerned/nearest Regional Council/Chapter office of the Institute along with the prescribed fee which is presently Rs.1000/- (Rupees One thousand Only) for EDP. • For e-EDP applications are required to be submitted with ICSI-CCGRT, Mumbai (Belapur). • On completion of EDP, the students shall be awarded a certificate of completion of EDP by the concerned Regional or Chapter office. • There is no provision for exemption from EDP. However, EDP is not applicable for the students who have been granted exemption from undergoing management/apprenticeship training. 4.3 Professional Development Programme (PDP)(Applicable to the students undergoing training under the earlier training structure) • Professional Development Programmes are conducted by all the Regional Councils and Chapters for the benefit of members & students on regular basis. • Students eligible to undergo 15 months trainings are required to attend 25 hours of Professional Development Programme. • A student can attend Professional Development Programme organized by the Regional Councils/Chapters/Head Quarter from time to time. • Student has to submit an application in the prescribed form along with a copy of Executive Programme pass marks sheets with the concerned Regional Council/ Chapter along with the prescribed fee. • For PDP students are required to pay fee as may be fixed for the programme time to time. However, the Regional Councils/ Chapters have been advised to charge a concessional fee from the students attending Professional Development Programme. 21 • On completion of PDP, the students shall be awarded a certificate of completion of PDP by the concerned Regional or Chapter office. • There is no provision for exemption from PDP. However, PDP is not applicable for the students who have been granted exemption from undergoing 15 months training. 4.4 Management Skills Orientation Programme (MSOP)(Applicable to the students undergoing training under the earlier training structure and the modified training structure) • Management Skills Orientation Programme (MSOP) is a fifteen days programme conducted by CCGRT, Regional Councils and designated Chapters (A grade) on regular basis. ICSI-CCGRT is also conducting residential MSOP on regular basis. • A candidate who has passed Professional Programme/ Final examinations of the Institute after completion of all the training requirements or exempted thereof is eligible to attend MSOP. • MSOP is applicable under earlier training structure as well as under modified training structure. MSOP is compulsory and there is no exemption from MSOP. • ICSI-CCGRT is conducting e-MSOP also. The Candidates who have completed Company Secretaryship Final/ Professional Programme examination two years prior to the date of application for undergoing e-MSOP shall be eligible to attend e-MSOP. • On completion of MSOP, the candidates shall be awarded a certificate of completion of MSOP by the CCGRT or the concerned Regional or Chapter office. 4.5 Computer Training: Consequent upon amendment to the Company Secretaries Regulations, 1982 vide notification dated 1st April, 2014, Computer Training is not required to be undergone by the students undergoing training under the earlier training structure or under the modified training structure. ************ 22 CHAPTER V INFORMATION AND PROCEDURES RELATED TO 15 DAYS SPECIALIZED TRAINING 5.1 Applicability: • 15 days specialized training is applicable under the earlier training structure only. • A candidate after passing Professional Programme/Final examination is required to undergo training for 15 days (working days) with any one of the specialised agencies or exempted thereof. 5.2 Specialised Agencies where 15 days training can be undergone: Office of Registrar of Companies, Stock Exchange, Financial or Banking Institutions, Management Consultancy Firms, Office of Official Liquidator, Ministry of Corporate Affairs, Commodity Stock Exchange, Company Law Board, Broking firms or companies, Law firms, LLPs, Universities (recognized by UGC), Merchant Bankers, Mutual Funds, Insurance Companies, SMEs, Industry Associations/Chambers of Commerce, all Ministries, NBFC, SEBI, IRDA, TRAI, CCI, Courts, Tribunals and other quasi-judicial bodies which are registered with the Institute for imparting 15 days training. 5.3 Procedure to undergo 15 days specialized training (i) Submit an application with the Institute for issuance of sponsorship letter for undergoing 15 days training specifically mentioning the name of the specialized agency along with a copy of Final/Professional Programme pass marksheets and training completion certificate. (ii) The Institute will issue sponsorship letter to the concerned specialized agency for arranging the 15 days training with a copy to the concerned student. (iii) After completion of 15 days training, the concerned specialized agency will issue a 15 days training completion certificate which shall be submitted with the Institute for records. Note: For exemption from undergoing 15 days specialised agency, please refer Chapter VI of this booklet. ************ 23 CHAPTER VI INFORMATION AND PROCEDURES RELATED TO EXEMPTION FROM UNDERGOING 15 MONTHS/1 YEAR/15 DAYS TRAINING (SPECIALISED) 6.1 Information on Exemption from undergoing 15 months and 15 days specialised training under the earlier training structure Exemption from undergoing 15 months training and 15 days specialised training can only be claimed on the basis of possessing work experience after passing the Final/Professional Programme Examination provided the student fulfils the requirements of Chapter VII of the Company Secretaries Regulations, 1982. (a) Required work experience for claiming exemption from undergoing management training of 12 months (regulation 48) is briefly given as under:(i) One year experience as an Assistant/Deputy Company Secretary or any other post higher thereto in the Secretarial Department or three years experience as a Secretarial Officer/Executive in Secretarial Department in any company or body corporate having a paid-up share capital and reserves of not less than rupees twenty-five lakhs or any organisation having gross fixed assets of not less than rupees fifty lakhs including any public sector undertaking, autonomous or statutory body, financial institution or bank which in the opinion of the Council provides scope for acquiring sufficient professional experience; (ii) two year’s experience as an executive or three years experience as an assistant under a Company Secretary in whole time practice or in a firm of such Company Secretaries, which in the opinion of the Council provides scope for acquiring sufficient professional experience; (iii) three years experience of continuous practice on a whole-time basis as a Chartered Accountant or Cost Accountant having carried out statutory /cost /internal audit or providing management consultancy services or three years experience of continuous practice as an Advocate in a high Court having rendered services as Counsel/Advisor to a Company having paid –up share capital and services of not less than rupees twenty –five lakhs or any organisation having gross fixed assets of not less than rupees fifty lakhs including any public sector undertaking, autonomous or statutory body, financial institute or bank which in the opinion of the Council provides scope for acquiring sufficient professional experience. (iv) three years experience as an executive or four years experience as an assistant in the secretarial, administration, accounts, finance, personnel or legal department in any company or body corporate having a paid-up share capital and reserves of not less than rupees twenty five lakhs or any organisation having fixed assets of not less than rupees fifty lakhs including Central/State Government, any Public Sector Undertaking, autonomous or statutory body, financial institution , banking or insurance company which in the opinion of the Council provides scope for acquiring sufficient professional experience. Applications claiming exemption from undergoing training are examined and processed on case to case basis and a candidate may be granted exemption from undergoing 12 24 months management training (Regulation 48) and required to undergo balance 3 months practical training of one month each on Secretarial Department, Finance & Accounts Department and Administration Department and 15 days training with any one specialised agency (Regulation 50). For information and procedure on balance 3 months practical training (Regulation 50), please refer Chapter VII of this booklet (b) A candidate possessing one year experience as an Assistant/Deputy Company Secretary or any other post higher thereto in the Secretarial Department in a company or body corporate having a paid up share capital and reserves of not less than Rs.25 lacs or any organization having gross fixed assets of not less than Rs.50 lacs including any Public Sector Undertaking, Autonomous body, Financial Institution or Bank, which in the opinion of the Council, provides scope for acquiring sufficient professional experience (Regulation 51) may be granted exemption from undergoing 3 months’ practical training of one month each on Secretarial Department, Finance & Accounts Department and Administration Department and from undergoing 15 days training with any one specialised training also in addition to grant of exemption from undergoing 12 months management training. (c) A candidate who has acquired practical experience as specified in point (a) above (Regulation 48) may be exempted, for a maximum period of one month in any one of the three areas of Practical Training and for a maximum period of fifteen days in a specialized agency (Regulation 50), provided the candidate gives documentary evidence to show that he has acquired substantial portion of his practical experience in that area. (d) Any person not falling in all or any respects with regard to practical experience and practical training requirements as specified above (Regulations 48, 51 and 52) but claims to have acquired practical experience and undergone practical training, equivalent to those specified under these regulations may apply for full or partial exemption from acquiring practical experience or undergoing practical training as the case may be and the Council may determine each case for partial or total exemption taking into account the evidence produced by such person or after interviewing him. (Regulation 53) 6.2 Procedure for claiming exemption from undergoing 15 months training and 15 days specialised training under the earlier training structure A candidate who want to claim exemption from undergoing 15 months training and 15 days specialised training under earlier training structure has to submit the following documents with the Institute: a. Application Form for Management /Apprenticeship/ Practical Training/ Exemption from undergoing Training. (APPENDIX E) b. Experience Certificate (s) indicating exact designation, duration of service, salary drawn, job contents in brief duly signed by the appropriate authorized signatory of the employer organization. c. Certified copy of Balance Sheet(s) in respect of the organization(s) d. Organization Chart indicating the position in the organizational hierarchy duly certified by the authorized signatory of employer organization. e. Salary slip for the beginning and last pay drawn from the organization(s) f. Appointment letter from past/present employer. 25 6.3 Information on Exemption from undergoing 1 year training under the modified training structure Exemption from undergoing one year training under the modified training structure can only be claimed on the basis of possessing work experience after passing the Final/Professional Programme Examination provided the student fulfils the requirements of Chapter VIA of the Company Secretaries Regulations, 1982. (a) Required work experience for claiming exemption from undergoing one year practical training (Regulation 46AB) is briefly given as under:(i) (a) One year experience as an Assistant Company Secretary or Deputy Company Secretary or any other post equivalent or higher thereto in the Secretarial Department; or (b) two years’ experience as a Secretarial Officer or Executive or any other post equivalent or higher thereto; or (c) three years experience as an Assistant or any other post equivalent or higher thereto in Secretarial Department in any company or body corporate having a paid-up share capital of not less than fifty lakh rupees or turnover of not less than ten crore rupees or in any public sector undertaking, autonomous or statutory body, financial institution or bank which in the opinion of the Council provides scope for acquiring sufficient professional experience; or (ii) (a) Two years’ experience as Secretarial Officer or Executive or any post equivalent; or (b) three years’ experience as an Assistant or any other post equivalent or higher thereto under a Company Secretary in whole time practice or in a firm of Company Secretaries, which in the opinion of the Council provides scope for acquiring sufficient professional experience; or (iii) (a) Two years’ experience of continuous practice on a whole-time basis as a Chartered Accountant or a Cost Accountant having carried out statutory or cost or internal audit or providing management consultancy services; or (b) two years experience of continuous practice as an Advocate in a high Court having rendered services as Counsel or Advisor to a Company having paid–up share capital and reserves of not less than fifty lakhs rupees or any organisation having gross fixed assets of not less than one crore rupees, or in any public sector undertaking, autonomous or statutory body, financial institute or bank which in the opinion of the Council provides scope for acquiring sufficient professional experience; or (b) Any person not falling in all or any respects with regard to practical experience and practical training requirements as specified in point (a) above (Regulation 46AB) but claims to have acquired practical experience and undergone practical training, equivalent to those specified under these regulations may apply for full or partial exemption from acquiring practical experience or undergoing practical training, as the case may be, and the Council may determine each case for partial or total exemption taking into account the evidence produced by such person or after interviewing him. (Regulation 46AC) 26 6.4 Procedure for claiming exemption from undergoing 1 year training under the Modified training structure A candidate who wants to claim exemption from undergoing one year training modified training structure has to submit the following documents with the Institute: under the a. Application Form for Management /Apprenticeship/ Practical Training/Exemption from undergoing Training. (APPENDIX E) b. Experience Certificate (s) indicating exact designation, duration of service, salary drawn, job contents in brief duly signed by the appropriate authorized signatory of the employer organization. c. Certified copy of Balance Sheet(s) in respect of the organization(s) d. Organization Chart indicating the position in the organizational hierarchy duly certified by the authorized signatory of employer organization. e. Salary slip for the beginning and last pay drawn from the organization(s) f. Appointment letter from past/present employer. Please refer the Checklist of exemption related document is placed at APPENDIX J. ************ 27 CHAPTER VII INFORMATION AND PROCEDURE RELATED TO BALANCE 3 MONTHS PRACTICAL TRAINING (REGULATION 50) FOR THOSE WHO HAVE BEEN GRANTED PARTIAL EXEMPTION FROM UNDERGOING 15 MONTHS TRAINING UNDER THE EARLIER TRAINING STRUCTURE 7.1 Information on balance 3 months Practical Training (Regulation 50) Candidates who have been granted exemption on the basis of working experience from undergoing 12 months or more training under Chapter VII of the Company Secretaries Regulations, 1982 are required to undergo balance training of 03 months or less period, as the case may be, for one month each in Secretarial Department, Finance & Accounts Department and Administration Department is termed as Practical Training (Regulation 50). 7.2 Where balance 3 months Practical Training (Regulation 50) can be undergone Balance 3 months practical training can be undergone only with those Companies/Entities which are registered with the Institute for imparting 03 months Practical training to the students. Company Secretaries in Practice registered for imparting 15 months training are also eligible to impart balance 3 months practical training. 7.3 Procedure for registration of Company for imparting 3 months Practical Training (Regulation 50) For imparting 3 months practical training, the paid up share capital of the company should not be less than Rs.25 lacs. It should have facilities to impart 03 Months Practical Training in various departments particularly Secretarial (Shares & Legal), Finance & Accounts (including Costing, Management Accounting, Internal Audit & Taxation), Administration (including Personnel, General Administration, Industrial & Public Relations, Marketing & Material Management etc.). Following documents are required for registration of companies for imparting 03 months practical training: (i) A duly signed request letter from company on its letter head having details of paid up share capital, number of trainees to be accommodated in a year, amount of stipend payable to trainees. (ii) A certified true copy of latest balance sheet of the company and other organisation (for registration of Banks and Government bodies for imparting training, Balance Sheet is not required) (iii) No fee is payable for registration of company for imparting training. 7.4 Procedure for undergoing 03 months Practical training with a Company Candidate has to follow the procedure as given below: (i) A student has to submit an application with the Institute in prescribed training form 28 specifically mentioning the name of the company/entity registered with the Institute for imparting 03 months Practical Training for issuance of sponsorship letter. (ii) The Institute will issue sponsorship letter to the concerned company for arranging the Practical training of the student with a copy to the student. Student can commence the training only on the basis of sponsorship letter issued by the Institute. (iii) The company will intimate the date of commencement of the training of the student to the Institute for record. (iv) The company will issue a training completion certificate on completion of the training for record. (APPENDIX I) 7.5 Procedure for undergoing 03 months Practical training with a Company Secretary in Practice Procedure for undergoing 03 months Practical Training with a Company Secretary in Practice is same as in the case of 15 months training as specified in chapter III with a variation with regard to the period of training only. ************ 29 CHAPTER VIII DISCIPLINARY ACTION IN CONNECTION WITH TRAINING INCLUDING MANAGEMENT SKILLS ORIENTATION PROGRAMME 8.1 Disciplinary action in connection with training including Management Skills Orientation Programme Regulation 55A and Regulation 46AF of the Company Secretaries Regulations, 1982 provides provisions related to disciplinary action in connection with training including Management Skills Orientation Programme. Extract of Regulation 55A and Regulation 46AF are as under: “55A. Disciplinary action in connection with training including Management Skills Orientation Programme In the event of any misconduct by a candidate undergoing training including management skills orientation programme, the Council or the Disciplinary Committee may suo-moto or on receipt of a complaint, if it is satisfied that the misconduct is proved after such investigation as it may deem necessary after giving him an opportunity of being heard, reprimand the candidate or cancel or suspend his registration as a student or suspend or debar him from appearing in any one or more examinations of the Institute or direct that any period of training already undergone shall not be reckoned for the purposes of Regulation 48 or Regulation 50 or declare that such a candidate is not fit and appropriate person to be admitted to the Associate Membership of the Institute. Explanation—For the purposes of this Regulation ―”misconduct” shall include ― “a behaviour in a disorderly manner in relation to the Institute or in or near the place where undergoing training, breach of any regulation, condition, guideline or direction laid down by the Institute, malpractice with regard to training or resorting to or attempting to resort to unfair means in connection with the undergoing of training or seeking exemption from undergoing the training or for breach of any policies, rules and regulations for the organisation in which he/she is undergoing training”. “46AF. Disciplinary action in connection with training including Management Skills Orientation Programme In the event of any misconduct by a candidate undergoing training including management skills orientation programme, the Council or the Disciplinary Committee may suo-moto or on receipt of a complaint, if it is satisfied that the misconduct is proved after such investigation as it may deem necessary after giving him an opportunity of being heard, reprimand the candidate or cancel or suspend his registration as a student or suspend or debar him from appearing in any one or more examinations of the Institute or direct that any period of training already undergone shall not be reckoned for the purpose of regulation 46AB or declare that such a candidate is not fit and appropriate person to be admitted to the Associate Membership of the Institute. Explanation: For the purposes of this regulation, the expression “misconduct” shall include 30 “a behaviour in a disorderly manner in relation to the Institute or in or near the place where undergoing training, breach of any regulation, condition, guideline or direction laid down by the Institute, malpractice with regard to training or resorting to or attempting to resort to unfair means in connection with the undergoing of training or seeking exemption from undergoing the training or for breach of any policies, rules and regulations for the organisation in which he is undergoing training;” ************ 31 CHAPTER IX APPLYING FOR MEMBERSHIP OF THE INSTITUTE 9.1 Procedure of applying membership of the Institute A person who has passed the Intermediate/Executive Programme examination and Final Examination/ Professional Programme examination of the Institute and has undergone prescribed training or exempted therefrom on the basis of experience is eligible to apply for Associate membership of the Institute provided he has attained the age of 21 years on the date of application as per the Matriculation/school leaving certificate. An application for Associate membership of the Institute is to be made in the approved Form-A (Appendix I) along with the following: (i) Rs. 1500/-as Entrance fee and Rs. 1125/- as Annual Associate Membership Fee (Rs. 562.50 if admitted during October-March,); (ii) Certificate of fitness from two members of the Institute having 3 years standing: (iii) copy of all training related documents/ certificates such as EDP certificate, PDP certificate, MSOP certificate, 15 days Specialised Training Completion Certificate and 15 months/3 years/2 years/1 year Training Completion Certificate, letter granting exemption from training: if any. (iv) photocopies of certificates of date of birth and degree Examination(s) attested by any member of the Institute or any Officer of the Institute of the rank of Section Officer or above and certificate of Indian Domicile in original along with Photostat copy thereof, if applicable. ************ 32 APPENDICES 33 APPENDIX A Chapter VII of the Company Secretaries Regulations, 1982 Practical Experience and Training Requirements 47. Practical Experience and Training A candidate who has passed the Final Examination or Professional Programme Examination of the Institute shall be required to possess the practical experience and undergo the practical training or be exempted therefrom as specified in this Chapter for becoming eligible to Associate Membership of the Institute. 48. Practical Experience or Training Every candidate registered as a student on or after the commencement of the Company Secretaries (Amendment) Regulations, 2001 (including a student registered de novo) and passing the Final Examination or Professional Programme Examination of the Institute and every candidate registered as a student before the commencement of the said regulations and who has not completed the training in accordance with the regulations in force within five years of date of his registration shall be required either: (a) to possess practical experience to the satisfaction of the Council in any one of the following manners, namely: (i) One year‘s experience as an Assistant/Deputy Company Secretary or any other post higher thereto in *the Secretarial Department or three years‘ experience as a Secretarial Officer/Executive in Secretarial Department in any company or body corporate having a paid-up share capital and reserves of not less than rupees twenty-five lakhs or any organization having gross fixed assets of not less than rupees fifty lakhs including any public sector undertaking, autonomous or statutory body, financial institution or bank which in the opinion of the Council provides scope for acquiring sufficient professional experience; (ii) two years‘ experience as an executive or three years‘ experience as an assistant under a Company Secretary in whole-time practice or in a firm of such Company Secretaries, which in the opinion of the Council provides scope for acquiring sufficient professional experience; (iii) three years‘ experience of continuous practice on a whole-time basis as a Chartered Accountant or Cost Accountant having carried out statutory/cost/Internal audit or providing management consultancy services or three years‘ experience of continuous practice as an Advocate in a High Court having rendered services as Counsel/Advisor to a Company having paid-up share capital and services of not less than rupees twenty-five lakhs or any organisation having gross fixed assets of not less than rupees fifty lakhs including any public sector undertaking, autonomous or statutory body, financial institute or bank which in the opinion of the Council provides scope for acquiring sufficient professional experience; (iv) three years‘ experience as an executive or four years‘ experience as an assistant in the secretarial, administration, accounts, finance, personnel or legal department in any company or body corporate having a paid-up share capital and reserves of not less that rupees twenty-five lakhs or any organisation having fixed assets of not less 34 than rupees fifty lakhs including Central/State Government, any Public Sector Undertaking, autonomous or statutory body, financial institution, banking or insurance company which in the opinion of the Council provides scope for acquiring sufficient professional experience; (v) have acquired practical experience equivalent to those specified under clause (b) or clause (c) of this regulation in such professional Institutions in India or abroad as may be recognized by the Council in this behalf on reciprocal basis; OR (b) to undergo training in the manner and areas specified by the Council for a period of fifteen months in a company having a paid-up share capital of not less than rupees fifty lakhs or any other institution or organisation as may be approved by the Council from time to time; OR (c) to undergo training under a Company Secretary in whole-time practice or in a firm of such Company Secretaries as approved by the Council for a period of fifteen months on whole time basis working during normal working hours. (d) a candidate registered for Executive Programme on or after the 1st September, 2009 and is required to undergo training under clause (b) or (c) of regulation 48, shall attend and complete successfully Executive Development Programme for eight days and attend Professional Development Programmes for twenty five hours or for such hours as may be approved by the Council from time to time or exempted therefrom. 49. Training after Intermediate Examination or Executive Programme Examination (1) A candidate who has passed the Intermediate Examination or Executive Programme Examination of the Institute may commence his training under clause (b) or clause (c) of Regulation 48, with the approval of the Secretary if sufficient companies or Company Secretaries or firms of Company Secretaries in practice willing to accept trainees are available for the purpose. (2) A Company Secretary or a firm of Company Secretaries in practice under whom a candidate is required to undergo training under clause (c) of Regulation 48 shall be required to be approved by the Council and shall pay a monthly stipend as may be determined by the Council from time to time. 50. Compulsory Practical Training Every candidate passing the Final Examination or Professional Programme Examination of the Institute in addition to acquiring practical experience or undergoing training as stipulated in Regulation 48 shall be required to undergo compulsory practical training for a total period of four months as specified below: (a) to undergo three months‘ training in a public limited company or body corporate having a paid-up share capital of not less than rupees twenty-five lakhs as approved by the Council from time to time in the following manner: (i) Secretarial Department (including Shares and Legal) – one month; (ii) Finance and Accounts Department (including Costing, Management Accounting, Internal Audit and Taxation) – one month; 35 (iii) Administration Department (including Personnel, General Administration, Industrial, Public Relations, Marketing and Materials Management) – one month; Provided that a candidate who has undergone training for a period of fifteen months as specified in clauses (b) and (c) of Regulation 48 as may be exempted from the requirement of clause (a) of this regulation; Provided further that the Council may on an application made in this behalf by the candidate exempt him from undergoing practical training if the Council is satisfied that the candidate has already undergone the training prescribed by such professional Institutions in India or abroad as may be recognized by the Council in this behalf on reciprocal basis. (b) to attend and complete successfully management skills orientation programme for fifteen days in such manner and areas as determined by the Council and training in a specialized agency such as the Office of the Registrar of Companies, stock exchange, financial or banking institution or management consultancy firm for another fifteen days; Provided that the Council may on an application made in this behalf by the candidate exempt him from undergoing management skills orientation programme and training in a specialized agency specified in clause (b) if the Council is satisfied that the candidate has already undergone the training prescribed by such professional Institutions, in India or abroad as may be recognized by the Council in this behalf on reciprocal basis. 51. Exemption from undergoing practical training except secretarial training programme A candidate may be exempted from undergoing practical training as specified in clause (a) of Regulation 50 and fifteen days in a specialized agency as specified in clause (b) of Regulation 50, if he possesses one year‘s experience as assistant secretary or any post higher thereto, in the secretarial department in a company or a body corporate having a paid-up Share capital and reserves of not less than rupees twenty-five lakhs or any Organisation having gross fixed assets of not less than rupees fifty lakhs including any public sector undertaking, autonomous body, financial institution of bank which in the opinion of the Council, provides scope for acquiring sufficient professional experience. 52. Partial exemption from undergoing practical training A candidate who has acquired practical experience as specified in clause (a) of Regulation 48 may be exempted, for a maximum period of one month in any one of the three areas of Practical Training specified in clause (a) Regulation 50 and for a maximum period of fifteen days in a specialized agency as specified in clause (b) of Regulation 50, provided he gives documentary evidence to show that he has acquired substantial portion of his practical experience in that area. 53. Exceptions (1) (Since deleted) (2) Any person not falling in all or any respects with regard to practical experience and practical training requirements as specified in the Regulations 48, 51 and 52, but claims to have acquired practical experience and undergone practical training, equivalent to those specified under these regulations may apply for full or partial exemption from acquiring practical experience or undergoing practical training as the case may be and the Council may determine each case for partial or total exemption taking into account the evidence produced by such person or after interviewing him. 36 54. Requirement of certificate of experience and practical training by members of the Institute Every applicant claiming to have acquired the necessary practical experience and undergone the prescribed practical training, shall be required to obtain certificate from at least two members having a standing of three years membership as approved by the Council, certifying that in the opinion of the certifying members, the candidate is a fit and appropriate person to be admitted to the Associate Membership of the Institute. 55. Proof of Practical experience and training A candidate, who possesses the requisite practical experience and has undergone the requisite practical training or has been exempted therefrom as provided in these regulations, shall be required to produce necessary documentary proof to the satisfaction of the Council along with his application in the appropriate form for Associate Membership. 55A. Disciplinary action in connection with training including Management Skills Orientation Programme In the event of any misconduct by a candidate undergoing training including management skills orientation programme, the Council or the Disciplinary Committee may suo-moto or on receipt of a complaint, if it is satisfied that the misconduct is proved after such investigation as it may deem necessary after giving him an opportunity of being heard, or cancel or suspend his registration as a student or suspend or debar him from appearing in any one or more examinations of the Institute or direct that any period of training already undergone shall not be reckoned for the purposes of Regulation 48 or Regulation 50 or declare that such a candidate is not fit and appropriate person to be admitted to the Associate Membership of the Institute. Explanation—For the purposes of this Regulation ―misconduct shall include ―a behaviour in a disorderly manner in relation to the Institute or in or near the place where undergoing training, breach of any regulation, condition, guideline or direction laid down by the Institute, malpractice with regard to training or resorting to or attempting to resort to unfair means in connection with the undergoing of training or seeking exemption from undergoing the training or for breach of any policies, rules and regulations for the organisation in which he/she is undergoing training. ************ 37 APPENDIX B Ministry of Corporate Affairs THE INSTITUTE OF COMPANY SECRETARIES OF INDIA (Constituted under the Company Secretaries Act, 1980) NOTIFICATION New Delhi, the 1st April, 2014 No. 710/1 (M)/1. – WHEREAS the draft regulations further to amend the Company Secretaries Regulations, 1982 were published, as required by sub-section (3) of section 39 of the Company Secretaries Act, 1980 (56 of 1980), at pages 1 to 8 in the Gazette of India Extraordinary, Part III, Section 4 dated December, 31, 2012 under the notification of the Institute of Company Secretaries of India number 710/1 (M)/1 dated December 31, 2012 for inviting objections and suggestions from all persons likely to be affected thereby before the expiry of forty-five days of the date on which the copies of the said notification as published in the Gazette of India were made available to the public; AND WHEREAS objections and suggestions were invited before the expiry of period of forty five days from the date on which the copies of the said Gazette were made available to the public; AND WHEREAS the said Gazette was made available to the public on the 8th January, 2013; AND WHEREAS objections and suggestions received from the public have been considered by the Council; NOW, THEREFORE, in exercise of the powers conferred by sub-section (1) of the section 39 of the Company Secretaries Act, 1980 (56 of 1980), the Council, with the approval of the Central Government, hereby makes the following regulations further to amend the Company Secretaries Regulations, 1982, namely: 1 (1) These regulations may be called the Company Secretaries Regulations, 2014. (Amendment) (2) These regulations shall come into force on the date of their publication in the Gazette of India. 2 In the Company Secretaries Regulations, 1982,(i) for regulation 40, the following regulation shall be substituted, namely: “40 Admission to Executive Programme Examination.No candidate shall be admitted to Executive Programme Examination unless he is a registered student and applies with such examination fees as may be determined by the Council from time to time, in accordance with the directions given by the Council.” (ii) after Chapter VI, the following Chapter VIA shall be inserted, namely: “CHAPTER VI A Practical Experience and Training requirements 46AA. Applicability of this Chapter.The provisions of this Chapter shall apply to: - 38 (a) a student registered to the Executive Programme on or after the date of publication of this notification; and (b) a student registered to the Executive Programme before the date of publication of this notification, if he wishes to comply with the requirements of this Chapter instead of those specified in Chapter VII. 46 AB Practical Experience and Training.1. A student who has passed the Final examination or Professional Programme examination of the Institute shall become eligible to Associate Membership of the Institute only after he has (a) undergone the practical training for a period of(i) three years on registration for Executive Programme; or (ii) two years after passing the Executive Programme examination; or (iii) one year after passing the Professional Programme examination; on whole time basis during normal working hours(i) in a company having a paid up share capital of not less than fifty lakh rupees; or (ii) in any other institution or organisation or class of institutions or organisations as may be approved by the Council from time to time; or (iii) under a Company Secretary in whole-time practice or in a firm of Company Secretaries; (b) completed Management Skills Orientation Programme, after passing the Final examination or Professional Programme examination and undergoing practical training as specified in clause (a) of sub-regulation (1) or exempted therefrom, either in class room environment or online for a period of fifteen days in such manner and of such contents as may be provided by the Council from time to time. 2. The practical training referred to in clause (a) of sub-regulation (1) may be dispensed for a student, if to the satisfaction of the Council, he has fulfilled the following experience, namely: (i) (a) One year experience as an Assistant Company Secretary or Deputy Company Secretary or any other post equivalent or higher thereto in the Secretarial Department; or (b) two years’ experience as a Secretarial Officer or Executive or any other post equivalent or higher thereto; or (c) three years experience as an Assistant or any other post equivalent or higher thereto in Secretarial Department in any company or body corporate having a paid-up share capital of not less than fifty lakh rupees or turnover of not less than ten crore rupees or in any public sector undertaking, autonomous or statutory body, financial institution or bank which in the opinion of the Council provides scope for acquiring sufficient professional experience; or (ii) (a) Two years’ experience as Secretarial Officer or Executive or any post equivalent; or (b) three years’ experience as an Assistant or any other post equivalent or higher thereto under a Company Secretary in whole time practice or in a firm of Company Secretaries, which in the opinion of the Council provides scope for acquiring sufficient professional experience; or 39 (iii) (a) Two years’ experience of continuous practice on a whole-time basis as a Chartered Accountant or a Cost Accountant having carried out statutory or cost or internal audit or providing management consultancy services; or (b) two years experience of continuous practice as an Advocate in a high Court having rendered services as Counsel or Advisor to a Company having paid–up share capital and reserves of not less than fifty lakhs rupees or any organisation having gross fixed assets of not less than one crore rupees, or in any public sector undertaking, autonomous or statutory body, financial institute or bank which in the opinion of the Council provides scope for acquiring sufficient professional experience; or (iv) has acquired practical experience equivalent to those specified under sub-regulation (1) of this regulation in such professional institutions or abroad as may be recognised by the Council in this behalf on reciprocal basis. 46AC Exceptions Any person not falling in all or any respects with regard to practical experience and practical training requirements as specified in regulation 46AB but claims to have acquired practical experience and undergone practical training, equivalent to those specified under these regulations may apply for full or partial exemption from acquiring practical experience or undergoing practical training, as the case may be, and the Council may determine each case for partial or total exemption taking into account the evidence produced by such person or after interviewing him. 46AD Requirement of certificate of experience and practical training by members of the Institute.Every applicant claiming to have acquired the necessary practical experience and undergone the required practical training, shall be required to obtain certificate from at least two members having a standing of three years membership, as approved by the Council, certifying that in the opinion of the certifying members, the candidate is a fit and appropriate person to be admitted to the Associate Membership of the Institute. 46AE Proof of Practical experience and training A candidate who possesses the requisite practical experience and has undergone the requisite practical training or has been exempted therefrom as provided in these regulations, shall be required to produce necessary documentary proof to the satisfaction of the Council along with his application in the appropriate form for Associate Membership. 46AF Disciplinary action in connection with training including Management Skills Orientation Programme In the event of any misconduct by a candidate undergoing training including management skills orientation programme, the Council or the Disciplinary Committee may suo-moto or on receipt of a complaint, if it is satisfied that the misconduct is proved after such investigation as it may deem necessary after giving him an opportunity of being heard, reprimand the candidate or cancel or suspend his registration as a student or suspend or debar him from appearing in any one or more examinations of the Institute or direct that any period of training already undergone shall not be reckoned for the purpose of regulation 46AB or declare that such a candidate is not fit and appropriate person to be admitted to the Associate Membership of the Institute. Explanation: For the purposes of this regulation, the expression “misconduct” shall include “a 40 behaviour in a disorderly manner in relation to the Institute or in or near the place where undergoing training, breach of any regulation, condition, guideline or direction laid down by the Institute, malpractice with regard to training or resorting to or attempting to resort to unfair means in connection with the undergoing of training or seeking exemption from undergoing the training or for breach of any policies, rules and regulations for the organisation in which he is undergoing training;” (iii) after regulation 55A, the following regulation shall be inserted, namely: “55AB Applicability of Chapter VII The provisions of this Chapter shall apply to students registered to Intermediate or Executive Programme before the date of this notification, if they do not opt to comply with the provisions of Chapter VIA.” By Order of the Council M. S. SAHOO, Secy. (ADVP.III/4/Exty./121/13) Note: The principal regulations were published in the Gazette of India vide notification ICSI No.710/2 (1), dated the 16th September, 1982 and subsequently amended vide: (i) (ii) (iii) (iv) (v) (vi) (vii) (viii) (ix) (x) (xi) (xii) (xiii) (xiv) (xv) (xvi) Notification No. ICSI/710/2/M (1)dated the 30th March, 1984; Notification No. ICSI/710/2/M (1), dated the 3rd May, 1984; Notification No. ICSI/710/2/M (1), dated the 30th December, 1985; Notification No. ICSI/710/2/M (1), dated the 9th September, 1986; Notification No. ICSI/710/2/M (1), dated the 23rd February, 1987; Notification No. ICSI/710/2/M (1), dated the 9th March, 1987; Notification No. ICSI/710/2/M (1), dated the 22nd August, 1988; Notification No. ICSI/710/2/M (1), dated the 23rd August, 1988; Notification No. ICSI/710/2/M (18), dated the 20th August, 1993 and 24th November, 1993; Notification No. 710/1/M/(17), dated the 21st February, 1995; Notification No. ICSI/710/2/M (20), dated the 28th November, 1996; Notification No. ICSI/710/2/M (26), dated the 10th August, 2001; Notification No.710/1/(M)/1, dated the 3rd May, 2006; Notification No.710/1/(M)/1,dated the 26th June, 2006; Notification No. 710/1(M)/1, dated the 23rd July, 2010; Notification No. 710/1(M)/1, dated the 4th June, 2012. ************ 41 APPENDIX C FORMAT FOR OPTING/ SWITCHING OVER TO THE MODIFIED TRAINING STRUCTUREEFFECTIVE FROM 1ST APRIL, 2014 UNDER CHAPTER VIA OF THE COMPANY SECRETARIES REGULATIONS, 1982 (For students registered for Executive programme on/before 31.03.2014) Student Registration Number /De-novo Registration Number(if applicable ) Month & Year of Registration Name (in BLOCK LETTERS) Status of institute’s examination : Executive Program : registered / passed Professional Program : registered / passed If passed, please mention following details : Executive Programme Professional Programme Module Module Session of passing exam Module-I Module-I Module-II ModuleII Session of passing exam ModuleIII ModuleIV (Please attach attested photocopies of all passed marksheets ) Period of Training proposed to be undergone (One/Two/Three year(s) as applicable) Correspondence Address ………………………………………………….. ………………………………………………….. …………………………………………………… District- 42 StatePINTelephone with STD Code Residence- Office- Mobile phone Number Email Id. Claiming exemption from training under modified structure- Yes/ No (if yes, apply separately in the specified form) Important : 1. Student opting for switchover from earlier training structure to modified training structure will not get any credit or exemption for any period of training completed by them under the old scheme. 2. Along with this format, student must attach the copy of confirmation letter issued by the company/or Practising Company Secretary/or other organizations in support that concerned company/or PCS/or other organization has confirmed to take him/her as trainee. Declaration I wish to opt/switch over to the modified training structure applicable w.e.f. 01.04.2014 as prescribed under Chapter-VIA of the Company Secretaries Regulations, 1982. I am fully aware that on opting/switching over to the modified training structure, I shall not be entitled to any benefit of training undergone or training requirements completed by me under the old training structure and I shall have to undergo and complete training requirements under the modified training structure after completion of all necessary requirements. Date: Signature of the candidate Name ____________________ Regn. No. _________________ ************ 43 APPENDIX D APPLICATION FORM FOR PRACTISING COMPANY SECRETARIES SEEKING REGISTRATION TO IMPART TRAINING The Secretary/Chief Executive The Institute of Company Secretaries of India 'ICSI House' 22, Institutional Area Lodi Road, New Delhi-110003 Dear Sir, I/We request you to register me/us for imparting Training to the candidate sponsored by the Institute, in accordance with the Company Secretaries Regulations, 1982 and the Guidelines for Training by Practising Company Secretaries, 1985 as amended. I/We hereby declare that l/we am/are in whole-time practice as a Company Secretary/firm of Company Secretaries in practice subsequently l/we give below my/our necessary particulars for your consideration: Name (In Block Letters) ____________________________________________ Membership Number ____________________________________________ Certificate of Practice No. and Date of issue_________________________________ Date, month and year from which in whole-time practice_______________________ Office Address (in Block Letters) ________________________________ Appropriate office area (in measurement) ______________________________ If office is shared, please indicate details there of ____________________________ Telephone No. E-mail, if any ____________________________________________ _________________________________________ Address for correspondence (in Block Letters) _______________________________ Broadly areas of Practice/Operations ______________________________________ (i) No. of years in practice (ii) Working Hours _________________________________ _______________________________________ (iii) Average annual gross income from practice __________________________ No. of employees, other than the partner, if any, and their position _____________________________________________________________________ 44 No. of trainees to be engaged at a time_____________________________________ Amount of monthly stipend payable _____________________________________ Particulars of other business/occupation engaged, if any ___________________ (i) Nature of business/occupation _________________________________________ (ii) Working Hours ____________________________________________ I /we undertake to pay stipend as fixed by the Institute from time to time to a candidate while engaging him as an apprentice, Yours faithfully, Signature Date : _____________ ************ 45 APPENDIX E Application Form for Management/Apprenticeship/Practical Training/ Exemption from Undergoing Training (Strike out whichever is not applicable) IN ORDER TO ENABLE US TO TAKE PROMPT ACTION AND AVOID REFERENCE BACK, PLEASE ENSURE TO COMPLETE THE FORM IN ALL RESPECTS BY ENCLOSING REQUISITE TESTIMONIALS/CERTIFICATES SPECIMEN PROFORMA FOR TRAINING: (Only Proforma to be submitted in duplicate) Latest Passport size photograph countersigned by the candidate to be submitted with the original copy only Registration Number: __________________DENOVO Regn No._____________________ Name______________________________________Age______________________years (In block letters) Date of Birth_____________________ Date of Registration_________________________ Father’s Name_____________________________________________________________ _________________________________________________________________________ Details of passing the Intermediate/Executive/Final/Professional Programme examination of Company Secretaryship (Please attach the copies of mark sheets of all the groups/modules of Intermediate/Executive Programme/Final/Professional Programme Examination and Completion Certificate of TOP/ADP/EDP/PDP Sl. Examination/Modules No. Group/ Module 1. First Intermediate/ Executive Programme Second Intermediate/Executive Programme First Final/Professional Programme Second Final/Professional Programme Third Final/Professional Programme Fourth Professional Programme 2. Session Roll Number Qualifications: (a) Educational: (c) Computer Knowledge: (b) *Professional: (*Please attach the attested/photostat copies of ACA/AICWA certificates, if not sent earlier. In case sent earlier, please give the reference) 46 Address to which correspondence should be made: ____________________________ _____________________________ Mobile _____________ Telephone No. _____________________________ _____________________________ Residence __________ Office ______________ E-mail address________________________ __________________________________________________________________________ Name & address of the organisation/Company Secretary in Practice with Membership Number (Registered with the Institute for training purpose) in order of preference where training is to be arranged (i)______________________________________________________________________ (ii)______________________________________________________________________ (iii)______________________________________________________________________ (iv)______________________________________________________________________ (v)______________________________________________________________________ Particulars of experience (Past&Present),if claiming exemption from training: Name of Company PUC applicable the Placement in Exact & Organisational Designation if Hierarchy Emoluments Drawn Period From To Have you indicated the particulars of your experience both past and present in the Application Form at the time of registration with the Institute. Give reasons, if these are different from the one given at the time of registration. Details of exemption from Practical Training, if any, sought on the basis of executive experience gained in those fields (Please refer to Regulations 48, 51, 52 and 46AB of the Company Secretaries Regulations, 1982, as amended). (1) I am enclosing the following documents in support of my claim for exemption from training: (i) Experience Certificate(s) indicating exact designation, duration of service, salary drawn, job contents in brief duly signed by the Managing Director(s)/Chief Executive(s). (ii) Annual Report(s) in respect of the organisation(s). (iii) Organisation Chart(s) duly certified by the Chief Executive of the organisation(s). (iv) Salary slip for the beginning and last pay drawn from the organisation(s). (v) Appointment Letter from past/present employer. (2) Whether undergone Management Training/Apprenticeship, if yes, give the name of Company Practising Company Secretary and duration. Name of Company/ Practising Company Secretary Duration From To 47 (3)Whether undergone Management Skills Orientation Programme ________________________If yes, please attach an attested photostat copy. If not, the date by which the candidate would like to commence training Declaration I_____________________________________do hereby declare that the particulars given above are true to the best of my knowledge and belief. I also agree that providing false particulars amounts to misconduct and if any misconduct is observed on my part in terms of Regulation 55A or 46AF of the Company Secretaries Regulations, 1982 (as amended from time-to-time), I shall abide by the decision of the Council which may suspend or cancel my registration as a student or may suspend or debar me from appearing in anyone or more examinations of the Institute or direct that any period of training already undergone shall not be reckoned for the purpose of Regulation 48 or 50 or 48AB declare that I am not fit and appropriate person to be admitted as an Associate Member of the Institute. Countersigned by Chief Executive of the Employer Company/Head of the Orgnanisation with Seal/ Company Secretary in Practice with seal Signature of the candidate Date: Notes: 1. Training undergone by a student without prior sponsorship from the Institute shall not be reckoned for the purpose of Regulation 48 or 50. 2. It is the endeavour of the Institute to process all applications for exemption from training within a period of 30 days. However, in case you do not hear from the Institute within the said period, kindly get in touch with the Directorate of Training, Membership Legal & Placement. ************ 48 APPENDIX F FORM OF CONTRACT OF APPRENTICESHIP TRAINING Contract of apprenticeship training made the _________day of_________ (month) two thousand and ___________between __________________ of _______________________ (place) (hereafter called the employee of the first part) and the Company Secretary in Practice/Partner/Employer of M/s_____________________________________________ Company Secretary in Practice employing the Employer of the first part (hereafter called the second employer), and _____________________________________ of the second part (hereafter called the apprenticeship trainee).Witness as follows that is to say:1. (a) In consideration of the covenants by the apprenticeship trainee hereafter contained, the Employer agrees to take up the apprenticeship trainee as his apprenticeship trainee for the term of 15 months/3 years/ 2 years/ 1 year from the_____________ day of _____________ two thousand and ___________________. (b) The Second Employer of the first part agrees to permit the employer of the first part to train the apprenticeship trainee in his office/firm (where applicable). 2. The apprenticeship trainee of his own free will binds himself as apprenticeship trainee to the Employer to serve him for and during and upto the full end and term of 15 months/3 years/ 2 years/ 1 year. 3. The apprenticeship trainee covenants with the employer as follows:(a) That he will at all times during the said term diligently and faithfully serve the employer as his apprenticeship trainee in the practice of profession of Company Secretaries. (b) That he will not at any time during the said term, destroy, cancel, obliterate, spoil, embezzle, spend, make away with or take copies of books, papers, plans, documents, moneys, stamps or chattels of the employer, his personal representatives or assignees or of his partner(s) or of any of his clients of employer or allow any of the said goods to be so treated by others, if he can by the exercise of reasonable care prevent it. (c) That he will at all time keep the secrets of the employer and his partner or partners and of his and their clients and employers and will not divulge the names and affairs of such clients and employees. (d) That he will readily and cheerfully obey and execute the lawful and reasonable commands of the Employer and will not depart or absent himself from the service of employment of the employer at any time during the said term without his consent or that of is partners first obtained but will at all times during the said term conduct himself with all due diligence, honesty, and propriety. (e) That he will at all times well and faithfully serve the employer, as an apprenticeship a trainee ought to do in all things whatsoever. (f) That he will make good and fully indemnify the employer for any loss or damage suffered or sustained by him by his misbehaviour or improper conduct. 4. The employer covenants with the apprenticeship trainee as follows:(a) That he will by the best ways and means in his power and to the utmost of his skill 49 and knowledge instruct or cause to be instructed the apprenticeship trainee and afford him such reasonable opportunities and work as may be required to enable him to acquire the art, science and knowledge of Company Secretaryship. (b) That his professional practice [or that of his employer(s) in his or their] main occupation and is suitable for the purpose of enabling him to carry out the obligations referred to in (a) above. (c) That he will pay a stipend of Rs. _________ per month for the period of apprenticeship within 10 days after every completed month of apprenticeship training including for period leave of 45 days for Executive Programme passed trainees and 15 days for Professional Programme passed trainees during 15 months training under earlier training structure and 108 days for 3 years (trainees registered for Executive Programme or 72 days for 2 years (Executive Programme passed trainees) and 12 days for 1 year training (Professional Programme passed trainees) under modified training structure, as permissible by the Institute. (d) That he will at the expiration of the said term use his best means and endeavours to cause the apprenticeship trainee to be admitted as a member of the Institute, provided always that the apprenticeship trainee shall have well and faithfully served his intended apprenticeship training and shall have passed the required examinations and in all respect properly qualified himself to be admitted as such. (e) (i) That if the employer shall die during the said terms, his legal representative shall grant to the apprenticeship trainee a certificate of service in the appropriate form for the expired period of training. (ii) That if the employer shall cease to practice as Company Secretary or shall in any way become incapable of continuing the intended employment of the apprenticeship trainee during the said term, he will make the necessary arrangements as far as practicable, for the completion of the residue of the term as apprenticeship trainee with some other member entitled to train the apprenticeship trainee and issue the certificate of service in the appropriate form for the expired period of apprenticeship training. 5. These conditions are subject to the Company Secretaries Act, 1980 and the regulations and guidelines framed there under as may be in force from time to time. In witness whereof the parties have hereinto set their hands and seals the day and year first above Written Signed, Sealed and Delivered by (First Employer) In the presence of (Witness) Signed, Sealed and Delivered by (Second Employer) In the presence of Signed, Sealed and Delivered by In the presence of (Witness) (Apprenticeship Employee) (Witness) ************ 50 STATEMENT OF PARTICULARS TO BE SUBMITTED (IN DUPLICATE) FOR REGISTRATION AS A TRAINEE (PART-‘A’) Particulars of the Apprenticeship Trainee: 1 Name (in block letters) : 2 Student Registration No. : 3 Particulars regarding passing of the Intermediate/Executive applicable)/Final/Professional Programme Examination of the Institute: Examination Group/Module(s) Intermediate/Executive Programme First Roll No. Programme Month (where Year Second Final/Professional Programme First Second Third Fourth 4. Particulars of previous training, if any: (a) Name & Address of the employer Company Secretary in Practice : (b) C.P. Registration Number: (c) Date of commencement of training: (d) Date of termination of training: (e) Duration of leave taken, if any: 5. Date of commencement of training under the present employer Company Secretary in Practice: 6. Date on which the Contract of Company secretaries Apprenticeship Training has been executed: 7. Period for which the Contract of Apprenticeship Training entered into: 8. Whether the Contract has been executed: (a) In the printed form without any modifications: (b) In duplicate and one copy kept by either party: 51 9. (a) Whether the apprenticeship trainee is engaged in any other business or occupation: (b) If so, whether permission of the Council has been obtained (Quote letter no. & date) (c) If permission is not sought, please give full details of engagement and the date since when so engaged. 10. (a) Whether the apprenticeship trainee has taken up any other course of study, academic or occupation: (b) If so, whether permission of the Council has been obtained and the trainee is agreed to compensate the minimum working hours as prescribed by the Institute (Quote letter No. & date): (c) If permission is not sought, give Give full particulars of the course, timing of the classes held, working hours of the employer, etc. I declare that the particulars given above are true and correct to the best of my knowledge and belief and I undertake to intimate to the Institute and the employer within sixty days, any change that may occur in the information furnished above during the period of my training for the purpose of Company Secretaries Regulations, 1982. I undertake to abide by all the rules as may be in force from time-to-time during the period I am undergoing training. I further agree not to pass on, sell or gift away my study paper or any other material provided to me by the Institute. Signature of the Apprentice Trainee I declare that the particulars given above are true and correct to the best of my knowledge and belief. Place: Countersigned by the Employer Date: ************ 52 (PART-‘B’) Particulars of the Employer Company Secretary in Practice 1. Name::_________________________________________________________ 2. Membership No. ACS/FCS__________________ CP No. :_____________ 3. Name of the firm of which the member is proprietor/partner: ____________ 4. If working as a paid Assistant with a Company Secretary/firm of Company Secretaries, name of his employer: _______________________________ 5. Whether the member is engaged in any other business or occupation at present, if so, please give details:_________________________________________ 6. Names of other trainees, if any, already undergoing training with the member, and their student registration number:___________________________ 7. Name of additional apprenticeship trainees, if any, already undergoing training with the member and their registration number: ___________________ I declare that the particulars given in Part ‘B’ above are true and correct to the best of my knowledge and belief and I undertake to intimate the Institute within sixty days any change that may occur in the information furnished in Part ‘B’ during the period of training of the apprenticeship trainee. I further declare that: (i) I have fully satisfied myself that the apprenticeship trainee is eligible to receive training, as such, under the Company Secretaries Regulations, 1982, having passed the Intermediate/ Executive Programme or Final/Professional Programme examination conducted by the Institute. (ii) The Contract of Apprenticeship Training has been executed in duplicate. (iii) I have fully; satisfied myself that the Contract has been executed correctly in all respects. (iv) One copy of the Contract of Apprenticeship Training has been retained by me and the other has been given to the apprenticeship trainee. (v) I shall be paying a stipend of Rs. ______________ per month to the trainee. 8.Address for communication ___________________________________________________________________________ Tel. No. (R) _____________________________ (O) _________________________________ Mobile No. _______________ Email Address_______________________________________ Place: Date: Signature of the Employer 53 APPENDIX G QUARTERLY REPORT (As prescribed under the Training Guidelines ) (Part A) To, The Joint Director (Training & Placement) The Institute of Company Secretaries of India ICSI House, 22, Institutional Area, Lodi Road New Delhi-110 003 Quarter Number of the Training Period from ____________________________to________________________ Dear Sir, Name of the student: Registration Number: Category of a Trainer: (Tick) Companies Practising CS MCA Financial Institution Law Firm Consultancy Firm ROC OL Other (Specify) *Name of the Trainer: Training commencement date: Grading on Each point of Appraisal be awarded by the Trainer with the following: E or V or G or S or N E= Excellent (=&>90%), V=Very Good (=>70% to<90%). G= Good (=>60% to < 70%), S= Satisfactory (=>50% to < 60%), N= Needs Improvement (< 50%). 1. Attendance and Punctuality Particulars Current Quarter Carry forward from Previous Quarter No. of days No. of Weekly worked in leaves Offs Quarter Total Days Late Marks 54 Brought Quarter forward to next Quarter shall begin on the date of commencement of training Grading on Attendance and Punctuality 2. Assignments handled during the quarter: Type of work handled (Insert Rows Details of Assignments handled/ assisted for information) Grading Company Law SEBI Listing Agreement Service Tax Central Excise Project Finance Other (specify) 3. Soft Skills acquired: Particulars Particulars of Assignments Grade Written Communication Skills Verbal Communication Skills Power Point Presentations Computer Skills Interpersonal Skills Leadership Abilities 4. Topic Given for Project Report Status Project (Tick) of Not Started Report Date Place Signature of the Trainer Rubber stamp to be affixed Started Completed and Grade attached Completed) (if 55 PART B (To be filled by Trainee) 5. Details of Mandatory Trainings Completed Details Organised by Period (from-to) a. Student Induction Programme b. Executive Development Programme c. Academic Development Programme/ Professional Development Programme PDP Hours Completed so far PDP Hours yet to be Completed 6. Articles written (if any): Details Title of the Article Grade 7. Seminars/ Programmes attended (if any): Particulars Exempted from undergoing Student Induction Program Yes No 8. Plan of Action for the next quarter: 1. 2. 3. I state that the contents of this report are true. Signature of the Trainee Date: NOTE: This Report shall be submitted on quarterly basis on or before 30 days from the end of the quarter. Late submission and non submission of report will be viewed seriously. ************ 56 APPENDIX H CERTIFICATE OF DISCONTINUANCE/TERMINATION OF TRAINING I__________________________________of__________________________do hereby certify that Mr. / Ms. ___________________________________ served as a Company Secretaryship trainee under me in accordance with the Company Secretaries Regulations, 1982, for a period of ________ month/year and _______________ days from ________________________ to ____________________ on whole time basis and his progress was satisfactory and that to the best of my knowledge, he bears a good moral character. The training is terminated by mutual consent with effect from ___________________. I further certify that during the above mentioned period the trainee was given leave for ___________ days. The training was registered with the Institute of Company Secretaries of India vide Registration No. __________________________ dated _______________________. Place: Date: Signature: _____________________________________ Name : ________________________________________ ACS/FCS No. ________ CP No./Designation __________ I _____________________ have agreed for termination of my training under Mr./Ms. ____________________________________ with effect from ________________________ at my own free will and endorse the contents of his certificate : Place : Date : Signature of Trainee Regn. No. ___________________ ************ 57 APPENDIX I COMPLETION CERTIFICATE OF 15/03 MONTHS/ 3 YEARS/2 YEARS/1 YEAR TRAINING I, ___________________________________ Company Secretary of __________________________________________________________________________ do hereby certify that Mr./ Ms. Student Registration No. ________________________ has completed the prescribed training as sponsored by the Institute of Company Secretaries of India, vide their letter No. ___________________________ dated _______________________ under our organisation for a period of ___________ Months/Years from __________ to ________________ and his/her progress was satisfactory. I, further certify that during the above mentioned period he/she was not given any leave/given leave for _______ days. Place: Date: Company Secretary ************ 58 APPENDIX J CHECKLIST FOR TRAINING EXEMPTION DOCUMENTS Students are requested to submit their application for Exemption from training requirements in the prescribed form ST-10 along with the scanned copy of supporting documents as detailed below: i. Application Form duly filled in and signed seeking Exemption from undergoing Training (ST-10) ii. Experience Certificate(s) indicating exact designation, duration of service, salary drawn, job contents in brief including the work experience, if any, in the areas duly signed by the Chief Executive of the past/ present employer organization: • Finance & Accounts Department (including Costing, Management Accounting, Internal Audit and Taxation); • Administration Department (including Personnel General Administration, Industrial, Public Relations, Marketing and Materials Management); and • Secretarial including Shares & Legal (co-ordination with Registrar of Companies, Ministry of Corporate Affairs, Stock Exchanges, Financial Institutions if any). iii. Certified extract of the Annual Report(s) indicating the paid up share capital/ Reserves or fixed assets of the past/ present employer organisations; iv. Organization Chart indicating the position in the organizational hierarchy duly certified by the authorized signatory (with name and designation) of employer organization; v. Salary slip for the First and last pay drawn from past/present employers organization(s); vi. Letter of Appointment/Promotion from past/present employers organization(s); vii. Copy of Final/Professional Programme passed mark sheet(s)/certificates; In addition to the above stated documents, the following documents are required to be submitted along with an application for claiming exemption from 15 days specialised training:(i) Training completion certificate for 15 months training confirming the duration and numbers of leaves availed during training period and (ii) Details of job profile if any, pertaining to co-ordination with Registrar of Companies, Ministry of Corporate Affairs, Stock Exchanges, Financial Institutions application for exemption from undergoing training for 15 days. ************ 59 APPENDIX K PROJECT REPORT TOPICS I. Corporate Laws including Company Law, SCRA, Capital Market etc. 1. Promotion, Incorporation and Administration of a company. 2. Administrative machinery and Inspection, Inquiry and Investigation of companies. 3. Accounts and Audit 4. Compromises, arrangement and reconstruction 5. Borrowings- debentures and charges 6. Prevention of oppression and mismanagement 7. Borrowing, lending, investment & contracts 8. Company secretary- his role, duties and responsibilities 9. Filling and filing of forms under the Companies act, 1956 10. Practical &Procedural aspects of Convening and Conducting Board Meetings And General meeting 11. Acceptance of deposits and payment of interest thereon 12. MAT- Mergers, Amalgamations & Takeover, its relevance in Corporate restructuring 13. Recent development/amendment in Companies Act,1956 14. Scope and area of practice for company secretaries as per the recent amendments in Companies act 15. Winding up/Liquidation of Companies- case studies 16. Preparation/Drafting/Presentation of petitions before CLB 17. Postal Ballots 18. Corporate Governance 19. Compliance Certificate 20. Directors’ responsibility statement 21. Secretarial Standards for Board/Committee Meetings 22. Mergers, Demergers and Reverse mergers 23. Managerial remuneration 24. Disclosure of directors’ interest 25. Setting up of NCLT and NCLAT 26. Audit committee 27. Computerised minutes book 28. Transfer and Transmission of shares 29. Dividends and Reserves 60 30. Prospectus, Allotment and other matters relating to issue of shares and debentures 31. Legal and procedural aspects of Employees Stock Option Scheme (ESOS) 32. Listing of Securities & Bonds etc. and procedural formalities under various laws and regulations 33. Merchant Banker in Public issues 34. Public Issues Management- problems and procedures 35. Mechanism and Procedure of settlement of transactions in a Stock Exchange 36. Disinvestment- Procedures, Methods & Problems 37. Depositories 38. Capital market 39. Buy-Back of Shares 40. SEBI Takeover Code 41. Investor Protection 42. Public issues via Book Building 43. SEBI Guidelines II. Finance & Accounts 1. Investors profile- An analysis and strategies for modification 2. Capital structure & its viability 3. Use of Leverage (operational & financial) 4. Dividend policy ( Determinants vis-a-vis competitors) 5. Analysis of use of funds 6. Receivables policies 7. Liquidity management in a company 8. Investment policies in a company 9. Methods of controls and their efficiency in a company (study useful in a multi-division company) 10. Project appraisal 11. NBFCs 12. Portfolio management 13. Loan Documentation – Problems & procedures. 14. Credit rating and evaluation procedure. 15. Financial services –an overview 16. External commercial Borrowing – procedures & issues. 17. New financial investment in nineties. 18. Various methods of project finance. 61 19. Derivatives and their role in the present World Economy 20. Insurance & risk management with respect to Indian corporate sector and an insight thereof. 21. Financial services under WTO Regime. 22. Tax audit. 23. Capital Budgeting. 24. Raising finance through euro issues. 25. Recent developments in capital market. 26. Financial reporting by information technology companies. 27. Working capital management. 28. Mutual fund. 29. Emerging trends and opportunities in private sector insurance. 30. Forex management and Derivatives. 31. NASDAQ- A Global window 32. Venture capital. 33. Euro currency 34. Corporate reconstructing 35. Leasing and hire purchase and acquisition 36. Issue of commercial papers III. Personnel management & HRD 1. Performance Evaluation 2. Performance appraisal system 3. Organization design, structure and the changing environment 4. Need and importance of human resources planning in organization 5. Career planning & career development in the organization 6. Need and importance of human resources development systems in organization 7. Employees’ welfare scheme in the industry 8. Industrial relation in present scenario 9. Role of motivation in increasing productivity 10. Administrative support systems in the organization 11. Formulation and implementation of personnel policy in the organization 12. Time and stress management 13. Manpower planning IV. Economic, Commercial & Industrial law 1. SSI units and benefits available under various laws 62 2. Procedure under FEMA 3. EXIM policy vis-à-vis economic development of the country 4. Case studies related to consumer protection act 5. Case studies under restrictive/unfair trade practice 6. Procedures regarding setting up of industrial companies with relation to the provisions under IDRA pollution laws & factories act etc. 7. Recent development in world economy and WTO matters 8. Procedural aspects and case studies related to intellectual property rights i.e. trademarks, patents and copyrights 9. Appearance before Consumer Redressal forum 10. Anti dumping duties 11. Working of disputes settlement in WTO 12. WTO and promotion of world trade 13. Compliances relating to pollution laws 14. Industrial policy and procedures 15. Competition law 16. Industrial sickness 17. EOUs, EPZ, Industrial parks scheme, industrial model towns etc. 18. Special economic zones- SEEPZ, FALTA, NOIDA etc. 19. EHTP & STP 20. Agricultural export zones 21. Dishonour of charges 22. Joint venture and foreign collaboration V. Direct and Indirect taxes 1. Procedures under custom act 2. CENVAT- detailed study, advantage over erstwhile MODVAT 3. Direct taxation- planning and management 4. MAT- minimum alternate tax- detailed study 5. Corporate dividend tax & its effect on profit of a company 6. Central Sales Tax- Case studies and procedures 7. Tax deduction at source 8. Settlement of cases under Income Tax Act 9. CEGAT 10. Tax audit 11. Double taxation avoidance agreement 63 12. Simplification in central excise law 13. Works contract under Central Sales tax 14. Service tax 15. Depreciation allowances and fixed capital investment VI. Information technology & related matters 1. Automation vis-à-vis office procedure and practices 2. Communication system in the organization 3. Profession of Company Secretary & need for use of information technology therein 4. Use of electronic media/information technology in company board meetings and its feasibility 5. Cyber laws 6. E-commerce 7. Communication convergence law 8. E-Company Secretaries 9. Management Information System 10. Real-time gross settlement systems (RTGS) ************ 64 APPENDIX L FORM ‘A’ APPLICATION FOR ADMISSION AS AN ASSOCIATE MEMBER [See Reg. 5(1)] To, The Secretary to the Council of The Institute of Company Secretaries of India ‘ICSI House’, 22, Institutional Area, Lodi Road, New Delhi - 110 003 Sir, I hereby apply for admission as Associate Member of the Institute of Company Secretaries of India in accordance with the provisions contained in the Company Secretaries Act, 1980 and the Regulations made there under and declare that I am not subject to any of the disabilities stated in the Act or the regulations of the Institute. The required particulars are furnished below: Name in Full (In Block Letters) ___________________________________________ Surname Middle Name First Name Father’s Name Date of Birth* __________________________________ Day Month Year Nationality ____________________________ Citizenship ____________________________ Domicile ____________________________ (Permanent residence) place of If not an Indian citizen, whether Certificate of Indian Domicile has been obtained** Yes No Educational/Professional Qualifications Address (In Capital Letters) Designation _________________________________ Professional*** Name of Company/Organisation ________________ ___________________________________________ Address ____________________________________ 65 ___________________________________________ City____________________________ State __________________________ Pin Code ____________________ Telephone No. ____________Fax No __________ E.mail ____________________________________ Cellular No. ____________________ Website : __________________ PAN Number : __________________ UID Number : ___________________ (ii) Residential ____________________________ ____________________________ ____________________________ ____________________________ City_________________________ State ________________________ Pin Code _____________________ Telephone No. ________________ Fax No. ______________________ E-mail _______________________ (iii) Address for all correspondence Please tick desired address) 8 Professional Residential (a) Registration Number as a student for Company Secretaries Examinations conducted by the Company Law Board/Dissolved Company/Institute with month & year of passing the Final examination Regn. No. ___________________ Name of the body _____________ (b) Particulars of such other Company Secretaryship qualification acquired from foreign body recognised by the Central Government/the Council as being equivalent to the Institute’s examination and training Name of Foreign Body _____________________ Passed in (Month & Year) _______ Licentiate No. (if _______________ enrolled as Licentiate ICSI) Student Registration No. ___________________ Date of Registration ______________ Month, year & place from where appeared for the Final Examination of that body ______________________________________ Membership number, date & place of admission Membership No. ______________ Date ______________ Place ______________ 66 9 Details of Practical experience acquired as provided under regulation 48 of Company Secretaries Regulations, 1982 Name of the organisation, paid-up share capital/reserves, if any Period From 10 Nature of supervisory Experience with designation To Details of practical training undergone under regulation 50 of the Company Secretaries Regulations, 1982 Name of organisation Period of Training From 11 To Details of training undergone with specialized agency under regulation 50(b) of the Company Secretaries Regulations, 1982 Period of Training Name of Organisation 12 From To Details of total or partial exemption from training granted under regulation 48, 51, 52 & 53 Details of Exemption Period 13 Regulation Nature of Training Details of Management Skills Orientation Programme (MSOP) /(SMTP) attended : (i) Organized by : ______________________ (ii) Period : From To 14 I hereby declare that I am/am not a permanent resident of India/resident outside India under the Foreign Exchange Management Act, 1999. 15 I hereby undertake that if admitted as an associate member of the Institute, I shall be bound by the Company Secretaries Act, 1980 and the regulations made there-under as amended from time to time and shall abide by such bye-laws, rules, standing orders, directions, conditions or guidelines as may be laid down by the Council and made applicable to me from time to time. 16 I enclose Two fitness certificates from two members having at least three years standing as members of the Institute. A demand draft/pay - in slip No. ______ dated ________ for Rs. ___________**** drawn in favour of the Institute of Company Secretaries of India drawn on __________ (Bank) payable at New Delhi Specimen signature card with photograph. 67 Application form for enrolment as member of Company Secretaries Benevolent Fund with a DD/Cheque for Rs. 7,500/- drawn in favour of ‘Company Secretaries Benevolent Fund’ towards Life Membership fee. Note: Please upload photo image and signature after getting ACS Membership Number. I solemnly declare that what I have stated above is true and correct to the best of my knowledge and belief. Yours faithfully, Place Date Signature ____________________________________________________________________________________ * Applicant is requested to send photocopies of certificates of his/her date of birth and degree Examination(s) attested by any office bearer or member of the Council/Regional Council/Managing Committee of the Chapter of the Institute or any Officer of the Institute of the rank of Desk officer or above. ** Applicant is requested to send certificate of Indian Domicile in original alongwith Photostat copy thereof, if applicable. *** In case professional address is not provided, the residential address would be treated as communication address by default and the same would be displayed on the website. **** ` 1500/- Entrance Fee ` 1125/- Annual Associate Membership Fee (Rs. 562.50 if admitted during October-March) ************ 68 CERTIFICATE OF FITNESS FOR ADMISSION TO ASSOCIATE MEMBERSHIP (Pursuant to regulation 54) Certified that Mr./Ms. _____________________________________________________ who is applying for being admitted as an Associate member of “The Institute of Company Secretaries of India” and claims to have acquired necessary practical experience and undergone the prescribed practical training, is in my opinion, a fit and appropriate person to be admitted to the membership of the Institute. Signature _____________________ Date : Name _____________________ Place : Membership No. ACS/FCS_______ ____________________________________________________________________________________ CERTIFICATE OF FITNESS FOR ADMISSION TO ASSOCIATE MEMBERSHIP (Pursuant to regulation 54) Certified that Mr./Ms. _____________________________________________________ who is applying for being admitted as an Associate member of “The Institute of Company Secretaries of India” and claims to have acquired necessary practical experience and undergone the prescribed practical training, is in my opinion, a fit and appropriate person to be admitted to the membership of the Institute. Signature _____________________ Date : Name Place : Membership No. ACS/FCS_______ ************ _____________________ 69 SPECIMEN SIGNATURE CARD Name………………………………………. ACS/FCS NUMBER …………………….. SPECIMEN SIGNATURE………………. DULY SIGNED PASSPORT SIZE PHOTOGRAPH OF THE APPLICANT 1. ____________________________ 2._____________________________ 1. Booth No. ____________________ Sr. No. _______________________ 2. Booth No. ____________________ Sr. No. _______________________ 3. Booth No. ____________________ Sr. No. _______________________ 4. Booth No. ____________________ Sr. No. _______________________ ************ 70 APPENDIX M Frequently Asked Questions (FAQs) on Modified Training Structure Sr. No. Question Reply 1 Eligibility for training under the modified training structure (i) A student registered to the Executive Programme on or after 01.04.2014; and (ii) If a student registered to the Executive Programme on or before 31st March 2014, but if he/ she opts for the modified training structure in lieu of the earlier structure. 2 Duration of training under modified training structure Components of earlier training structure and the modified training structure Three years on registration to Executive Programme; or Two years after passing the Executive Programme; or One year after passing the Professional Programme 3 Components Training of Computer Training Student Induction Programme (SIP) Executive Development Programme (EDP) Duration of training Seventy Hours Seven days (to be undergone after taking registration in Executive Programme) Eight days (to be undergone after passing examination of Executive Programme) Long term internship with specified entities Professional Development Programme (PDP) Training with specialized agency Earlier Training Structure (Applicable to students registered in CS Executive Programme on or before 31.03.14) Not Applicable Not Applicable Modified Training Structure (Applicable to students registered in CS Executive Programme on or after 01.04.14) Not Applicable Not Applicable Applicable Not Applicable Fifteen months (after passing Executive Programme) Twenty five hours Applicable Three years on registration to Executive Programme Or Two years after passing the Executive Programme Or One year after passing the Professional Programme Not Applicable Fifteen days (to be undergone after passing examination of Professional Programme) Applicable Not Applicable Applicable Applicable Managerial Skills Orientation Programme (MSOP) \ 71 4 5. 6 7 What are the trainings to be undergone by the student who was registered on or before 31st March, 2014 and does not opt for Modified Training Structure and is governed by the earlier training structure . What are the trainings to be undergone by the student who was registered on or after 1st April, 2014 or registered before that and opts for Modified Training Structure and is governed by the modified training structure. Entities eligible for imparting training of 1 year/2 years /3 years to the students of the Institute. Entitlement of PCS for imparting training to the CS students (i) 15 months training with a PCS or a company/other entity registered for imparting training after passing Executive Programme (ii) Executive Development Programme for Eight days to be undergone after passing examination of Executive Programme (iii) Professional Development Programme for twenty five hours. (iv) Training with specialized agency for Fifteen days after passing examination of Professional Programme (v) Management Skills Orientation Programme for 15 days after passing the Professional Programme and Completion of all other training requirement except15 days training with specialized agency. (i) Practical training for a period of Three years on registration to Executive Programme or Two years after passing the Executive Programme or One Year after passing the Professional Programme On whole time basis during normal working hours under a Company Secretary in practice or a firm of Company secretaries or in a company or other entity registered for imparting training (ii) Management Skills Orientation Programme for 15 days after passing the Professional Programme and completion of training for three years or two years or one year as the case may be. (i) In a company having a paid up share capital of not less than fifty lakh rupees; or (ii) in any Law Firm, Consultancy Firms and Financial Institutions other institution or organisation or class of institutions or organisations as may be approved by the Council from time to time; or (iii) under a Company Secretary in whole-time practice or in a firm of Company Secretaries. The number of trainees to be sponsored for imparting training by the Company Secretary in Practice (PCS) including a partner in a firm of Company Secretaries, will be equal to the number of years of continuous practice of the concerned member subject to a maximum of twenty trainees. A PCS upto two years of continuous practice will be entitled to engage only one trainee. If the PCS surrenders his certificate of practice and starts his practice after a gap, he will be entitled to have the same number of trainees as he was entitled when he surrendered his certificate of practice. 72 8 9 10 11 12 13 14 Procedure for switching over from the earlier training structure to the Modified training structure. Applicability of SIP/EDP/PDP and Computer Training under Modified Training Structure. Is 15 days Training with Specialized agencies compulsory in Modified Training Structure. Fees payable for Switching over to Modified Training Structure Procedure for registration of companies and other organisations under the Modified Training structure Procedure for registration of Law Firm, Consultancy Firms and Financial Institutions for imparting training to the students of the Institute How much leave the student is Students have an option to undergo training either under the earlier structure or the modified training structure. However, for switching over to the modified structure, the student will not get any benefit of the training undergone under the earlier training structure. The student has to opt for the new training structure in the specified format available on the website of the Institute. SIP and Computer Training are not applicable to the students undergoing training either under the earlier training structure or under the modified training structure. EDP/PDP are applicable to the students undergoing training under the earlier training structure. EDP/PDP are not required to be undergone under the Modified Training structure. Not applicable under modified training structure There is no fee for switchover to modified training structure For registration of company and other organisation for imparting training the paid up share capital of the company should not be less than Rs. 50 lacs for imparting 1 year/2 years /3 years management training. For registration of companies and other organisation for imparting 1 year/2 years/3 years management training, following documents are required : (i) A duly signed request letter from company on its letter head having details of paid up share capital, number of trainees to be accommodated in a year, amount of stipend payable to trainees. (ii) A certified true copy of latest balance sheet of the company and other organisation (for registration of Banks and Government bodies for imparting training, Balance Sheet is not required) (iii) There is no fee for registration of company for imparting training. Guidelines and eligibility criteria for registration of Law Firms, Consultancy Firms, and Financial Institutions are available on the website of the Institute. Students passed Executive Programme (15 months training) 15 days casual leave + 30 days leaves for study & examinations 73 15 16 undergoing training under the earlier Training Structure? How much leave the student is entitled who is undergoing training under the Modified Training Structure? Students passed Programme (15 months training) Professional Students registered in Executive Programme (3 years training) Students passed Executive Programme (2 years training) Students passed Professional Programme (1 year training) What is the amount of minimum stipend to be paid to students during training? If undergoing training under PCS If undergoing training at Company /other entities Students who are undergoing training after taking registration in Executive Programme Minimum amount of Rs 2000/per month Minimum amount of Rs 3000/per month 15 days casual leave 36 days casual leave + 72 days leaves for study & examinations 24 days casual leave + 48 days leaves for study & examinations 12 days casual leave Executive Passed Students Minimum amount of 3000/month Minimum amount of 4000/month Professional Passed students Rs per Minimum amount of Rs 4000/- per month Rs per Minimum amount of Rs 5000/- per month 74 FREQUENTLY ASKED QUESTIONS PERTAINING TO TRAINING: 1. With which organizations 15 months Training under the earlier Training Structure or 1/2/3 years under the modified training structure can be undergone?/ A.(i) COMPANIES Companies (whether public or private; listed or unlisted) having paid up share capital of Rupees fifty lacs or more (However, for imparting 3 months practical training (under the earlier training structure) to the Final/ Professional Programme passed students who have been granted exemption from 12 months, the paid up share capital of the company should be Rupees twenty five lacs or more); (ii) MINISTRY OF CORPORATE AFFAIRS AND ITS OFFICES, ROC, RD, OL etc.; (iii) BANKS All banks recognised by RBI are considered equivalent to companies for the purpose of imparting training without the limiting factor of paid up share capital; (iv) LAW FIRMS/ CONSULTANCY FIRMS/ FINANCIAL INSTITUTIONS Guidelines and eligibility criteria for registration of Law Firms, Consultancy Firms, and Financial Institutions for imparting training are available at training link on the website of the Institute www.icsi.edu; (v) GOVERNMENT BODIES & DEPARTMENTS, PSU ETC. Training can be undergone with Government bodies & departments, Public Sector Undertakings, Statutory bodies etc. which are registered for imparting training; (b) COMPANY SECRETARIES IN PRACTICE The students are allowed to undergo training for a period of 15 months under the earlier Training Structure or 1/2/3 years under the modified training structure with Company Secretary in whole-time practice or a firm of such Company Secretaries on whole time basis, registered for imparting training. 2. What is the procedure for registration of companies and other organisations for imparting 15 Months Management and 03 months Practical Training under the earlier Training Structure or 1/2/3 years under the modified training structure? Answer: For registration of company and other organisation for imparting training the Paid up share capital of the company should not be less than Rs. 50 lacs for imparting 15 months management training under the earlier Training Structure or 1/2/3 years under the modified training structure. However for imparting Practical Training of 03 months as applicable in the earlier training structure, the paid up share capital should not be less then 25 lacs. Following documents are required for registration of companies and other organisation for imparting training: (i) A duly signed request letter from company on its letter head having details of paid up share capital, number of trainees to be accommodated in a year, amount of stipend payable to trainees. 75 (ii) A certified true copy of latest balance sheet of the company and other organsiation (for registration of Banks and Government bodies for imparting training, Balance Sheet is not required) (iii) No fee has been prescribed for registration of company for imparting training. 3. What is the procedure for registration of Law Firms, Consultancy Firms and Financial Institutions for imparting training with the Institute? (i) For registration of law firm for imparting 15 months training under the earlier Training Structure or 1/2/3 years under the modified training structure - we require a duly signed request letter from on letter head of the law firm having details of number of partners enrolled as an Advocate with their names, trainees to be accommodated in a year, amount of stipend Payable to trainees, brief profile of the firm including work areas, infrastructure available for training etc. (ii) For registration of Consultancy firm for imparting 15 months training under the earlier Training Structure or 1/2/3 years under the modified training structure - we require a duly signed request letter from on letter head of the consultancy firm having details of number of partners with their names, trainees to be accommodated in a year, amount of stipend payable to trainees, brief profile of the firm including work areas, infrastructure available for training etc. (iii) For registration of Financial Institution for imparting 15 months training under the earlier Training Structure or 1/2/3 years under the modified training structure - we require a duly signed request letter from on letter head of financial institution having details of fixed assets, standing, number of trainees to be accommodated in a year, amount of stipend payable to trainees, brief profile, infrastructure available for training etc. along with document of registration or approval of the prescribed authority as may be required under the applicable laws, authenticate document indicating gross fixed assets minimum of Rupees Ten lacs only (preferably balance sheet) and having standing of atleast ten years of the concerned financial institution. 4. What is the procedure for registration of a Company Secretary in Practice for imparting training with the Institute? Answer: For getting registered with the Institute for imparting training to the students, a Company Secretary in Practice has to submit duly filled application form as prescribed by the Institute. The application form is available on the website of the Institute at www.icsi.edu under training link. After approval a registration number is allotted to the Company Secretary in Practice. QUERIES RELATED TO 15 MONTHS TRAINING under the earlier Training Structure or 1/2/3 years under the modified training structure 5. Where do I get the list of companies/organisation (including law firm, consultancy firms etc.) & PCS registered with the Institute for imparting 15 months training under the earlier Training Structure or 1/2/3 years under the modified training structure ? Answer: List of companies /organisation (including law firm, consultancy firms etc.) for imparting training and list of Company Secretaries in Practice registered for imparting training with the 76 Institute is available on the website of the Institute. www.icsi.edu > ‘Training’ link. List can be available by opting any one search option provided. 6. What is the procedure of searching training with the company/organisation (including law firm, consultancy firms etc.) and with Company Secretaries in Practice? Following procedure should be to be followed for searching Training with the company /organisation (including law firm, consultancy firms etc.) and with Company Secretary in Practice: (i) Students may directly contact the company /organisation (including law firm, consultancy firms etc.) and Company Secretary in Practice registered with the Institute for getting training and apply with their resumes. (ii) List of companies /organisation (including law firm, consultancy firms etc.) and list of Company Secretaries in Practice registered for imparting training with the Institute is available on the website of the Institute. www.icsi.edu > ‘Training’ link. List can be available by opting any one search option provided. (iii) Students can also contact their nearest Regional/Chapter office of the Institute for getting information of vacancies for training and seeking assistance for the same. (iv) Students may also request for registration of the companies /organisation (including law firms, consultancy firms etc.) and Company Secretaries in Practice, in case the same is not registered with the Institute for imparting training. Procedure for registration as already given has to be followed for the same. (v) Students may also apply to the institute for seeking assistance in searching training by submitting their resumes. (vi) Institute would forward the details/resumes of the students to the companies, PCS and other organisations as per vacancies and their requirements for further short listing and interview at their end. 7. What is the procedure to be followed by the students for getting registration of 15 months Training under the earlier Training Structure or 1/2/3 years under the modified training structure with the company/organisation (including law firm, consultancy firms etc.)? Answer: Procedure to be followed for registration of Training with the company /organisation (including law firm, consultancy firms etc.) is given below: (i) After selection the company/organisation (including law firm, consultancy firms etc.) would forward appointment letter indicating the date of commencement along with prescribed Training Form (available at training page on website www.icsi.edu) to the Institute for registration of training. (ii) The Institute would forward the final sponsorship letter to the company/organisation (including law firm, consultancy firms etc.) with a copy of the same to the concerned student also. 8. Is there any limit with regard to number of trainees which a company/organisation can impart training? 77 Answer: There is no limit for maximum number of trainees by Companies and other organisations. 9. Can a student take transfer of training in between the training period from one company/organisation (including law firm, consultancy firms etc.) to another company/organisation or a Company Secretary in Practice? Answer: Yes, a student can take transfer of training in between the training Period subject to submission of NOC from the previous trainer. 10. What is the procedure for transfer of training in between the training period to any company /organisation (including law firm, consultancy firms etc.) or Company Secretary in Practice registered for imparting training with the Institute? Answer: In case of transfer of Training, during the training period to some other company/organisation (including law firm, consultancy firms etc.) or Company Secretary in Practice registered for imparting training with the Institute, the student has to submit with the Institute a Certificate of Discontinuation of Training in the Prescribed Format along with the No Objection Certificate from the previous trainer and has to follow the same procedure for undergoing remaining period of training as applicable in case of first trainer with the regards to sponsorship letter, appointment letter, contract etc. QUERRIES RELATED TO 15 MONTHS TRAINING UNDER THE EARLIER TRAINING STRUCTURE OR 1/2/3 YEARS UNDER THE MODIFIED TRAINING STRUCTURE WITH COMPANY SECRETARY IN PRACTICE 11. Can 15 months training under the earlier Training Structure or 1/2/3 years under the modified training structure be undergone with any Company Secretary in Practice? Answer: No, the aforesaid training can be undergone only with those Company Secretaries in Practice who are registered with the Institute for imparting training. 12. Is there any limit with regard to number of trainees which a Company Secretary in Practice can impart training to? Answer : Yes, there is a limit with regard to number of trainees. A Company Secretary in Practice having up to two years of continuous practice can impart training to one trainee and further number of trainees equal to the number of years of continuous practice is permissible subject to a maximum limit of twenty trainees. However, in case a Company Secretary in Practice who has surrendered his Certificate of Practice, then he will be given credit to the number of trainees permissible at the time of surrender of Certificate of Practice. 13. What is the procedure for registration of 15 months training under the earlier Training Structure or 1/2/3 years under the modified training structure with Company Secretary in Practice? Answer: Procedure to be followed for registration of Training with the Company Secretary in Practice registered with the Institute for imparting training is given below: (i) Ensure whether the Company Secretary in Practice is registered with the Institute for imparting training. (List of Company Secretary in Practice is registered with the Institute for imparting training is available on training page on website www.icsi.edu); 78 (ii) Ensure whether the Company Secretary in Practice is eligible to take trainee with regard to the entitlement of maximum number of trainees of the concerned Company Secretary in Practice registered for imparting training with the Institute. (iii) Candidate may apply for the issuance of sponsorship letter i.e. bio-data letter before commencement of training in the prescribed training form which is available on the website of the Institute at training link; (iv) After selection a contract for training in the prescribed format has to be executed between the Company Secretary in Practice and the student concerned on non-judicial stamp paper or through e-stamping /franking of requisite value as applicable in their respective state, in duplicate. Both have to keep one copy of the contract; (v) Within 15 days of execution of contract for apprenticeship, the Company Secretary in Practice/ student has to submit a copy of contract, the particulars as prescribed in Part A & B with regard to employer and trainee. (vi) Thereafter the Institute after taking the training on record will issue registration letter for 15 months training under the earlier Training Structure or 1/2/3 years under the modified training structure to the Company Secretary in Practice with a copy to the student. 14. What would be the date of commencement of 15 months training under the earlier Training Structure or 1/2/3 years under the modified training structure with Company Secretaries in Practice? Answer: 15 months training under the earlier Training Structure or 1/2/3 years under the modified training structure with Company Secretaries in Practice would be treated as valid only from the actual date of execution of contract for training. 15. What are the working hours for candidates undergoing training with Company Secretary in Practice? Answer: The candidates undergoing apprenticeship training shall be required to work during normal hours for a period of 15 months under the earlier Training Structure or 1/2/3 years under the modified training structure which shall not be less than 6 hours a day for 5 days in a week during the total period of Training. 16. Can a student take transfer of training in between the training period from one Company Secretary in Practice to another Company Secretary in Practice or a company/organisations (including law firms, consultancy firms etc.) registered with the Institute for imparting training OR vice versa? Answer: Yes, a student can take transfer of training in between the training period from previous trainer Company Secretary in Practice. 17. How many Transfers can be taken during 15 months training under the earlier Training Structure or 1/2/3 years under the modified training structure? Answer: It is not prescribed in Training Guidelines; however students are advised not to take frequent transfers during training period. 18. What is the procedure for transfer of training from one Company Secretary in Practice in between the 15 months training under the earlier Training Structure or 1/2/3 years under the modified training structure to any other Company Secretary in Practice or 79 Company /organisations (including law firms, consultancy firms etc.) registered for imparting training with the Institute? Answer: In case of transfer of training from one Company Secretary in Practice during the training period to some other Company Secretary in Practice or Company/organizations (including law firms, consultancy firms etc.) registered for imparting training with the Institute, the student has to submit with the Institute, a Certificate of Discontinuance of training in prescribed format from the previous trainer Company Secretary in Practice and has to follow the same procedure for undergoing remaining period of training as applicable in case of first trainer employer with regard to sponsorship letter, contract for training etc. QUERRIES RELATED TO EXEMPTION FROM UNDERGOING TRAINING 19. Who are eligible to claim exemption from undergoing Training under the earlier training structure / Modified Training Structure? Answer: Exemption can only be claimed on the basis of working experience after passing the Final/Professional Programme Examination under the earlier Training structure on the basis of work experience as given below: (i) Three years working experience as an executive or four years as an assistant in a company having a paid up share capital of Rs.25 lacs or more to assess the eligibility for exemption from undergoing 12 months Management Training and partial exemption from undergoing Practical Training on case to case basis. (ii) two years working experience as an executive or three years as an assistant with a Company Secretary in Practice to assess the eligibility for exemption from undergoing 12 months Management Training and partial exemption from undergoing Practical Training on case to case bases. (iii) In order to avail total exemption under Regulation 48 & 51 a candidate should posses one year experience as an Assistant/Deputy Company Secretary or any other post higher thereto in the Secretarial Department in a company or body corporate having a paid up share capital and reserves of not less than Rs.25 lacs or any organization having gross fixed assets of not less than Rs.50 lacs including any Public Sector Undertaking, Autonomous body, Financial Institution or Bank, which in the opinion of the Council, provides scope for acquiring sufficient professional experience. Please note that 15 days Management Skills Orientation Program (previously SMTP) is compulsory. Exemption can only be claimed on the basis of working experience after passing the Final/Professional Programme Examination under the Modified Training Structure on the basis of work experience as given below:(i) One year experience as an Assistant Company Secretary or Deputy Company Secretary or any other post equivalent or higher thereto in the Secretarial Department; or (b) two years experience as a secretarial officer or executive or any other post equivalent or higher thereto; or (c) three years experience as an Assistant or any other post equivalent or higher thereto; in Secretarial Department in any company or body corporate having a paid up share capital of not less than Fifty lakhs rupees or turnover of not less than Ten crore rupees or in any public sector undertaking, autonomous or statutory body, financial institution or bank which in the opinion of the Council provides scope for acquiring sufficient professional experience; or 80 (ii) (a)Two years’ experience as Secretarial Officer or Executive or any post equivalent; or (b) Three years’ experience as an Assistant or any other post equivalent or higher thereto under a Company Secretary in whole time practice or in a firm of Company Secretaries, which in the opinion of the Council provides the scope for acquiring sufficient professional experience; or (iii) (a) Two years’ experience of continuous practice on a whole time basis as a Chartered Accountant or a Cost Accountant having carried out statutory or cost or internal audit or providing management consultancy services; or (b) Two years experience of continuous practice as an Advocate in a high court having rendered services as Counsel or Advisor to a Company having paid up shared capital and reserves of not less than 5fifty lakhs rupees or any organization having gross fixed assets of not less than one crore rupees, or in a public sector undertaking, autonomous or statutory body, financial institute or bank which in the opinion of the Council provides scope for acquiring sufficient professional experience; or (iv) Has acquired practical experience equivalent to those specified under sub regulation (1) of this regulation in such professional institutions or abroad as may be recognized by the Council in this behalf on reciprocal basis. (v) Any person not falling in above mentioned criteria but claims to have acquired practical experience and undergone practical training, equivalent to those specified under these regulation. 20. What are the documents required to be submitted in order to claim exemption from undergoing training 15 months training under the earlier Training Structure or 1/2/3 years under the modified training structure? Answer: Following are the documents required to be submitted in order to claim exemption from undergoing training: (a) Application Form for Management /Apprenticeship/ Practical Training/ Exemption from undergoing Training. (ST-10) (b) Experience Certificate (s) indicating exact designation, duration of service, salary drawn, job contents in brief duly signed by the appropriate authorized signatory of the employer organization. (c) Certified copy of Balance Sheet(s) in respect of the organization(s) (d) Organization Chart indicating the position in the organizational hierarchy duly certified by the authorized signatory of employer organization. (e) Salary slip for the beginning and last pay drawn from the organization(s) (f) Appointment letter from past/present employer. QUERIES RELATED TO 03 MONTHS PRATICAL TRAINING (applicable in the earlier Training Structure) 21. How is 03 months Practical training different from 15 monthsManagement Training? Answer: Students who got exemption on the basis of working experience from undergoing 12 months or more training under various provisions of the Company Secretaries Regulations, 1982 (as amended from time to time) are required to undergo balance training of 03 months or less period in Administration/Secretarial/Finance & Accounts department for one 81 month each is termed as Practical Training. While the students who neither claim nor been granted exemption from undergoing training are required to undergo 15 months Management Training. 22. Whether the 03 months Company/Organization. Practical training can be undergone with any Answer: 03 months Practical training can be undergone only with those Company/ Organization which are registered with the Institute for imparting 03 months Practical training to the students. 23. What is the procedure for undergoing 03 months Practical training with a Company or other organisation? Answer: Candidate has to follow the procedure as given below: (i) A student has to submit an application with the Institute in prescribed training form specifically mentioning the name of the company or organization registered with the Institute for imparting 03 months Practical Training for issuance of sponsorship letter (ii) The Institute will issue sponsorship letter to the concerned company or organization for arranging the Practical training of the student with a copy to the student. Student can commence the training only on the basis of sponsorship letter issued by the Institute. (iii) The company or organization will intimate the date of commencement of the training of the student to the Institute for record. (iv) The company or organization will issue a training completion certificate on completion of the training for record. 24. Whether the Practical training can be undergone with any Company Secretary in Practice. Answer: 03 months Practical training can be undergone with a Company Secretary in Practice who is registered with the Institute for imparting training to the students. 25. What is the procedure for undergoing 03 months Practical training with a Company Secretary in Practice? Answer: Procedure for undergoing 03 months Practical Training with a Company Secretary in Practice is same as in the case of 15 month training with a variation with regard to the period of training. QUERIES RELATED TO 15 DAYS TRAINING WITH SPECIALIZED AGENCY (applicable in the earlier Training Structure) 26. Whether 15 days training to be undergone with any one specialized agency is compulsory? Answer: Yes, the 15 days training with any one specialized agency is compulsory. 27. Which are the agencies where 15 days specialised training under regulation 50(b) can be undergone? Answer: 15 (working) days specialised training can be undergone with ROC, Stock Exchange, Financial or Banking Institutions, Management Consultancy Firms, Office of Official Liquidator, Ministry of Corporate Affairs, Commodity Stock Exchange, Company Law Board, broking firm or 82 companies, Law firms, Universities (recognized by UGC), Merchant Bankers, Mutual Funds, Insurance Companies, SMEs, Industry Associations/ Chambers of Commerce, all Ministries, SEBI, IRDA, TRAI, CCI, Courts, Tribunals and other quasi-judicial bodies. All these agencies have to be first registered with the Institute for imparting 15 days specialised training. For registration, a duly signed request letter on letter head of the specialised agency along with supporting documents (such as balance sheet, certificate of registration from the competent authority, profile etc.) wherever applicable is required. 28. At what stage a student can undergo 15 days training with the specialized agency? Answer: A Final /Professional Programme passed student after completing 15 months training (or exempted therefrom) can undergo 15 days training with any one of the prescribed specialized agency. 29. What is the procedure for undergoing 15 days training with any of the specialized agencies? Answer: Student has to follow the procedure as below: (i) Submit an application with the Institute for issuance of sponsorship letter for undergoing 15 days training specifically mentioning the name of the specialized agency along with a copy of Final/Professional Programme pass marksheets. (ii) The Institute will issue sponsorship letter to the concerned specialized agency for arranging the 15 days training with a copy to the student. (iii) After completion of 15 days training the concerned specialized agency will issue a 15 days training completion certificate which shall be submitted with the Institute for records. QUERIES RELATED TO SIP/ EDP/ PDP (applicable in the earlier Training Structure) 30. What are the various training programme which a student is required to attend & complete in addition to MSOP? Answer: (a) For students registered for Executive Programme course before 1st September,2009, following training programme are applicable : i. 5 days Training Orientation Programme (TOP) ii. 25 hours Academic Development Programme (ADP) iii. 15 days Secretarial Modular Training Programme (SMTP) (b) For students registered for Executive Programme course on or after 01st September, 2009, the following Training Programmes: (i) 7 days Student Induction Programme (SIP) (ii) 8 days Executive Development Programme (EDP) 83 (iii) 25 hours Professional Development Programme (PDP) 31. Whether there is any facility to attend the SIP and EDP online. Answer: Yes, Online SIP & EDP is called e-SIP & e-EDP. It is conducted by Gurukul Online Solutions, Mumbai. A weblink is available at institute’s website www.icsi.edu where students can get detailed information about the same. 32. What is MSOP? Answer: 15 days Management Skills Orientation Programme (MSOP) is conducted by CCGRT, Regional Councils and designated Chapters on regular basis. 33. At which places MSOP are conducted? Answer: MSOP are conducted at all the Four Regional offices and Chapters upto A Grade. 34. Whether there is a facility of residential MSOP? If yes, then where? Answer: Yes. Residential MSOP is conducted by CCGRT, Mumbai (Belapur) on regular basis. 35. Is there any provision for getting exemption from undergoing MSOPs? Answer: Presently, there is no provision for claiming exemption from undergoing MSOPs. QUERIES RELATED OTHER REQUIRMENTS TO BE COMPLETED WHILE UNDERGOING TRAINING 36. During Training Period, what are the other documents/requirements which trainees need to submit /comply? Answer: During training period, a trainee has to submit the following documents/ comply with the following requirements:i. To submit Quarterly Report in prescribed format on completion of every quarter. ii. To prepare a Project Report on any one of the prescribed Topics in last quarter and submit it along with Training Completion Certificate on completion of training. ************ 84 IMPORTANT CONTACT DETAILS OF MINISTRY OF CORPORATE AFFAIRS MINISTRY OF CORPORATE AFFAIRS ‘A’ WING, SHASTRI BHAWAN, RAJENDRA PRASAD ROAD NEW DELHI-110 001 PHONE: 011-23384158/ 23384660/ 23384659 hq.delhi@mca.gov.in / oandm.dca@sb.nic.in REGIONAL DIRECTORS (RDS) EASTERN REGION SH. N. K. BHOLA NIZAM PALACE II MSO BUILDING 3RD FLOOR, 234/4 A.J.C.BOSE ROAD KOLKATA-700020 PHONE: 033-22870383 FAX: 033-22870958 rd.east@mca.gov.in SOUTHERN REGION Sh. B. K. BANSAL 5TH FLOOR SHASTRI BHAWAN 26 HADDOWS ROAD CHENNAI- 600006 PHONE: 044-28271737 FAX: 044-28280436 rd.south@mca.gov.in NORTHERN REGION Sh. A. K. Chaturvedi A-14, SECTOR-I, PDIL BHAVAN NOIDA (UP) PHONE: 0120-2445342 FAX: 0120-2445341 rd.north@mca.gov.in 85 WESTERN REGION Sh. K.L. KAMBOJ EVEREST 5TH FLOOR 100 MARINE DRIVE MUMBAI - 400002 PHONE: 022-22817259, 22811493 FAX: 022-22812389 rd.west@mca.gov.in NORTH WESTERN REGION Sh. S.K.AGARWAL ROC BHAVAN, OPPRUPALPARK SOCIETY, BEHIND ANKUR BUS STOP NARANPURA AHMEDABAD-380013 PHONE: 079-27437597 FAX: 079-27438371 Rd.northwest@mca.gov.in SOUTH EAST REGION Sh. B. N. Harish 2ND FLOOR, CPWD BLDG. KENDRIYA SADAN, SULTAN BAZAR, KOTI, HYDERABAD - 500195 NORTH EASTERN REGION Sh. N. K. Bhola MORELLO BUILDING, GROUND FLOOR SHILLONG - 793001 PHONE: 0364-2222519 86 REGISTRAR OF COMPANIES (ROC) ANDHRA PRADESH & TELANGANA Sh. N. Krishnamoorty (ROC Hyderabad) 2nd Floor, CPWD Bldg. Kendriya Sadan, Sultan Bazar, Koti, Hyderabad - 500195 Phone: 040-4657937,4652807 Fax: 040-4652807 roc.hyderabad@mca.gov.in ASSAM , MEGHALAYA, MANIPURA, TRIPURA, MIZORAM, NAGALAND & ARUNACHAL PRADESH Sh. Gulab Chand Yadav (ROC Shillong) Morello Building , Ground Floor Shillong - 793001 Phone: 0364-2222519 roc.shilong@mca.gov.in BIHAR & JHARKHAND Sh. U.S Patole (ROC Patna) Maurya Lok Complex, Block A Western Wing, 4th Floor, Dak Banglow Road Patna - 800001 Phone: 0612-222172 Fax: 0612-222172 roc.patna@mca.gov.in Sh. Swadhin Barua (ROC Ranchi) House No-239 , Road No-4 Magistrate Colony, Doranda Ranchi: 834002, Jharkhand Phone: 0651-2482811/2480801 CHATTISGARH Sh. R.K. Tiwari (ROC cum OL for Bilaspur) Ist Floor, Ashok Pingley Bhawan, Municipal Corporation, Nehru Chowk, Bilaspur- 495001 Chattisgarh Phone: (07752)-250092(D),250094 Fax: (07752)- 250093 roc.bilaspur@mca.gov.in 87 DELHI & HARYANA Sh. M. M. Juneja (ROC Delhi) (A) 4th Floor, IFCI Tower, 61, Nehru Place, New Delhi - 110019 Phone: 011-26235707, 26235708, 26235709 Fax: 011-26235702 roc.delhi@mca.gov.in For Physical Verification Of Documents : (B) Plot No. 6,7 & 8,Basement, IICA Campus, Sector-5, IMT-Manesar, Gurgaon, Haryana GOA , DAMAN & DIU Sh. P. Sridhar (ROC Goa) Company Law Bhawan EDC Comlex, Plot No. 21 Patto, Panaji, Goa-403 001 Phone/Fax(Off) 0832-2438617 / 2438618 roc.goa@mca.gov.in GUJARAT Sh. S. N. Misra (ROC Ahmedabad) ROC Bhavan , Opp Rupal Park Society, Behind Ankur Bus Stop, Naranpura, Ahmedabad-380013 Phone: 079-27437597, Fax 079-27438371 roc.ahmedabad@mca.gov.in JAMMU AND KASHMIR Sh. M.K. Bagri (AOL (acting ROC cum OL) J&K) Hall No.405-408, South Block, Bahu Plaza, Rail Head Complex, Jammu - 180012 Phone: 0191-2470306 Fax: 0191-2470306 roc.jammu@mca.gov.in 88 KARNATAKA Sh. M. R. Bhat (ROC Banglore) 'E' Wing, 2nd Floor Kendriya Sadana Kormangala, Banglore-560034 Phone: 080-25633105 (Direct), 080-25537449/25633104 Fax: 080-25538531 roc.bangalore@mca.gov.in KERALA Sh. K.G. Joseph Jackson (ROC Ernakulum) Company Law Bhawan, BMC Road Thrikkakara Kochi - 682021 Phone: 0484-2423749/2421489 Fax: 0484-2422327 roc.ernakulum@mca.gov.in MADHYA PRADESH Sh. J.N. Tikku (ROC Gwalior ) 3rd Floor, 'A' Block, Sanjay Complex Jayendra Ganj, Gwalior Phone: 0751-2321907 Fax: 0751-2331853 roc.gwalior@mca.gov.in MAHARASHTRA A) Mumbai Dr. T. Pandian (ROC Mumbai) 100, Everest, Marine Drive Mumbai- 400002. Phone: 022-22812627/22020295/22846954 Fax: 022-22811977 roc.mumbai@mca.gov.in 89 B) Pune Sh. Vijay Kumar Khubchandani (ROC Pune) Registrar Of Companies PMT Building , Pune Stock Exchange, 3rd Floor, Deccan Gymkhana, Pune-411004 Phone: 020-25521376 Fax: 020-25530042 roc.pune@mca.gov.in ORISSA Sh. B. Mishra (ROC Cuttack) Corporate Bhawan, 3rd Floor, Plot No. 9 (P), Sector : 1, CDA, Cuttack : 753014 Phone: 0671-2365361, 2366958, 266952, Fax: 0671-2305361 roc.cuttack@mca.gov.in PUDUCHERRY No. 35 First Floor Elango Nagar Puducherry - 605011 Phone: 0413-2240129 roc.pondicherry@mca.gov.in PUNJAB, CHANDIGARH & HIMACHAL PRADESH Dr. Raj Singh (ROC Chandigarh and Shimla) Corporate bhawan, Plot No.4 B, Sector 27 B, Madhya Marg, Chandigarh - 160019 Phone: 0172-2639415,2639416 Fax: 0172-2639416 roc.chandigarh@mca.gov.in RAJASTHAN Sh. R. K. Meena (ROC Jaipur) Corporate Bhawan G/6-7, Second Floor, Residency Area Civil Lines, Jaipur-302001 Phone: 0141-2222465, 2222466 Fax: 0141-2222464 roc.jaipur@mca.gov.in 90 TAMIL NADU Dr. M. Manuneethi Cholan (A) Chennai Block No.6,B Wing 2nd Floor Shastri Bhawan 26, Haddows Road, Chennai - 600034 Phone: 044-28270071 Fax: 044-28234298 roc.chennai@mca.gov.in (B) Coimbatore Registrar Of Companies Stock Exchange Building, II-Floor, 683, Trichy Road, Singanallur, Coimbatore - 641 005 Tamilnadu Phone: (0422) - 2318170 (D), 2318089, 2319640 Fax: (0422) - 2318089 roc.coimbatore@mca.gov.in UTTAR PRADESH & UTTARAKHAND Sh. S. P. Kumar (ROC Kanpur & Nainital) 10/499 B, Allenganj, Khalasi line Kanpur-208002 Phone: 0512-2550688 Fax: 0512-2540423 roc.kanpur@mca.gov.in WEST BENGAL Sh. D. Bandopadhyay (ROC Kolkata) Nizam Palace 2nd MSO Building 2nd Floor, 234/4, A.J.C.B. Road Kolkata - 700020 Phone: 033-2287 7390 Fax 033-22903795 roc.kolkata@mca.gov.in ************** 91 NOTES ____________________________________________________________________________ ____________________________________________________________________________ ____________________________________________________________________________ ____________________________________________________________________________ ____________________________________________________________________________ ____________________________________________________________________________ ____________________________________________________________________________ ____________________________________________________________________________ ____________________________________________________________________________ ____________________________________________________________________________ ____________________________________________________________________________ ____________________________________________________________________________ ____________________________________________________________________________ 92 NOTES ____________________________________________________________________________ ____________________________________________________________________________ ____________________________________________________________________________ ____________________________________________________________________________ ____________________________________________________________________________ ____________________________________________________________________________ ____________________________________________________________________________ ____________________________________________________________________________ ____________________________________________________________________________ ____________________________________________________________________________ ____________________________________________________________________________ ____________________________________________________________________________ ____________________________________________________________________________