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ISSN 0972-2874

VOLUME NO. XXIII 7 JULY 2006

EDITORIAL ADVISORY CENTRAL COUNCIL


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Edited, printed and published
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action taken on the basis of the
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SECRETARY & CHIEF EXECUTIVE OFFICER this Bulletin.
N. K. JAIN
H I G H L I G H T S
l From the President 03
l Academic Guidance 05
l Legal World 15
l Students Services 17
l Students Quiz 21
Prize Winner 21
l SMTP Organised by HQ/RCs/Chapters 22
l Schedule of Training Orientation Programmes 22
l Schedule of Academic Development Programmes 23
l News and Announcements 26
l Competitions/Programmes for Students 30
l 34 Years of CS on CD-ROM 36

Student Company Secretary 1 July 2006


TRAINING ORIENTATION PROGRAMME
As per Company Secretaries Regulations, 1982 (amended the significance and methodology of training, business
from time-to-time) every student apart from passing the final environment, corporate culture, communication and
examination of the Institute is also required to possess the behavioural aspects. Keeping in view the above factors, the
practical experience and undergo practical training or be Council of the Institute has decided that students requiring to
exempted therefrom before becoming eligible to the Associate undergo training should compulsorily attend five days Training
Membership of the Institute. Students who do not possess Orientation Programme (TOP) before they are sponsored for
practical experience are required to undergo compulsorily 15 training. It has also been decided that henceforth students
months Management/Apprenticeship training. will be sponsored for training in the companies or with company
Most of the students commencing training are not aware of secretaries in practice as per the following schedule.

Activities Session1 Session 2 Session 3 Session - 4


Registration of students January 1 to March 01 to June 01 to September 01 to
for 15 months Training January 10 March 10 June 10 September 10
Organisation of TOP January 15 to March 15 to June 15 to September 15 to
January 24 March 24 June 24 September 24
Campus Interview January 25 to March 25 to June 25 to September 25 to
January 31 March 31 June 30 September 30
Commencement of February 01 April 01 July 01 October 01
Training Onwards Onwards Onwards Onwards
Completion of April 30* June 30* September 30* December 31*
Training Next Year Next Year Next Year Next Year
* If the student avails extra leave, the training will be extended accordingly.
Training Orientation Programme is a part of the 10. Usefulness of reading newspapers
Management/Apprenticeship training and is based on Guru 11. Self-assessment
Shishya Parampara. Training Orientation Programme will not SWOT analysis
only expose the students to the business environment and Career prospects
corporate functioning but would also help them in acquiring
Personality
the desired skill and confidence.
12. Writing of curriculum vitae
The Regional Councils will organize the Training Orientation
Programme from 15th to 24th of the four fixed months i.e. 13. Interview Techniques
January, March, June & September. 14. Career Planning
For effective interaction and participation, not more than 15. Computer-Internet/E-mail
40 students would be enrolled in each TOP. A fee of Rs. 400/ 16. File management
- per participant will be charged. 17. Organisation structure, role and functioning of Competition
The following topics will be included in the programme : Commission of India, CLB/NCLT, ROC, Stock Exchange,
SEBI, RBI, DRT
1. Importance of Training
18. Usefulness of Professional Development Programmes.
2. Personality Development- Dress Code & How to carry
oneself 19. Code of Conduct
20. Future Prospects
3. Time Management
For helping the students to identify Companies or Company
4. Meaning of Professionals
Secretaries in practice for undergoing training, the Regional
5. Office Culture Councils would also arrange Campus Interviews, immediately
6. Communication Skill on conclusion of each TOP for on-the-spot selection of
Writing ability candidates. Such Campus Interviews will be organized during
Drafting of letters the four fixed months from March 25 to 31; June 25 to 30;
Speaking ability September 25 to 30 and January 25 to 31.
All students intending to commence Management/
7. Group discussion, Drafting of Minutes, Notices,
Apprenticeship training are advised to contact the respective
Resolutions etc.
Regional Councils for enrolling themselves for TOP. Only on
8. How to qualify professional examination successful completion of TOP, students would be sponsored
9. Managing under crisis for training by the Institute.

Student Company Secretary 2 July 2006


FROM THE PRESIDENT

IMAGINATION
is more important than knowledge, knowledge is limited ...
IMAGINATION
encircles the world.
Albert Einstein
Dear Students,
Have you ever asked yourself, How can I be more successful? Though a common question for many of you,
nevertheless it is important in the changing global environment where thrust is on competence and knowledge.
Every professional aims at achieving excellence in his professional career. This of course is not an easy task in
the changing circumstances where challenges lie ahead in terms of quality of service and professional excellence.
To be successful and achieve excellence in your professional career, you must be widening the horizons of your
knowledge and getting equipped in terms of competence and also have the foresight to encounter the global
challenges boldly. The need for good professionals /managers is intensifying. Corporates require professionals
who are not only experts but can manage themselves and others in the competitive and stressful environment.
Generally it has been observed that professionals aspiring to be successful and reaching the upper echelons in
the organization feel competent to take up any assignment. That doesnt mean they have the specific skills to do
the job or know everything about it. However, they know they have the basic skills to do any task and can learn the
specifics of a particular job. You must have heard the saying If you know how to swim, it doesnt matter how
deep the water is. You also need to develop such an attitude in your professional career. You may commit
mistakes or may not succeed immediately, dont feel deterred. Keeping control of your mindset and attitude, move
on. Dont take failure as a personal blemish. You will learn from these mistakes/failures. There are countless
examples showing how people from junior cadre have touched heights in their professional career.
I would like to cite the example of Anne Sweeney, President, Disney/ABC Cable Networks and President, Disney
Channel. She worked her way up from an assistant position. She was always anxious to take on new responsibilities,
even if it was something she never did before. She says it is important to always find the unknown exciting. She
was always willing to open a door that someone else had not yet opened. Let me point out that mere willingness
to take up any assignment will not suffice. The willingness should be coupled with a positive approach. As I have
stated earlier, having a positive attitude is one of the most important keys to success. A good attitude towards
yourself is believing in yourself. Once you believe in yourself you will respond to things a lot differently and in a
way that gets better results.
The Council of the Institute in its wisdom decided to implement a Code of Conduct and Ethics for itself and the
senior management of the Institute, as a step towards ethical decision making in which strategic management
decisions result from due deliberations and objective analysis. I am sure the Code will help the members of the
Council and the senior management of the Institute to maintain the culture of honesty, integrity, transparency and
accountability, thus leading to Good Governance of the Institute in the larger interest of its members, students and
other stake holders.
As informed to you earlier, the Bangalore Chapter of the Institute is organizing 7th National Students Conference
on July 30, 2006 at Bangalore. The theme of the Conference is Emerging Areas in the Profession An

Student Company Secretary 3 July 2006


insight. Eminent Faculty from the professional bodies and industry will address the delegates. I advise you to
actively participate in these competitions and benefit from the deliberations.
That apart, SIRC of the Institute is also providing an opportunity to the students to test their knowledge on Company
Law. It is organizing 6th All India Company Law Quiz on August 12, 2006 at Chennai. I advise you all to actively
participate in this competition. The benefit will be immense.
Friends, I am pleased to inform you that the 3rd meeting of the Governing Body of the International Federation of
Company Secretaries (IFCS) was held on July 7, 2006 in Dhaka, Bangladesh. The Institute of Chartered Secretaries
& Managers of Bangladesh, one of the founding members of the IFCS, hosted the meeting. The meeting of the
Governing Body was followed by an International Conference on the Theme: Corporate Management: Global
Practice. The Conference was addressed by Ministers from Govt. of Bangladesh as well as professional luminaries
from Bangladesh, India, Kenya, Pakistan and Sri Lanka.
At the 3rd meeting of the Governing Body of the IFCS, new President, Vice President and the Secretary of IFCS
were elected. Mr. Pir Muhammad A Kaliya, a member-representative and past President of the Institute of Corporate
Secretaries of Pakistan was elected as President of the Federation. Mr. Mohd. Sanaullah, President of the Institute
of Chartered Secretaries & Managers of Bangladesh, was elected as the Vice President, while Mr. N K Jain,
Secretary & CEO, the Institute of Company Secretaries of India, was re-appointed as the Secretary of the IFCS.
The 4th Governing Body Meeting will be held in Kenya in August 2007.
As informed to you earlier, the Institute is organizing the 34th National Convention on the theme Reshaping the
Profession Creating New Niches on September 7-9, 2006 at Kolkata. A brochure containing details of theme
and sub-themes, fee, registration procedure, list of hotels and their tariffs, registration form etc. has been published
in the July 2006 issue of the Chartered Secretary. I advise you to ensure your participation at the Convention as
a delegate.
Before I conclude, let me reiterate that attitude is not simply about how you feel. It also encompasses the things
you do that show your feelings and beliefs to the world. When you are not afraid to embark on new endeavours,
when you can learn from your mistakes, and when youre confident enough to promote yourself, you exemplify the
attitude that fosters success. So choose to maintain the attitude that attracts success.

With best wishes,

Yours sincerely,

(H M Choraria)
choraria123@vsnl.net
Kolkata
July 14, 2006

Student Company Secretary 4 July 2006


ACADEMIC GUIDANCE
(2) A new clause (3b) has been substituted for the existing clause
ACADEMIC GUIDANCE (3b), which reads
(3b) aircraft operator means any person who provides the service
TAXATION of transport of goods or passengers by aircraft;;
TAX LAWS/DIRECT AND INDIRECT
LAWS/DIRECT (3) A new clause (7a) has been inserted after the existing clause
(7), namely
TAXATION-LA
AXATION-LA
TION-LAWW AND PRACTICE (7a) auction of property includes calling the auction or providing
Students appearing in Tax Laws (to the extent of topics a facility, advertising or illustrating services, pre-auction price
covered in the Syllabus) and Direct and Indirect Taxation-Law estimates, short-term storage services, repair or restoration services
and Practice Papers of Intermediate and Final Examination may in relation to auction of property;;
take note of the following changes in Indirect tax portion made (4) New clauses (9a), (9b) and (9c) have been inserted after the
by the Finance Act 2006 relevant for December 2006 Examination: existing clause (9), which reads
I. CUSTOMS (9a) automated teller machine means an interactive automatic
SECTION 23-REMISSION OF DUTY ON L LOOST T,, machine designed to dispense cash, accept deposit of cash, transfer
DESTRO
DESTROYED YED OR ABANDONED GOODS GOODS. money between bank accounts and facilitate other financial
transactions;
In sub-section (2) of Section 23 of the Customs Act, 1962, a new
proviso has been inserted, which reads (9b) automated teller machine operations, maintenance or
management service means any service provided in relation to
Provided that the owner of any such imported goods shall not be automated teller machines and includes site selection, contracting of
allowed to relinquish his title to such goods regarding which an offence location, acquisition, financing, installation, certification, connection,
appears to have been committed under this Act or any other law for maintenance, transaction processing, cash forecasting,
the time being in force.. replenishment, reconciliation and value-added services;
This has been done so as to provide that the owner of imported (9c) banker to an issue means a bank included in the Second
goods shall not be allowed to relinquish his title to such goods in Schedule to the Reserve Bank of India Act, 1934, carrying on the
respect of which an offence appears to have been committed. activities relating to an issue including acceptance of application,
SECTION 68-CLEARANCE OF WAREHOUSED GOODS FOR application money, allotment money and call money, refund of
HOME CONSUMPTION application money, payment of dividend and interest warrants;;
In section 68 of the Customs Act, the following proviso has been (5) In Sub-clause (a) to clause (12)-
inserted after the existing proviso, namely (1) The words any other person have been substituted for the words
Provided further that the owner of any such warehoused goods commercial concern,.
shall not be allowed to relinquish his title to such goods regarding (2) Item No. (ii) dealing with credit card services has been omitted;
which an offence appears to have been committed under this Act or
any other law for the time being in force.. (3) The existing item No. (viii) has substituted by new item Nos.
(viii) and (ix) namely
Above change has been made in order to provide that the owner
of warehoused goods shall not be allowed to relinquish his title to (viii) banker to an issue services; and
such goods in respect of which an offence appears to have been (ix) other financial services, namely, lending, issue of pay order,
committed. demand draft, cheque, letter of credit and bill of exchange, transfer of
II. CENTRAL EXCISE money including telegraphic transfer, mail transfer and electronic
transfer, providing bank guarantee, overdraft facility, bill discounting
SECTION 12C-CUNSUMER WELFARE FUND facility, safe deposit locker, safe vaults, operation of bank accounts.
Sub-section (2) of Section 12C has been amended by inserting a (6) Explanation (b) to clause (19) has been amended by
new clause (d) after the existing Clause (c) namely: substituting the words or developing of computer software, for the
(d) the surplus amount referred to in sub-section (6) of section words developing or maintaining of computer software, or
73A of the Finance Act, 1994.. computerised data processing.
This change has been made with a view to provide that the surplus (7) In clause (31), the words any body corporate or any other
amount of service tax collected from any person after adjustment of firm has been substituted for the words an engineering firm.
said tax, shall be credited to the Consumer Welfare Fund. (8) In clause (33), the words any person has been substituted
SECTION 23C-APPLICATION FOR ADVANCE RULING for the words a commercial concern.
Section 23C(2) of the Central Excise Act has been amended by (9) A new clause (33a) has been inserted after clause (33)
inserting a new clause (f) after the existing clause (e), which reads namely:
(f) determination of the liability to pay duties of excise on any (33a) credit card, debit card, charge card or other payment card
goods under this Act.. service includes any service provided,
Above amendment has been made so as to confer on the Advance (i) by a banking company, financial institution including non-banking
Ruling Authority the power to decide the excisability of any product. financial company or any other person (hereinafter referred to
III. SERVICE TAX as the issuing bank), issuing such card to a card holder;
SECTION 65-DEFINITIONS. (ii) by any person to an issuing bank in relation to such card business,
Section 65 of the Finance Act, 1994 has been amended in following including receipt and processing of application, transfer of
manner embossing data to issuing banks personalization agency,
(1) In clause (3), the word person has been substituted for the automated teller machine personal identification number
words commercial concern; generation, renewal or replacement of card, change of address,
enhancement of credit limit, payment updation and statement
*Prepared by Ms. Yogindu Khajuria, Education Officer, The ICSI. generation;

Student Company Secretary 5 July 2006


ACADEMIC GUIDANCE
(iii) by any person, including an issuing bank and an acquiring bank, (i) any person under a contract or an agreement; or
to any other person in relation to settlement of any amount (ii) a manufacturer or any person authorised by him, in relation to,
transacted through such card.
(a) management of properties, whether immovable or not;
ExplanationFor the purposes of this sub-clause, acquiring bank (b) maintenance or repair of properties, whether immovable or
means any banking company, financial institution including non- not; or
banking financial company or any other person, who makes the (c) maintenance or repair including reconditioning or restoration,
payment to any person who accepts such card; or servicing of any goods, excluding a motor vehicle;;
(iv) in relation to joint promotional cards or affinity cards or co-branded (20) in clause (65), the words in relation to financial management,
cards; human resources management, marketing management, production
(v) in relation to promotion and marketing of goods and services management, logistics management, procurement and management
through such card; of information technology resources or other similar areas of
management have been substituted for the words relating to
(vi) by a person, to an issuing bank or the holder of such card, for conceptualising, devising, development, modification, rectification or
making use of automated teller machines of such person; and upgradation of any working system of any organisation.
(vii) by the owner of trade marks or brand name to the issuing bank (21) In clauses (68) and (69), the word person has been
under an agreement, for use of the trade mark or brand name substituted for the words commercial concern wherever they occur.
and other services in relation to such card, whether or not such
owner is a club or association and the issuing bank is a member (22) A new Clause (77c) has been inserted after the existing clause
of such club or association. (77b) which reads
ExplanationFor the purposes of this sub-clause, an issuing bank (77c) passenger means any person boarding, at any customs
and the owner of trade marks or brand name shall be treated as airport, an aircraft for performing an international journey, but does
separate persons;; not include
(10) in clause (34), the word person has been substituted for the (i) a person who has arrived at such customs airport from a place
words commercial concern. outside India and is in transit through India, provided that he
does not pass through immigration and does not leave customs
(11) A new clause (35a) has been inserted after the existing clause area and continues his journey to a place outside India; and
(35), namely:
(ii) a person employed or engaged by the aircraft operator in any
(35a) customs airport means an airport appointed as such under capacity on board the aircraft;;
clause (a) of subsection (1) of section 7 of the Customs Act, 1962;;
(23) In clause (79), the words any person has been substituted
(12) in clause (38), the word person has been substituted for the for the words, a commercial concern,
words commercial concern.
(24) in clause (86b), the words any person who has been
(13) Sub-clause (i) to Clause (39a) has been amended by substituted for the words a commercial concern which.
substituting the words machinery, equipment or structures, whether
pre-fabricated or otherwise for the words machinery or equipment. (25) A new clause (86c) has been inserted after the existing clause
(86b), which reads
(14) in clause (50b), the words person who has been substituted
for the words commercial concern which. (86c) public relations includes strategic counselling based on
industry, media and perception research, corporate image
(15) New clauses (56a) and (56b) has been inserted after the management, media relations, media training, press release, press
existing clause (56), which reads conference, financial public relations, brand support, brand launch,
(56a) international journey, in relation to a passenger, means retail support and promotions, events and communications and crisis
his journey from any customs airport on board any aircraft to a place communications;;
outside India; (26) A new clause (89c) has been inserted after the existing clause
(56b) internet means a global information system which is (89b), which reads
logically linked together by a globally unique address, based on (89c) registrar to an issue means any person carrying on the
Internet Protocol or its subsequent enhancements or upgradations activities in relation to an issue including collecting application forms
and is able to support communications using the Transmission Control from investors, keeping a record of applications and money received
Protocol or Internet Protocol suite or its subsequent enhancements from investors or paid to the seller of securities, assisting in
or upgradations and all other Internet Protocol compatible protocols;; determining the basis of allotment of securities, finalising the list of
(16) A new clause (57a) has been inserted after the existing clause persons entitled to allotment of securities and processing and
(57), which reads despatching allotment letters, refund orders or certificates and other
related documents;;
(57a) internet telephony means telecommunication service
through internet and includes fax, audio conferencing and video (27) In clause (94), the word person has been substituted for the
conferencing;; words commercial concern.
(28) A new clause (95a) has been inserted after the existing clause
(17) In clause (58), the words and includes a re-insurer has been
(95), namely:
substituted for the words in India.
(95a) share transfer agent means any person who maintains
(18) A new clause (59a) has been inserted after the existing clause the record of holders of securities and deals with all matters connected
(59), which reads with the transfer or redemption of securities or activities incidental
(59a) issue means an offer of sale or purchase of securities to, thereto;;
or from, the public or the holder of securities;; (29) A new clause (96a) has been inserted after the existing clause
(19) A new clause (64) has been substituted for the existing clause (96), namely
(64), namely: (96a) ship management service includes,
(64) management, maintenance or repair means any service (i) the supervision of the maintenance, survey and repair of
provided by ship;

Student Company Secretary 6 July 2006


ACADEMIC GUIDANCE
(ii) engagement or providing of crews; teller machine operations, maintenance or management service, in
(iii) receiving the hire or freight charges on behalf of the owner; any manner;
(iv) arrangements for loading and unloading; (zzzl) to a banking company or a financial institution including a
(v) providing for victualling or storing of ship; non-banking financial company or any other body corporate or a firm,
(vi) negotiating contracts for bunker fuel and lubricating oil; by any person, in relation to recovery of any sums due to such banking
(vii) payment, on behalf of the owner, of expenses incurred in company or financial institution, including a non-banking financial
providing services or in relation to the management of ship; company, or any other body corporate or a firm, in any manner;
(viii) the entry of ship in a protection or indemnity association;
(ix) dealing with insurance, salvage and other claims; and (zzzm) to any person, by any other person, in relation to sale of
(x) arranging of insurance in relation to ship;; space or time for advertisement, in any manner; but does not include
(30) In clause (99), the word person has been substituted for the sale of space for advertisement in print media and sale of time slots
words commercial concern, by a broadcasting agency or organisation.
(31) A new clause (99a) has been inserted after the existing clause Explanation 1For the purposes of this sub-clause, sale of space
(99), which reads or time for advertisement includes,
(99a) sponsorship includes naming an event after the sponsor, (i) providing space or time, as the case may be, for display,
displaying the sponsors company logo or trading name, giving the advertising, showcasing of any product or service in video
sponsor exclusive or priority booking rights, sponsoring prizes or programmes, television programmes or motion pictures or
trophies for competition; but does not include any financial or other music albums, or on billboards, public places, buildings,
support in the form of donations or gifts, given by the donors subject conveyances, cell phones, automated teller machines,
to the condition that the service provider is under no obligation to internet;
provide anything in return to such donors;; (ii) selling of time slots on radio or television by a person, other
than a broadcasting agency or organisation; and
(32) A new clause (104b) has been inserted after the existing (iii) aerial advertising.
clause (104b), namely Explanation 2For the purposes of this sub-clause, print media
(104c) support services of business or commerce means means book and newspaper as defined in sub-section (1) of section
services provided in relation to business or commerce and includes 1 of the Press and Registration of Books Act, 1867;
evaluation of prospective customers, telemarketing, processing of (zzzn) to any body corporate or firm, by any person receiving
purchase orders and fulfilment services, information and tracking of sponsorship, in relation to such sponsorship, in any manner, but does
delivery schedules, managing distribution and logistics, customer not include services in relation to sponsorship of sports events;
relationship management services, accounting and processing of
transactions, operational assistance for marketing, formulation of (zzzo) to any passenger, by an aircraft operator, in relation to
customer service and pricing policies, infrastructural support services scheduled or non-scheduled air transport of such passenger
and other transaction processing. embarking in India for international journey, in any class other than
economy class.
ExplanationFor the purposes of this clause, the expression
infrastructural support services includes providing office along with Explanation 1For the purposes of this sub-clause, economy
office utilities, lounge, reception with competent personnel to handle class in an aircraft meant for scheduled air transport of passengers
messages, secretarial services, internet and telecom facilities, pantry means,
and security; ; (i) where there is more than one class of travel, the class
(33) Clause (105) has been amended in the following manner attracting the lowest standard fare; or
(ii) where there is only one class of travel, that class.
(a) The words policy holder or any person has been substituted
Explanation 2For the purposes of this sub-clause, in an aircraft
for the words policy holder wherever they occur;
meant for non-scheduled air transport of passengers, no class of
(b) The words insurer, including re-insurer has been substituted travel shall be treated as economy class;
for the word insurer wherever it occurs.
(zzzp) to any person, by any other person other than Government
(c) In sub-clause (zc), the word person has been substituted for railway as defined in clause (20) of section 2 of the Railways Act,
the words commercial concern; 1989, in relation to transport of goods in containers by rail, in any
(d) In sub-clause (zh), , the words any person has been substituted manner;
for the words a commercial concern; (zzzq) to any person, by any other person, in relation to support
(e) In sub-clause (zm), the words any other person have been services of business or commerce, in any manner;
inserted for the words commercial concern; (zzzr) to any person, by any other person, in relation to auction of
(f) In sub-clause (zzb), the words any person have been substituted property, movable or immovable, tangible or intangible, in any manner,
for the words a commercial concern; but does not include auction of property under the directions or orders
(g) In sub-clause (zzg), the words management, maintenance or of a court of law or auction by the Government;
repair has been substituted for the words maintenance or (zzzs) to any person, by any other person, in relation to managing
repair; the public relations of such person, in any manner;
(h) in sub-clause (zzq), the words any other person have been (zzzt) to any person, under a contract or an agreement, by any
substituted for the words a commercial concern; other person, in relation to ship management service;
(i) New sub-clauses (zzzi) to (zzzw) have been inserted after the (zzzu) to any person, by any other person, in relation to internet
existing sub-clause (zzzh), namely telephony;
(zzzi) to any person, by a registrar to an issue, in relation to sale (zzzv) to any person, by any other person, in relation to transport
or purchase of securities; of such person embarking from any port or other port in India, by a
(zzzj) to any person, by a share transfer agent, in relation to cruise ship.
securities; ExplanationFor the purposes of this sub-clause, cruise ship
(zzzk) to any person, by any other person, in relation to automated means a ship or vessel used for providing recreational or pleasure

Student Company Secretary 7 July 2006


ACADEMIC GUIDANCE
trips, but does not include a ship or vessel used for private purposes (a) provided or to be provided by a person who has established a
or a ship or vessel of, or less than, fifteen net tonnage; business or has a fixed establishment from which the service is
(zzzw) to any person, by any other person, in relation to credit provided or to be provided or has his permanent address or usual
card, debit card, charge card or other payment card service, in any place of residence, in a country other than India, and
manner;; (b) received by a person (hereinafter referred to as the recipient)
(j) The Explanation occurring at the end shall be omitted. who has his place of business, fixed establishment, permanent
(34) In clause (106), the following Explanation has been inserted, address or usual place of residence, in India, such service shall,
namely for the purposes of this section, be taxable service, and such
ExplanationFor the removal of doubts, it is hereby declared taxable service shall be treated as if the recipient had himself
that for the purposes of this clause, technical testing and analysis provided the service in India, and accordingly all the provisions
includes testing and analysis undertaken for the purpose of clinical of this Chapter shall apply:
testing of drugs and formulations; but does not include testing or Provided that where the recipient of the service is an individual
analysis for the purpose of determination of the nature of diseased and such service received by him is otherwise than for the purpose of
condition, identification of a disease, prevention of any disease or use in any business or commerce, the provisions of this sub-section
disorder in human beings or animals;; shall not apply:
(35) A new Explanation have been inserted in clause (121), which Provided further that where the provider of the service has his
reads business establishment both in that country and elsewhere, the
ExplanationFor the purposes of this section, taxable service country, where the establishment of the provider of service directly
includes any taxable service provided or to be provided by any concerned with the provision of service is located, shall be treated as
unincorporated association or body of persons to a member thereof, the country from which the service is provided or to be provided.
for cash, deferred payment or any other valuable consideration.; (2) Where a person is carrying on a business through a permanent
These amendments have been made in Section 65 of Chapter V establishment in India and through another permanent establishment
of the Finance Act, 1994 with a view to- in a country other than India, such permanent establishments shall
(a) define the termsauction of property, automated teller machine, be treated as separate persons for the purposes of this section.
automated teller machine operations, maintenance or Explanation 1 A person carrying on a business through a branch
management service, banker to an issue, credit card, debit card, or agency in any country shall be treated as having a business
charge card or other payment card service, customs airport, establishment in that country.
international journey, internet, internet telephony, issue, Explanation 2Usual place of residence, in relation to a body
passenger, public relations, registrar to an issue, share transfer corporate, means the place where it is incorporated or otherwise
agent, ship management service, sponsorship, support services legally constituted.;
of business or commerce, aircraft operator; management,
maintenance or repair; This Section has been inserted with a view to levy service tax on
taxable services provided or to be provided from outside India and
(b) specify the scope of the services likebanking and other financial received in India;
services, management consultancy services, insurance services,
maintenance or repair services, erection, commissioning or SECTION 67- VALUATION OF TAXABLE SERVICES
installation services, consulting engineers service, business FOR CHARGING SERVICE TAX
auxillary service, registrar to an issue, share transfer agent, The existing Section 67 have been substituted for new Section
automated teller machines operations, maintenance or 67, which reads
management service, recovery of any sums due to any person
other than an individual, sale of space or time for advertisement 67. (1) Subject to the provisions of this Chapter, service tax
other than in print media, sponsorship other than sports events, chargeable on any taxable service with reference to its value shall,
aircraft operation in relation to international journey, transport of (i) in a case where the provision of service is for a consideration
goods in containers by rail by any person other than Government in money, be the gross amount charged by the service
railway, support services of business or commerce, auctioneer provider for such service provided or to be provided by him;
services, public relations services, ship management services, (ii) in a case where the provision of service is for a consideration
internet telephony services, transport of persons by cruise ship, not wholly or partly consisting of money, be such amount in
credit card, debit card, charge card or other payment card money, with the addition of service tax charged, is equivalent
services; to the consideration;
SECTION 66CHARGE OF SERVICE TAX (iii) in a case where the provision of service is for a consideration
which is not ascertainable, be the amount as may be
In Section 66 the words twelve per cent. have been substituted determined in the prescribed manner.
for the words ten per cent. (2) Where the gross amount charged by a service provider, for
This change has been made so as to enhance the rate of service the service provided or to be provided is inclusive of service tax
tax from ten per cent. to twelve per cent. for all taxable services; payable, the value of such taxable service shall be such amount as,
with the addition of tax payable, is equal to the gross amount charged.
Also, the brackets, letters and word , (zzzh), (zzzi), (zzzj), (zzzk),
(zzzl), (zzzm), (zzzn), (zzzo), (zzzp), (zzzq), (zzzr), (zzzs), (zzzt), (3) The gross amount charged for the taxable service shall include
(zzzu), (zzzv) and (zzzw) have been substituted for the word, brackets any amount received towards the taxable service before, during or
and letters and (zzzh). after provision of such service.
(4) Subject to the provisions of sub-sections (1), (2) and (3), the
SECTION 66A-CHARGE OF SERVICE TAX ON
value shall be determined in such manner as may be prescribed.
SERVICES RECEIVED FROM OUTSIDE INDIA
ExplanationFor the purposes of this section,
A new Section 66A has been inserted after the existing Section
(a) consideration includes any amount that is payable for the
66, which reads
taxable services provided or to be provided;
66A. (1) Where any service specified in clause (105) of section (b) money includes any currency, cheque, promissory note,
65 is, letter of credit, draft, pay order, travellers cheque, money

Student Company Secretary 8 July 2006


ACADEMIC GUIDANCE
order, postal remittance and other similar instruments but shall serve, on the person liable to pay such amount, a notice
does not include currency that is held for its numismatic requiring him to show cause why the said amount, as specified
value; in the notice, should not be paid by him to the credit of the Central
(c) gross amount charged includes payment by cheque, credit Government.
card, deduction from account and any form of payment by (4) The Central Excise Officer shall, after considering the
issue of credit notes or debit notes and book adjustment.; representation, if any, made by the person on whom the notice
Section 67 has been substituted in order to provide for is served under sub-section (3), determine the amount due from
determination of value of taxable services. such person, not being in excess of the amount specified in the
SECTION 73RECOVERY OF SERVICE TAX NOT notice, and thereupon such person shall pay the amount so
LEVIED OR PAID OR SHORT LEVIED OR SHORT-PAID determined.
OR ERRONEOUSLY REFUNDED (5) The amount paid to the credit of the Central Government under
In Section 73: sub-section (1) or sub-section (2) or sub-section (4), shall be
adjusted against the service tax payable by the person on
(a) a new sub-section (1A) has been inserted after the existing sub-
finalisation of assessment or any other proceeding for
section (1) which reads
determination of service tax relating to the taxable service referred
(1A) Where any service tax has not been levied or paid or has to in sub-section (1).
been short-levied or short-paid or erroneously refunded, by reason of
(6) Where any surplus amount is left after the adjustment under
fraud, collusion or any wilful mis-statement or suppression of facts,
sub-section (5), such amount shall either be credited to the
or contravention of any of the provisions of this Chapter or the rules
made thereunder, with intent to evade payment of service tax, by Consumer Welfare Fund referred to in section 12C of the Central
such person or his agent, to whom a notice is served under the proviso Excise Act, 1944 or, as the case may be, refunded to the person
to sub-section (1) by the Central Excise Officer, such person or agent who has borne the incidence of such amount, in accordance
may pay service tax in full or in part as may be accepted by him, and with the provisions of section 11B of the said Act and such person
the interest payable thereon under section 75 and penalty equal to may make an application under that section in such cases within
twenty-five per cent. of the service tax specified in the notice or the six months from the date of the public notice to be issued by the
service tax so accepted by such person within thirty days of the receipt Central Excise Officer for the refund of such surplus amount.
of the notice.; SECTION 73B-INTEREST ON AMOUNT COLLECTED
(b) in sub-section (2), the following provisos have been inserted, IN EXCESS
which reads Where an amount has been collected in excess of the tax assessed
Provided that where such person has paid the service tax in full or determined and paid for any taxable service under this Chapter or
together with interest and penalty under sub-section (1A), the the rules made thereunder from the recipient of such service, the
proceedings in respect of such person and other persons to whom person who is liable to pay such amount as determined under sub-
notices are served under sub-section (1) shall be deemed to be section (4) of section 73A, shall, in addition to the amount, be liable
concluded: to pay interest at such rate not below ten per cent. and not exceeding
twenty-four per cent. per annum, as is for the time being fixed by the
Provided further that where such person has paid service tax in
Central Government, by notification in the Official Gazette, from the
part along with interest and penalty under sub-section (1A), the Central
first day of the month succeeding the month in which the amount
Excise Officer shall determine the amount of service tax or interest
ought to have been paid under this Chapter, but for the provisions
not being in excess of the amount partly due from such person.;
contained in sub-section (4) of section 73A, till the date of payment of
INSERTION OF NEW SECTIONS 73A, 73B, 73C AND such amount:
73D Provided that in such cases where the amount becomes payable
New sections 73A, 73B, 73C and 73D have been inserted in order consequent to issue of an order, instruction or direction by the Board
to provide for voluntary deposit of any excess amount collected as under section 37B of the Central Excise Act, 1944, and such amount
representing service tax with interest thereon and in case of failure, payable is voluntarily paid in full, without reserving any right to appeal
the procedure for recovery thereof. against such payment at any subsequent stage, within forty-five days
These new sections reads- from the date of issue of such order, instruction or direction, as the
case may be, no interest shall be payable and in other cases, the
SECTION 73A-SERVICE TAX COLLECTED FROM ANY interest shall be payable on the whole amount, including the amount
PERSON TO BE DEPOSITED WITH CENTRAL already paid.
GOVERNMENT Explanation 1Where the amount determined under sub-section
(1) Any person who is liable to pay service tax under the provisions (4) of section 73A is reduced by the Commissioner (Appeals), the
of this Chapter or the rules made thereunder, and has collected Appellate Tribunal or, as the case may be, the court, the interest
any amount in excess of the service tax assessed or determined payable thereon under this section shall be on such reduced amount.
and paid on any taxable service under the provisions of this Explanation 2Where the amount determined under sub-section
Chapter or the rules made thereunder from the recipient of taxable (4) of section 73A is increased by the Commissioner (Appeals), the
service in any manner as representing service tax, shall forthwith Appellate Tribunal or, as the case may be, the court, the interest
pay the amount so collected to the credit of the Central payable thereon under this section shall be on such increased amount.
Government.
SECTION 73C-PROVISIONAL ATTACHMENT TO
(2) Where any person who has collected any amount, which is not PROTECT REVENUE IN CERTAIN CASES
required to be collected, from any other person, in any manner
(1) Where, during the pendency of any proceeding under section
as representing service tax, such person shall forthwith pay the
73 or section 73A, the Central Excise Officer is of the opinion
amount so collected to the credit of the Central Government.
that for the purpose of protecting the interests of revenue, it is
(3) Where any amount is required to be paid to the credit of the necessary so to do, he may, with the previous approval of the
Central Government under sub-section (1) or sub-section (2) Commissioner of Central Excise, by order in writing, attach
and the same has not been so paid, the Central Excise Officer provisionally any property belonging to the person on whom

Student Company Secretary 9 July 2006


ACADEMIC GUIDANCE
notice is served under sub-section (1) of section 73 or sub-section with a view to provide for modes of recovery of any amount due to the
(3) of section 73A, as the case may be, in such manner as may Central Government. The new Section reads-
be prescribed. 87. Where any amount payable by a person to the credit of the
(2) Every such provisional attachment shall cease to have effect Central Government under any of the provisions of this Chapter or of
after the expiry of a period of six months from the date of the the rules made thereunder is not paid, the Central Excise Officer
order made under sub-section (1): shall proceed to recover the amount by one or more of the modes
Provided that the Chief Commissioner of Central Excise may, for mentioned below:
reasons to be recorded in writing, extend the aforesaid period by (a) the Central Excise Officer may deduct or may require any other
such further period or periods as he thinks fit, so, however, that the Central Excise Officer or any officer of customs to deduct the
total period of extension shall not in any case exceed two years. amount so payable from any money owing to such person which
may be under the control of the said Central Excise Officer or
SECTION 73D-PUBLICATION OF INFORMATION IN
any officer of customs;
RESPECT OF PERSONS IN CERTAIN CASES
(b) (i) the Central Excise Officer may, by notice in writing, require
(1) If the Central Government is of the opinion that it is necessary or any other person from whom money is due or may become
expedient in the public interest to publish the name of any person due to such person, or who holds or may subsequently hold
and any other particulars relating to any proceedings under this money for or on account of such person, to pay to the credit
Chapter in respect of such person, it may cause to be published of the Central Government either forthwith upon the money
such names and particulars in such manner as may be becoming due or being held or at or within the time specified
prescribed. in the notice, not being before the money becomes due or
(2) No publication under this section shall be made in relation to is held, so much of the money as is sufficient to pay the
any penalty imposed under this Chapter until the time for amount due from such person or the whole of the money
presenting an appeal to the Commissioner (Appeals) under when it is equal to or less than that amount;
section 85 or the Appellate Tribunal under section 86, as the (ii) every person to whom a notice is issued under this section
case may be, has expired without an appeal having been shall be bound to comply with such notice, and, in particular,
presented or the appeal, if presented, has been disposed of. where any such notice is issued to a post office, banking
ExplanationIn the case of a firm, company or other association company or an insurer, it shall not be necessary to produce
of persons, the names of the partners of the firm, directors, managing any pass book, deposit receipt, policy or any other document
agents, secretaries and treasurers or managers of the company, or for the purpose of any entry, endorsement or the like being
the members of the association, as the case may be, shall also be made before payment is made, notwithstanding any rule,
published if,in the opinion of the Central Government, circumstances practice or requirement to the contrary;
of the case justify it.; (iii) in a case where the person to whom a notice under this
SECTION 76-PENALTY FOR FAILURE TO PAY section is sent, fails to make the payment in pursuance
thereof to the Central Government, he shall be deemed to
SERVICE TAX.
be an assessee in default in respect of the amount specified
A new Section 76 has been substituted for the existing Section in the notice and all the consequences of this Chapter shall
76, which reads follow;
76. Any person, liable to pay service tax in accordance with the (c) the Central Excise Officer may, on an authorisation by the
provisions of section 68 or the rules made under this Chapter, who Commissioner of Central Excise, in accordance with the rules
fails to pay such tax, shall pay, in addition to such tax and the interest made in this behalf, distrain any movable or immovable property
on that tax amount in accordance with the provisions of section 75, a belonging to or under the control of such person, and detain the
penalty which shall not be less than two hundred rupees for every same until the amount payable is paid; and in case, any part of
day during which such failure continues or at the rate of two per cent. the said amount payable or of the cost of the distress or keeping
of such tax, per month, whichever is higher, starting with the first day of the property, remains unpaid for a period of thirty days next
after the due date till the date of actual payment of the outstanding after any such distress, may cause the said property to be sold
amount of service tax: and with the proceeds of such sale, may satisfy the amount
Provided that the total amount of the penalty payable in terms of
payable and the costs including cost of sale remaining unpaid
this section shall not exceed the service tax payable.
and shall render the surplus amount, if any, to such person;
Illustration (d) the Central Excise Officer may prepare a certificate signed by
him specifying the amount due from such person and send it to
X, an assessee, fails to pay service tax of Rs. 10 lakhs payable by the Collector of the district in which such person owns any
5th March. X pays the amount on 15th March. The default has property or resides or carries on his business and the said
continued for 10 days. The penalty payable by X is computed as Collector, on receipt of such certificate, shall proceed to recover
follows: from such person the amount specified thereunder as if it were
2% of the amount of default for 10 days = 2 x 10, 00, 000 x 10/31= an arrear of land revenue.;
Rs. 6,451.61 SECTION 94-POWER TO MAKE RULES
Penalty calculated @ Rs. 200 per day for 10 days =Rs. 2,000 Sub-section (2) to section 94 has been amended in the following
Penalty liable to be paid is Rs. 6,452.00. manner:
SECTION 83-APPLICATION OF CERTAIN (a) A new clause (aa) has been inserted after the existing clause
PROVISIONS OF ACT 1 OF 1944 (a), which reads
(aa)the determination of amount and value of taxable service
In section 83, the figures and letter 11 and 11D have been
under section 67;;
omitted.
(b) Also, new clauses (cc) and (ccc) have been inserted after existing
SECTION 87-RECOVERY OF ANY AMOUNT DUE TO clause (c), which reads-
CENTRAL GOVERNMENT (cc)the manner of provisional attachment of property under sub-
A new Section 87 has been inserted after the existing Section 86 section (1) of section 73C;

Student Company Secretary 10 July 2006


ACADEMIC GUIDANCE
(ccc) publication of name of any person and particulars relating
to any proceeding under sub-section (1) of section 73D;;
(c) A new clause (eeee) has been inserted after the existing clause
ATTENTION STUDENTS!
(eee), which reads Students writing answers to response sheets for the Test Papers
(eeee) the manner of recovery of any amount due to the Central 1/2006 to 5/2006 of the paper Direct and Indirect Taxation Law
Government under section 87; and Practice of Final course may please note that in Part A of all
test papers, they are required to write answer to Question No. 1,
SECTION 95-POWER TO REMOVE DIFFICULTIES
which is compulsory and any one Question from the rest of the two
In section 95, a new sub-section (1C) has been inserted after the Questions i.e., either Question No. 2 or Question No. 3 respectively.
existing sub-section (1B), which reads
(1C) If any difficulty arises in respect of implementing, classifying
or assessing the value of any taxable service incorporated in this
FAQs ON COMPANY LAW*
Chapter by the Finance Act, 2006, the Central Government may, by MEMBERSHIP
order published in the Official Gazette, not inconsistent with the
provisions of this Chapter, remove the difficulty: Q.1 Define the term member.
Provided that no such order shall be made after the expiry of a Ans. Under Section 2(27) of the Companies Act, 1956, the term
period of one year from the date on which the Finance Bill, 2006 member is defined in relation to a company to exclude a bearer of
receives the assent of the President.; share warrant of the company issued in pursuance of Section 114.
SECTION 96C-APPLICATION FOR ADVANCE The term member is defined more precisely in Section 41 according
RULING to which:
1. The subscribers of the memorandum shall be deemed to
In sub-section (2) to Section 96C, a new clause (f) has been have agreed to become members of the company, and on
inserted after the existing clause (e), which reads its registration, shall be entered as members in its register
(f) determination of the liability to pay service tax on a taxable of members.
service under the provisions of Chapter V.. 2. Every other person who agrees in writing to become a
IV. CENTRAL SALES TAX member of a company and whose name is entered in its
register of members shall, be a member of the company.
SECTION 14-CERTAIN GOODS TO BE OF SPECIAL 3. Every person holding equity share capital of company and
IMPORTANCE IN INTER-STATE TRADE OR whose name is entered as beneficial owner in the records
COMMERCE of the depository shall be deemed to be a member of the
In Section 14, a new clause (va) has been inserted after the existing concerned company.
clause (v), namely There are two important elements which must be present to acquire
membership of a company viz. (i) agreement to become a member
(va) liquefied petroleum gas for domestic use;.
and (ii) entry of the name of the person, in the register of members of
This amendment has been made with a view to include the liquefied the company.
petroleum gas for domestic use in the list of declared goods so as to
keep the tax rates on the same at reasonable level. Q.2 How does a person become a member of a company?
Ans. As per Section 41 of the Companies Act, 1956, a person
ATTENTION STUDENTS! may acquire the membership of a company:
Applicability of Latest Finance Act and other changes for (a) by subscribing to the Memorandum of Association (deemed
Company Secretary December 2006 Examination. agreement); or
DIRECT TAXES (b) by agreeing in writing to become a member:
(i) by making an application to the company for allotment
All the students may kindly note that for the December 2006
of shares, or
Examination session, in respect of Direct Taxes, the applicable (ii) by executing an instrument of transfer of shares as
Assessment Year shall be 2006-07 (Previous year 2005-06). transferee, or
Thus, they are advised to study Finance Act, 2005 for (iii) by consenting to the transfer of shares of a deceased
December 2006 examination. Further, as per the syllabus, students member in his name and on his being entered in the
are required to update themselves about all the Circulars, register of members of company, or
Clarifications, Notifications issued by CBDT & Central Government, (iv) by acquiescence or estoppel.
which come into effect on or before six months prior to the date of (c) by acquiring shares in the company in the depository mode
the respective Examination. and thereby getting entered as a beneficial owner in the
Gift Tax Act has been excluded from the scope of examination records of a depository (under the Depository Act, 1996).
from June 1999 session onwards unless otherwise informed. Q.3 Is there any restriction on the maximum number of
members?
INDIRECT TAXES
Ans. By virtue of Section 3(1)(iii)(b) of the Companies Act, 1956
Students appearing in the Tax Laws (Indirect Tax portion to the the maximum number of members of a private company is limited to
extent of topics covered in the syllabus) and Direct and Indirect fifty excluding the present and past employees of the company who
Taxation-Law and Practice (Indirect tax portion) paper of the continue to be members of the company. There is no restriction with
Intermediate and Final Courses respectively may please take note regard to the maximum number of members for a public company.
of the following changes applicable for December 2006
Q.4 What is the difference between a member and
Examination:
shareholder?
1. All changes made by the Finance Act, 2006.
Ans. 1. A holder of a share warrant is a shareholder but not a
2. All Circulars, Clarifications/Notifications issued by CBE&C/
Central Government which became effective six months prior * Prepared by Ritu Vij Kohli, Asst. Education Officer under the guidance of Alka
to the date of examination. Kapoor, Deputy Director, The ICSI.

Student Company Secretary 11 July 2006


ACADEMIC GUIDANCE
member as his name is struck off the register of members rectification of register of members of a company if an application is
immediately after the issue of such share warrant. made by or on behalf of the aggrieved person on any of the following
2. In the case of a company limited by guarantee having no share grounds:
capital or an unlimited company having no share capital, there (a) where the name of a person is without sufficient cause, entered
will only be members but not shareholders. in the register of members of a company;
3. A person who subscribes to the memorandum of association (b) where his name, having being entered in the register, without
immediately becomes a member, even though no shares are sufficient cause, omitted therefrom; or
allotted to him. Till shares are allotted to the subscriber, he is a
member but not the shareholder of the company. (c) where default is made, or unnecessary delay takes place, in
entering in the register of members the fact of any person having
4. The transferor or the deceased person is member so long as his become or ceased to be a member of the Company.
name is on the register of members whereas he cannot be termed
as a shareholder. Q.10 Are Joint holders of shares in a public company treated
5. Similarly, a shareholder by transfer is not a member until his as a single member?
name is entered in the companys register of members. Ans. No. Each of the joint holders of shares is a member of the
Q.5 Can a company become a member of another company? company. When more than one person apply for shares in a company
and shares are allotted to them, each one of such applicant becomes
Ans. A company being a legal person and competent to contract
a member. [Narandas v. India Mfg. Co. AIR 1953 Bom 433]. But
can become a member of any other company after fulfilling the
joint holders are counted as one member for the purpose of
requirements of sections 41 and 372 A of the Companies Act, 1956.
However, it must be authorized by its Memorandum of Association to determining the maximum number of members i.e. fifty in a private
invest in the shares of other companies. A subsidiary company cannot company and for determining the members required for making
become a member of its holding company. Also, a company cannot applications under Sections 397 and 398 of the Companies Act, 1956.
become a member of itself. Notices and other documents will be deemed to be properly served if
the service is effected on the first named joint-holder. Unless
Q.6 Can a minor become a member of a company?
instructions in writing have been received to the contrary, the company,
Ans. A person who is not a sui juris (i.e. not independent in terms can pay dividend to the first named shareholder provide, all joint
of age) e.g., a minor, is wholly incompetent to enter into a contract shareholder are entitled to attend general meetings and take part in
and as such cannot become a member of a company. Consequently, the proceedings and debate. However, only one of the joint
an agreement by a minor to take shares is void ab-initio. shareholders whose name appears first in the joint holding can vote
MCA has vide its circular dated 2.11.63 has clarified that whereas to the exclusion of others. In his absence, the member whose name
due to the provisions of section 10 of the Indian Contract Act, a minor appear next would get this right.
is not competent to enter into any contract for the purchase of shares,
Q.11 P, a shareholder of X Ltd., wrote to the company for
there is no bar to a minor purchasing fully paid-up shares, provided
the name of the guardian and not that of the minor is entered in the supply of copies of 100 folios of Register of Member. The
Register of members. [Circular No.8/18(41)/63-PR, dated 2.11.1963 company insisted that before asking copies of the folios,
to all Regional Directors and Registrars of Companies]. P ought to have taken inspection and specified the
Q.7 P is the father of Q, a minor. P as the guardian of Q applied particulars of the folios. Without such inspection, copies
to a company for the issue of shares in the name of Q. of folios cannot be made available. Advise P.
The company issued shares and registered them in the Ans. In terms of Section 163(2) of the Companies Act, 1956,
name of Q. Has Q acquired the membership of the except when the register of members is closed under the provisions
company? of the Act, the said register shall be open for inspection during the
Ans. No, Q has not acquired the membership of the company. business hours of the company, (subject to such reasonable
Since a minor cannot contract, he cannot become a member of the restrictions as the company may impose so that not less than two
company. hours in each day are allowed for inspection) to the inspection of any
member without fee. Sub-section (3)(b) of the said section provides
In Palaniappa v. Official Liquidator, Pasupati Bank Ltd., A.I.R. 1942
Mad. 470, an application was made by a father as guardian of his that any such member may require a copy of any such register or any
minor daughter describing her as minor. The company went into part thereof on payment of requisite fees. The words such member
liquidation. It was held that the transaction was void on the face of it referred to in sub-section (3) indicate that inspection of register by
and the father of the minor who had signed the application could not member is necessary before he can demand a copy thereof. [HB
be deemed to have contracted for the shares and could not be placed Stockholdings Limited V. Jaiprakash Industries Ltd. (2003) 116 Comp.
on the list of contributories. Cas 29 (CLB), 52 CLA 263 (CLB)].
Q.8 Is it mandatory for a Director to acquire shares and be a Therefore, in the present case, P is advised to inspect the register.
member of the company? Thereafter he may, on payment of requisite fee, apply to the company
for supply of copies of 100 folios of Register of members.
Ans. The Companies Act, 1956 does not contain any provision
making it compulsory for Director to acquire shares and be a member Q.12 X, who is not a member of the company, wants to inspect
of the company. However, where the articles of a company provide the register of directors. Can the company refuse
for minimum share qualification of directors, then in accordance with inspection? On refusal, has X any remedy?
Section 270 of the Act, each director must obtain his qualification Ans. In terms of Section 304 of the Companies Act, 1956, the
shares within two months after his appointment as director.
register of directors shall be open to the inspection to any member of
Q.9 Under what circumstances can a member of a company the company without charge and to any other person on payment of
seek rectification in the register of members of the rupee one for each inspection during business hours subject to such
company of which he is a member? reasonable restrictions as the company may by its articles or in general
Ans. Section 111 A(7) read with Section 111 (4) of the Companies meeting impose, so that not less than two hours in each day are
Act, 1956 confers powers on the Company Law Board to order allowed for inspection. In the event of refusal, the company and every

Student Company Secretary 12 July 2006


ACADEMIC GUIDANCE
officer of the company, who is in default, shall be punishable with fine COMPANY LA
COMPANY W UPDA
LAW TES
UPDATES
which may extend to five hundred rupees. Also, the Company Law
Board may, by order, compel an immediate inspection of the register. 1. EXTENSION OF DATE FOR FILING e-FORMS
Thus in the given case, a company cannot refuse the inspection of The Ministry of Company Affairs had notified the forms compatible
register of directors by X. On refusal, X may apply to the Company with e-filling and made them operational w.e.f. 28th February 2006.
Law Board and the Company Law Board may by order compel an As the e-filling could be done only with the use of digital signatures,
immediate inspection of the register. and keeping in view that some time would be required for authorized
representatives/professional to obtain digital signatures, the Ministry
Q.13 The name of X is found entered in the Register of of Company Affairs had decided to accept filling of these forms filed
members of a company. But X contends that he is not a in physical manner and signed physically till 30th June 2006.
member of the company. The company maintains that X In order to avoid inconvenience to the stakeholders, as a special
had orally agreed to become a member and hence his measure, the Ministry of Company Affairs has decided to
name was entered in the Register and so he is a member. extended the time limit for acceptance of filings in physical
Is the contention of X valid? manner, signed physically, beyond june 30, 2006, indicated
earlier, by one more month i.e. up to 31st July 2006.
Ans. The contention of X is valid and he cannot be regarded as a
member of the company. According to Section 41(2) of the Companies 2. CASE LAWS*
Act, 1956, a person who agrees in writing to become a member and (IN THE BOMBAY HIGH COURT)
whose name is entered in the Register of members shall be a member Tony Francis Guineess
of the company. The two conditions contained in section 41(2) are
v
cumulative and have to be satisfied. Accordingly, X is not a member
Indekka Software P. Ltd. and Others*
of the company as he has orally agreed to become a member and
FACTS : Article 50 of Articles of Association prescribed that the board
had not agreed in writing.
would take decisions by a simple majority with a proviso that certain
Q.14 Board of Directors of a company propose to alter its decisions could be taken only if both the plaintiff and the defendant or
articles by inserting a new clause to provide for expulsion their nominees had voted in favour of those decisions. The said article
of members by the management. Can they do so? also provided that increase of the share capital of the company
including the issuance of further shares would require consent both
Ans. Department of Company Affairs (now a Ministry) vide its of the plaintiff as well as of the defendant expressed in the form of
Circular No. 32/75 dated 1.11.1975 stated that an amendment of the positive votes on the resolution.
articles of association which confers on the Board of Directors, the The company passed resolution for issuance of further share
power to expel a member, is opposed to the fundamental principles capital without obtaining consent of Plaintiff. Neither Plaintiff nor his
of company jurisprudence and is ultra vires the company. Hence, nominee director had voted in favour of resolution. Therefore it was
such alteration in articles is ultra vires. submitted that further issuance of share capital was contrary to the
But, the Andhra Pradesh Court in the year 2001 upheld not only Articles of Association.
the power of expulsion but also the compulsory transfer of expelled In the alternative the plaintiff submitted assuming that a resolution
members shares against his wishes under signature of directors for further issue of capital has been validly passed, that the resolution
provided there was a provision to that effect in the companys articles. has not been followed and shares were issued contrary to the
[Gothami Solvent Oils Ltd. v. Mallina Bharathi, (2001) 105 Com Cases conditions of resolution. The resolution passed by the company
resolved that every equity holder would be offered two new equity
710 at 721]. However, the power of expulsion should be exercised in
shares for every one equity share held by him on the date of offer.
the interest of the company as a whole and not in the interest of a According to Plaintiff he being a shareholder was entitled to be offered
shareholder or a group of shareholders. new shares but the new shares were not offered to him.
Q.15 How does a person cease to be a member of a company? The company contended that the plaintiff resides outside India.
Ans. A member ceases to be a member of a company when his The letter containing alleged offer of shares to the plaintiff was not
name is removed from its register of members, which may occur in sent by registered post or even under a certificate of posting. Counsel
for defendant stated that the letter was sent by ordinary post. Counsel
any of the following situations:
for plaintiff pointed out that all previous correspondence was sent by
(a) he transfers his shares to another person, the transfer is electronic mail as well as by courier.
registered by the company and his name is removed from the Such an important communication as an offer of additional shares
Register of members; has not been sent by either electronic mail or by courier or by registered
(b) his shares are forfeited; post or even under certificate of posting. This prima facie raised serious
doubt about the communication.
(c) his shares are sold by the company to enforce a lien;
DECISION : It was held that the defendants have not proved that the
(d) he dies; (his estate, however, remains liable for calls); offer was sent to the plaintiff. There is prima facie breach of articles
(e) he is adjudged insolvent and the Official Assignee disclaims his of association. Accordingly the defendants are restrained by an
shares; injunction from, in any manner utilizing, using or exercising any rights
in respect of or under the new shares till the disposal of this motion.
(f) his redeemable preference shares are redeemed;
*Source (2006) 131 Comp Cas 846 (Bom)
(g) he rescinds the contract of membership on the ground of fraud
or misrepresentation or a genuine mistake; BEFORE THE COMPANY LAW BOARD, EASTERN
REGION BENCH
(h) his shares are purchased either by another member or by the
company itself under an order of the Court under Section 402 of Goutam Mukherjee
the Companies Act, 1956; v
(i) the member is a company which is being wound up in India, and D N Choudhury Cotton Mills Ltd.*
the liquidator disclaims the shares; or FACTS : Three petitioners lodged 15, 20 and 25 equity shares
(j) the company is wound up. * Prepared by Shikha Talreja, Asst. Education Officer, The ICSI.

Student Company Secretary 13 July 2006


ACADEMIC GUIDANCE
respectively with the company for registration of transfer in their
respective names. Initially company refused the registration on the NOTIFICATION
ground that the signatures of transferor did not tally with the specimen ICSI NO. 3 OF JULY, 2006
signature available with the company. Thereafter getting the signatures
of the transferor certified by the bank, the transfer instruments were In accordance with the Merit-cum-Means Assitance (Company
lodged afresh with the company. The company again refused the Secretaryship Course) Scheme, 1983, as in force, the following
registration of transfer. In view of this the petitioners filed petition students have been selected for the award of Merit-cum-Means
seeking for direction to the company to register the transfer of the Assistance for Intermediate and Final Courses on the basis of
impugned shares in their names. their results of Foundation and Intermediate Examinations,
December, 2005 and fulfilling the eligibility criteria:
The company took a stand that the petitions have been filed with
an oblique motive at the behest of the transferor who has been trying Sl.No. Name of the Student Student Regn. No.
to interfere in the management of the company for a very long time.
The transferor has transferred the shares to the petitioners only with FOR INTERMEDIATE EXAMINATION
a view to cause mischief in the affairs of company. Therefore the
Board of Directors at its meeting decided to reject the application for 1. Binita Gosalia Sharad (Ms.) WR0429538/03/2006
transfer on the ground that the motive of transfer of shares in favour 2. Shambhavi S Arjunwadkar (Ms.) WR0429181/02/2006
of the petitioners was to clothe them with share qualification to become
a director and in order to create mischief in the affairs of the company. 3. Sumeet Rameshwar Sabu WR0429240/02/2006
On behalf of petitioners, it was submitted that the shares impugned 4. Shilpa Agarwal (Ms.) ER0229424/02/2006
in these petitions being 65 in number, constitute a very negligible
percentage of the total equity shares of 1.24 lakh. The petitioners are 5. Krishna Kumar S SR0347679/02/2006
bona fide purchasers for valuable consideration. The alleged board 6. Nitika Gupta (Ms.) WR0427581/02/2006
resolution with the latest affidavit of the company can not be taken
into consideration at all as at the time of rejection of the transfer, the 7. Neha Pankaj Agrawal (Ms.) WR0425238/02/2006
company did not communicate the contents of the Board resolution. 8. N Sivaram SR0347658/02/2006
On behalf of company, it was submitted that it would not be in the
interest of the company to register the transfer of the impugned shares FOR FINAL EXAMINATION
in favour of the petitioners. Accordingly the advocate appearing on 1. Ratneshwar Jha NR0437335/02/2005
behalf of company sought dismissal of the petition.
File No.207:Exams:D-2005 BY ORDER OF THE COUNCIL
DECISION : The main ground taken by the company is that the
petitioners are closely associated with transferor who has been New Delhi - 110 003 (N K JAIN)
interfering with the affairs of the company and the motive of induction Dated the 4th July, 2006 SECRETARY & CEO
is to get on to the Board and create mischief. The company is a
public company having 5412 shareholders with over 1.24 lakh equity
TRAINING DIARY
shares. When there are 5412 shareholders, the present petitioners Every student sponsored for 15 months' training either in a
constituting only three in number with less than 0.005 per cent cannot company or under a company secretary in practice, is
either interfere with the affairs of the company or cause any mischief essentially required to maintain a Training Diary brought out
as apprehended by the company. by the Institute.
It is a settled law that even when the articles clothe the Board of The trainees are required to record all activities/jobs undertaken
directors with unrestricted or absolute powers in the matter of on daily basis in the Training Diary during the entire period of
registration of transfers, the same should be exercised bona fide and training. The Training Diary can be purchased from the
in the interest of the company and the registration cannot be refused Headquarters and the Regional Offices located at EIRC, NIRC,
on wrong principles. SIRC, WIRC and also at the Chapter Offices at Ahmedabad,
In the present case, other than the allegation that the three Bangalore, Chandigarh, Jaipur, Hyderabad and Pune. The cost
petitioners are associated with the transferor, there is no other of a Training Diary is Rs. 100/-. The Training Diary is being sent
justifiable ground, which has been adduced for rejection to register to students by Un-registered and Registered post only at the
the transfer of impugned shares. Thus it is apparent that the stand following rates.
taken by the company is definitely on wrong and unsustainable 1. Unregistered Parcel = Rs. 40/- per diary
grounds. Therefore the company should register the impugned shares 2. Registered Parcel = Rs. 55/- per diary
in favour of the petitioners. Students are advised to maintain the Diary as per the Training
*(2006) 72 CLA 377(CLB) Guidelines and submit the same to the Training Department
along with the Training Completion Certificate.
UNIFORMITY IN SIGNATURES Attention Students!
It has been observed that some of the enrollment applications/
letters received from the students are either unsigned or bear REVISION OF EXAMINATION FEE FROM DECEMBER, 2006
different signatures from time to time. The Examination Fee stands revised from December,
All the students are, therefore, advised to maintain uniformity 2006 session of examination as under :
in their signatures on all the correspondence with the Institute 1. Foundation Exam : Rs. 875 (Lumpsum)
including students identity card, enrolment application and
attendance sheet provided in the examination hall at the time of 2. Intermediate Exam : Rs. 900 (Per Group)
writing the examination. 3. Final Exam : Rs. 750 (Per Group)

Student Company Secretary 14 July 2006


LEGAL WORLD
Reason: A reading of Regulation 10 makes it abundantly clear that
LEGAL WORLD no acquirer shall acquire 15% or more shares or voting rights in a
company unless he makes a public announcement to acquire shares
Compiled by T.K.A. Padmanabhan, FCS, Advocate, New Delhi. of such company in accordance with the Regulations. The word
CORPORATE LAWS unless on which great stress was laid, in our opinion, only mandates
that as and when the Regulations get triggered or become applicable,
LW(S) 40.07.2006 the acquirer has to make a public announcement to acquire shares
HILLCREST REALTY SDN.BHD v. HOTEL QUEEN ROAD (P) LTD of the target company in accordance with the Regulations. It does
[(2006) 72 CLA 245(CLB)] S.Balasubramanian, Chairman. not mean that public offer has to be made before the acquisition. The
[Decided on 31.1.2006] Regulations only impose an obligation on the acquirer to make a
public announcement if he/it acquires the requisite percentage of
Companies Act, 1956- Sections 3(1)(iii) and 3(1) (iv) (c)- Private shares. The word unless may have different connotations and having
company subsidiary of a public company- Whether it looses its regard to the context in which it is used in Regulation 10, we are
basic characteristics of a private company- Held, No. clearly of the view that it makes the acquisition conditional upon a
Brief Facts : The facts are immaterial as the petition was filed under public announcement being made and it does not mean that the public
section 397/398 of the Act alleging oppression and mismanagement. announcement has to be made before the acquisition.
However, a crucial issue whether a private company when it becomes
a subsidiary of a public company looses its basic characteristics of GENERAL LAWS
private company was decided, inter alia, in the case.
LW(S) 42.07.2006
Decision and Reason : The basic characteristics of a private
company in terms of section 3 (1)(iii) of the Act do not get altered just TRIVENI OILFIELD SERVICE LTD v. ONGC [128 (2006) DLT 541]
because it is a subsidiary of a public company in view of the fiction in Badar Durrez Ahmed, J. [Decided on 13.1.2006]
terms of section 3(1)(iv)(c) of the Act that it is a public company. May Arbitration Act, 1940-Section 20-Reference to arbitrator-Petitioner
be it is a public company in relation to other provisions of the Act but submitting bid at Dehradun-Respondent communicating
not with reference to its basic characteristics. In terms of that section, acceptance to petitioner by telex at New Delhi-Disputes arose-
a company is a private company when its articles restrict the right of Petitioner moving Delhi High Court for making reference to
transfer of shares, restrict its membership to 50 (other than employee arbitrator-Whether Delhi Court has territorial jurisdiction - Held,
shareholders) and prohibits invitation to public to subscribe to its Yes.
shares. Therefore, all the provisions in the articles to maintain the Brief Facts : The Respondent invited bids for Charter-Hire of land
basic characteristics of a private company in terms of section 3(1) rigs for offshore oil exploration in different part of India for various
(iii) will continue to govern the affairs of the company even though it quantities and types of rigs. The invitation to bid was issued from
is a subsidiary of a public company. One of the basic characteristics Dehradun. The petitioner submitted its bid at Dehradun. The
of a private company in terms of that section is restriction on the right respondent opened the bids at Dehradun. The acceptance of the
to transfer and the same will apply even if a private company is a petitioners bid was communicated to it by the respondent in the form
subsidiary of a public company. of telex message addressed to petitioner at New Delhi. Later disputes
LW(S) 41.07.2006 arose and the petitioner filed application before the Delhi High Court
HARDY OIL [P] LTD v. SEBI [(2006) 68 SCL 287 (SAT)] for the appointment of arbitrator. The respondent contested that the
Justice N.K.Sodhi & R.N.Bhardwaj. [Decided on 8.3.2006] Delhi High Court had no territorial jurisdiction.
SEBI (Substantial Acquisitions and Takeover) Regulations, 1997- Decision : Delhi Court has territorial jurisdiction.
Regulation 10- Acquisition of shares more than 15%- Acquirer Reason : After reading the various clauses conjunctively and with
indirectly acquired 26% shares of the target company by particular reference to the said Clause 27 of the Guidelines to Bidders,
acquiring the shareholder company- Public announcement made it is clear that the contract is deemed to be concluded when the
after the completion of acquisition- Whether violates Regulation acceptance by the purchaser is communicated by telex /telegram to
10 of the Takeover Code- Held, No. the offerer. The said Clause 27 also makes it clear that the contract
means and includes the invitation to tender, instructions to tenderers,
Brief Facts : An Indian listed company Hindustan Oil Exploration Co
tender, acceptance of tender, contract particulars and the general
Ltd was the target company. A Mauritius based company Unocal
and special conditions specified in the acceptance of the tender. Upon
Bharat Ltd [UBL] held 26.01% of the share capital of the target
a reading of these clauses, it becomes immediately clear that the
company. UBL is a wholly owned subsidiary of Unocal International moment the acceptance is communicated by telex/telegram to the
Corporation [UIC] a California based company. Burren Energy India offerer, then the contract comes into being and all the conditions
Ltd [Burren] is an England based company incorporated for the contained in the various documents as referred to in the invitation to
purposes to acquire the entire shares of UBL. Burren had entered bid are applicable. One of the clauses contained in these documents
into a Share Purchase Agreement with UIC, in England, for acquiring is the arbitration Clause 33.Accordingly the preliminary issue with
the entire shares of UBL on 14.2.2005. By virtue of this, UBL had regard to territorial jurisdiction is decided in favour of the petitioner by
become a subsidiary of Burren and consequently the target companys holding that this Court does have territorial jurisdiction to entertain
26.01 % shares were indirectly acquired by Burren. After this the present petition.
acquisition, Buren made a public offer on 15.2.2005 to acquire further
20% shares of the target company. However, the response was poor TAX LAWS
as only 1800 shares were offered by the shareholders, and thus the
public offer failed. The appellant holding 8.5% shares in the target LW(S) 43.07.2006
company made complaints to SEBI that Burren had indirectly acquired SUNRISE ASSOCIATES v. GOVERNMENT OF NCT OF DELHI &
26.01% shares of the target company without making any public offer ORS [(2006) 6 RC 488] Ruma Pal, B.N.Srikrishna, S.H.Kapadia,
and thus violated Regulation 10 of the SEBI Takeover Regulations. Tarun Chatterjee & P.P.Naolekar JJ. [Decided on 28.04.2006]
SEBI found that Burren had not committed any such violation. The Sales tax laws- Sale of lottery ticket- Whether goods attracting
appellant appealed to the Tribunal. sales tax liability- Held, No.
Decision : Appeal dismissed. Brief Facts : Facts are immaterial for this case. The question involved

Student Company Secretary 15 July 2006


LEGAL WORLD
in this case was whether a lottery ticket was goods within the meaning holding that in view of section 49(1)(iii) (e) capital gain should be
of sales tax laws so as to attract sales tax. The two-decade-old computed by taking the cost in the hands of the previous owner,
judgment of the Supreme Court made in the case of H. Anraj v. i.e. KPPL?
Government of Tamil Nadu, (1986) 61 STC 165 (SC) holding that (2) Whether, the Appellate Tribunal is right in law and on facts in
lottery ticket was goods liable to sales tax was overruled. holding that inspite of section 46(2) capital gains chargeable to
Decision : Appeal allowed. tax had not arisen in this case in view of fact that benefit of
Reason: A lottery ticket being, in essence, a chance for a prize, the section 47(v) would be available to the assessee?
sale of a lottery ticket can only be a sale of that chance. There is no Decision : First question answered in favour of the assessee and
other element. Every right can be sub divided into lesser rights. When the second question answered in favour of the Revenue.
these lesser rights culminate in a legally recognizable right, it is the Reason : In effect there are two transactions in the instant case, the
latter which defines the right. The right to participate in the draw is a first transaction between KPPL and A and KPPL and the assessee
part of the composite right of the chance to win and it does not feature on the one hand, and second between A and the assessee. Section
separately in the definition of the word lottery. It is an implicit part of 46(2) had been invoked and applied at the stage of the second
the rifht to win: it is not a different right. The seperation is specious transaction between the assessee and A i.e. when A went into
since neither of the rights can stand without the other. There is no voluntary liquidation and distributed assets in favour of the assessee.
value in the mere right to participate in the draw and the purchaser Section 46 is a complete code by itself for the purposes of transfer
does not pay for the right to participate. The consideration is paid for and working out the full value of consideration. Instant case is not a
the chance to win. There is no distinction between the two rights. case where the subsidiary company had as such, transferred any
The right to participate being an inseparable part of the chance to win capital assets to the holding company. Even if one could regard the
is, therefore, part of an actionable claim. The only object of the right transaction as amounting to transfer of assets, by virtue of section
to participate would be to win the prize. The transfer of the right 46(1), the same is not to be regarded as a transfer by the company
would thus be of a beneficial interest in movable property not in for the purposes of section 45. Instant case is a case where the holding
possession. By this reasoning also a right to participate in a lottery is company, by virtue of being a shareholder, had received assets from
an actionable claim. the subsidiary company on the liquidation of the subsidiary company
On Purchasing a lottery ticket, the purchaser would have a claim and thus become liable to tax under the head Capital Gains in respect
to a conditional interest in the prize money, which is not in the of the value of assets received on the date of distribution. Such value
purchasers possession. The right would fall squarely within the of assets had to be deemed to be the full value of the consideration.
definition of an actionable claim and would, therefore, be excluded That is the legislative mandate. Once section 46(2) comes into play,
from the definition of: goods unde4r the Sale of goods within the there is no question of invoking provisions of section 45, and the
meaning of Sales Tax Acts of the different States. At the highest deeming fiction under section 47 operates only in relation to transfers
there is the transfer of an actionable claim that the State slaes tax amenable to provisions of section 45.this is abundantly clear from
laws have uniformly excluded from the definition of sale of goods. the opening portion of section 47.
LW(S) 44.07.2006 Further, section 49 stipulates cost of acquisition with reference to
the specified modes of acquisition. In the instant case, admittedly,
COMMISSIONER OF INCOME TAX v. BRAHMI INVESTMENT (P)
the mode of acquisition so far as the assessee is concerned, is under
LTD. [(2006) 153 TAXMAN 471 (GUJ)] D.A.Mehta & Ms.H.N.Devani,
section 47(iv), i.e. the transfer of capital asset by holding company to
JJ. [Decided on 7/10 -02-2006]
its subsidiary company when KPPL transferred shares of A to
Income tax Act, 1961- Sections 45,46,47 and 49- Capital gains assessee, there being no dispute as to fulfillment of the other
and working out cost of acquisition- Distribution of assets by conditions of the provisions. Thus, once by virtue of a legal fiction the
liquidated subsidiary to its holding company- Scheme of the Act transfer in question had not been regarded as transfer for the purposes
explained and reiterated. of section 45, viz., the holding company had not been subjected to
Brief Facts : The assessee company was the wholly owned subsidiary capital gains tax under section 45. Therefore, when the subsidiary
of KPPL which, had acquired all 1,11,00,000. equity shares of a company disposes of the asset, the cost of acquisition in hands of
companyA at a cost of Rs.1, 11,00,000. As a consequences A had subsidiary company cannot be any other cost but the cost in hands
become the wholly owned subsidiary of KPPL. Later on, all the shares of the previous owner i.e. the holding company in the instant case.
of A were transferred to the assessee by KPPL for Rs.55, 36,680 Section 47 and 49 go together and have to be read as part of one
and A became the wholly owned subsidiary of the assessee company. scheme, the legislative intent being that when the first transaction is
Subsequently A went into voluntary liquidation and distributed certain not brought to charge, the assessee having benefited once should
assets valued at Rs.93, 24,000 to the assessee company. The not benefit once again by claiming a higher cost at the time of
assessee claimed that nothing was liable to be taxed by virtue of subsequent transaction. that would be so in the normal course of
provisions of section 47(v), and in the alternative claimed that for the events. However, merely because in the instant case, incidentally,
purpose of computing the taxable capital gains the cost of previous the cost at the second stage was of a figure less than the cost to
owner, i.e. KPPL in terms of section 49(1)(iii)(e) should be considered. previous owner, that by itself could not be the criterion for giving a go-
The Assessing Officer, however, invoked section 46(2) for bringing to by to the legislative intent and scheme of the Act.
tax the surplus under the head capital gains after deducting the
amount of Rs.55, 36,680 paid by the assessee for acquisition of
shares. On appeal, the Commissioner (Appeals) observed that capital ATTENTION STUDENTS!
gains liable to be taxed in hands of the assessee was nil, as the cost
of acquisition of shares by KPPL, exceeded the value of the assets
Fee Concession to Physically Handicapped
received by the assessee at the time of distribution on liquidation of The Council of the Institute has decided to grant 50%
A and accepted the alternative contention based on section concession in payment of Registration/Examination Fees by the
49(1)(iii)(e) and rejected the plea of invoking and applying section candidates belonging to Physically Challenged (including
47(v). On cross appeals, the Tribunal dismissed the appeal of the blindness) category with effect from 1st July 2006. For availing
Revenue. The mater went up to High Court on reference. the aforesaid benefit, such applicants/students will be required
Issues : Two questions were framed: to submit a certificate issued by the Medical Supdt. of a State/
Central Government Hospital to this effect.
(1) Whether the Appellate Tribunal is right in law and on facts in

Student Company Secretary 16 July 2006


STUDENTS SERVICES
5. COMPANY SECRETARIES EXAMINATION
STUDENTS SERVICES DECEMBER, 2006.
I. Examination Fee (Revised From December, 2006 Session)
REGISTRATION AND POSTAL TUITION
Foundation : Rs.875 (Lumpsum)
1. CANCELLATION OF REGISTRATION
Intermediate : Rs.900 (Per group)
Registration of students registered upto and including August,
2001 stands terminated on expiry of five-year period on 31st July, Final : Rs.750 (Per group)
2006 leading to the following immediate consequences : Students seeking paperwise exemption for the first time (on
(a) Supply of Student Company Secretary bulletin will be qualification basis) are required to remit the exemption fee @ Rs.100
discontinued from August, 2006 onwards. per subject in addition to the examination fee on or before the last
date.
(b) Response sheets will not be accepted even if submitted and
coaching completion certificates will not be issued (after the II. Eligibility for appearing in the Intermediate Examination :
expiry of registration period) In terms of regulation 33 of the Company Secretaries Regulations,
(c) They are not eligible to appear in the examination to be held in 1982, students registered upto and including February, 2006 are
December, 2006. eligible to appear in both groups of the Intermediate examination to
be held in December, 2006 subject to completion of coaching and
They are advised to apply for registration de novo/extension of fulfilment of other conditions laid down in the regulations. However,
registration as per the guidelines published in this bulletin. candidates registered as students upto and including the month May,
(Students whose registration is valid upto August, 2006 are 2006 are eligible for appearing in any one group in December, 2006
however, eligible to appear in December, 2006 examination session (i.e. either in Group-I or Group-II) subject to fulfilment of other
without seeking extension of registration/ registration de-novo conditions as laid down in the regulations.
subject to fulfilling other requirements laid down in the
III. Eligibility for appearing in the Final Examination :
regulations.)
In terms of regulation 43 of the Company Secretaries Regulations,
2. CHANGE OF ADDRESS 1982, students who have passed/completed both groups of the
Change of address, if any, should be intimated to the Institute by Intermediate examination upto and including December, 2005 are
sending a separate letter in this regard. While intimating the change eligible to appear in all the three groups or in combination thereof in
in their mailing address, the students are advised to invariably quote any two groups of the Final examination to be held in December,
the PIN CODE number alongwith the student registration number, 2006 under New Syllabus, subject to completion of coaching and
name and full postal address with city, state in capital letters. fulfilling other conditions as laid down in the regulations.
PIN CODE is required to be mentioned for quick delivery of IV. Last date for receipt of enrolment applications
the mail. Students may, therefore, check up the computerised The last date for receipt of applications for enrolment to the
mailing address as printed on the Student Company Secretary December, 2006 examination, complete in all respects, together with
bulletin. In case, it does not carry or carry the wrong PIN CODE the requisite examination fee in the Institute, is 25th September, 2006.
number, the same may be intimated immediately quoting student However, enrolment applications accompanied with late fee of Rs.
registration number and full postal address with Postal Index 100/-, if received, in the Institute after the closing date, but on or
Number so that it could be incorporated in the computerised before 10th October, 2006 will be entertained.
mailing list.
Students who could not be enrolled in the earlier examination owing
3. STUDENTS IDENTITY CARD to late receipt of enrolment application, cancellation of registration
etc. and whose examination fee was kept at credit, are advised to
All the students appearing in the examination must hold Identity send fresh enrolment applications requesting therein for the
Card in the manner prescribed by the Institute, if not already obtained adjustment of amount at their credit together with the balance of
at the time of seeking registration. For obtaining the Identity Card, examination fee, if any. Formal application along with the original
students are advised to obtain a proforma from the Headquarters/ letter issued by the institute showing credit amount, must reach the
Regional Offices of the Institute and send it again to the Institute duly Institute on or before the closing date as otherwise such students
filled up and attested as per instructions given in the prospectus/ shall not be enrolled for appearing in December, 2006 examination.
registration letter.
No other remittance/letter/query should be clubbed with the
Students who have so far not obtained Identity Cards are advised enrolment application/examination fee.
to write to the Institute immediately. The students should carry their
Identity Cards without fail for appearing in the Institutes examination. 6. Clarification regarding Paperwise Exemption
If the Identity Card already issued has been lost or mutilated, student (a) The paperwise exemption is granted only on the basis of specific
should send a request for obtaining duplicate Identity Card together request received in writing from a registered student along with
with the mutilated Identity Card/Identity Card proforma duly filled in the attested photocopies of marks sheets for all parts of the
and attested together with Rs. 50/- towards duplicate Identity Card Degree/examination (on the basis of which the paperwise
fee. exemption is sought) and the exemption fee @ Rs. 100/- per
4. COMPULSORY ENROLMENT FOR FINAL COURSE paper. It is one time payment and not to be remitted for availing
of paper wise exemption in every session of examination during
Students who have passed/completed both groups of Intermediate the validity of registration period.
examination are advised to seek compulsory enrolment for undergoing
(b) The application for claiming paperwise exemption must reach
coaching for the Final course on payment of Rs.4200/- towards postal
the Institute on or before the last date for submission of enrolment
tuition fee.
application i.e. 25th March and 25th September for June and
Please note that a student is admitted to the final examination December examinations respectively and with a late fee of Rs.
only after a minimum period of nine calendar months has elapsed 100/-, the application can be accepted upto 9th April and 10th
since his/her passing the Intermediate examination and subject to October respectively.
completion of coaching and fulfillment of other requirements. (c) The paperwise exemption once granted holds good during the

Student Company Secretary 17 July 2006


STUDENTS SERVICES
validity of registration period or passing/completing the failed, will not be allowed to appear in December, 2006
examination, whichever is earlier. examination, unless they are issued with the regular coaching
(d) The paperwise exemption is cancelled only on receipt of a specific completion certificate(s) for the group(s) for which limited
request in writing from the student concerned on or before the permission letter was issued.
last date for submission of the enrolment application. If any Students who secure 35% or more marks in aggregate and
candidate appears in the exempted paper(s) of examination 30% marks in individual paper in a group in June, 2006
without receiving the written confirmation from the Institute, but examination, are advised to submit photocopy of the marks sheet
by making personal representation, appeal, request, etc., at the for the issue of Coaching Completion Certificate, if eligible.
Examination Centre at the last moment, his/her appearance in 8. SUBMIS SION OF RESPONSE SHEETS FOR
such paper(s) shall automatically be treated as cancelled.
DECEMBER
DECEMBER,, 2006 EXAMINATION
EXAMINATION
TION.
(e) It may be noted that candidates who apply for grant of paper
wise exemption or seek cancellation of paper wise exemption The last date for receipt of response sheets, including
already granted, before the last date of submission of enrolment resubmission, if any, from the students who wish to be enrolled for
applications for a particular examination, must see and ensure the December, 2006 examination is 31.08.2006. Students are advised
that they receive written confirmation from the Institute at least to send the response sheets to the Institute in a regular flow without
15-20 days prior to the commencement of the examination. waiting for the last date. The last date mentioned above is just an
Candidates who would presume automatic grant or cancellation indicator for students who suitably plan their submission. This will
of paper wise exemption without obtaining written confirmation not only give the Institute reasonable time to get the response sheets
on time and absent themselves in any paper(s) of examination evaluated in time but also an opportunity to the students to resubmit
and/or appear in the exempted paper(s) would do so at their the response sheets in which they have failed to obtain a minimum of
own risk and responsibility and the matter will be dealt with as forty per cent marks. Students are advised to get acknowledgement
per the above guidelines. from the Institute for the response sheets sent by attaching a self
addressed stamped post card. It may be noted that credit is given for
(f) Exemption once cancelled on request in writing shall not be
the response sheets received in the Institute on or before the stipulated
granted again under any circumstances.
due date, as above. Name of student, registration number, subject,
(g) The candidates who have passed either group of the test paper number, number of sheets used and postal address with
Intermediate/Final examination under the old syllabus, may claim PIN code number should be written on the title sheets attached with
the paperwise exemption in the corresponding subject(s) of new each response sheet. The above information may also be indicated
syllabus indicating the basis of exemption as APO in the on the first , middle and last pages of each response sheet besides
appropriate column of the enrolment application. mentioning the Registration Number on each page on the right hand
(h) In case the paperwise exemption has already been granted on corner on top. It will facilitate early evaluation and return of the
the basis of qualification or the candidates is eligible for grant of evaluated response sheets. It may be noted that no response sheet
exemption on the basis of securing 60% or more marks, a will be entertained by the Institute in the absence of above information.
photocopy of the letter/marks-sheet issued by the Institute should Accordingly, no credit will be given to students of such response sheets
be enclosed with the enrolment application while claiming such received by the Institute.
exemption, failing which the same may not be granted for the
ensuing examination. Students are also advised to write the subject/paper, number of
sheets used and examination correctly on the title sheet before
(i) No exemption fee is payable for availing paperwise exemption sending the response sheets to the Institute. Similarly, relevant title
on the basis of APO or on the basis of securing 60% or more sheets may be appended with them. There are separate title sheets
marks in the Institutes examination. for Foundation, Intermediate and Final course. Even when the
(j) Paperwise exemption fee is payable only when the exemption is response sheets are sent in a bunch, complete particulars are to be
to be availed on the basis of qualification(s) specified for the given on each title sheet and first, middle and last pages of each
purpose. response sheet. No cognizance of the response sheets will be taken
if the student fail to comply with the above instructions. It is
7. COMPLETION OF COACHING AND FILLING UP
emphasized that separate title sheets are to be attached with each
OF EXAMINATION FORMS response sheet.
At times queries are received by the Institute from the students Students are aware that the Institute has made arrangements for
with regard to filling up of examination forms for want of issue of acceptance of response sheets for Foundation, Intermediate and Final
coaching completion certificate. It is clarified that students (i) who Course in its Regional/Chapter Offices in Ahmedabad, Bangalore,
are undergoing oral coaching, and (ii) students who have submitted Calcutta, Chennai, Delhi, Hyderabad, Jaipur, Kanpur, Mumbai,
or re-submitted their response sheets and/or would be submitting or Madurai and Pune. Students located in and around these cities are
re-submitting the response sheets within the stipulated period, are advised to contact and submit their response sheets in the respective
eligible to fill up the examination forms for the respective session of Regional/Chapter offices.
examination Such students need not withhold the submission of
their enrolment application for want of coaching completion 9. IMPORTANT
certificates. The students concerned are advised to make a note in While making any correspondence regarding examination, the
the application form to the effect that they are undergoing oral students are advised to quote the following particulars for taking
coaching/have submitted response sheets and are awaiting coaching prompt action :
completion certificates. Since there cannot be any change with regard i) Name in full (ii) Student Registration number (iii) Stage of
to the closing date for submission of examination forms, students examination (Intermediate/Final) (iv) Group opted (v) Centre opted
need not wait for the issue of coaching completion certificates for (vi) Particulars of fee remitted, i.e. Demand Draft (printed) number,
filling up their examination forms. They are advised to mention against date , amount, name of the bank and its branch (vii) Date and mode
the appropriate column in the enrolment application form that coaching of despatch of enrolment application and their complete address with
completion certificates are being awaited. PIN code, telephone number, mobile number or e-mail address.
Students who were issued with limited permission letters, In case of any specific problem/complaint regarding registration,
for appearing in June, 2006 examination, are advised to submit post-registration, students services and postal/oral coaching, students
the deficient response sheets immediately as such students, if may contact personally or write to Sohan Lal, Joint Director and for

Student Company Secretary 18 July 2006


STUDENTS SERVICES
academic guidance and suggestions, if any, students may write to V 4. Coaching Completion Certificate, if already issued from the
K Aggarwal, Principal Director, at the Institutes address. Institute.
ATTENTION STUDENTS 5. It is again emphasised that students who have already been
granted exemption in any paper included in the group for
INTENDING TO APPEAR IN COMPANY SECRETARIES which the enrolment has been sought, must indicate in the
EXAMINATION DECEMBER, 2006 appropriate column of the enrolment application and enclose
a photocopy of the letter issued by the Institute granting
1. (a) Last date for receipt of Examination 25.09.2006
such exemption. Similarly, in those cases where the student
application in the Institute has applied for exemption for the first time, the same must
(b) With a late fee of Rs. 100 10.10.2006 also be indicated in the appropriate column of the enrolment
application form along with the attested photocopies of the
2. Examination fees
relevant marks sheets and the exemption fee.
Foundation Rs.875 (Lumpsum) 6. In case, student is interested in cancellation of exemption
Intermediate Rs.900 (Per group) which has already been granted to him, a separate request
Final Rs.750(Per group) should be made for the same along with the enrolment
application. Please note that once paperwise exemption is
3. Last date for seeking paperwise 25.09.2006 cancelled, it shall not be restored/reviewed under any
exemption circumstances.
4. Last date for seeking extension 25.09.2006 7. No exemption fee is payable for availing of paperwise
of registration/registration de-novo exemption on the basis of APO (already passed under old
syllabus) or securing 60% or more marks in the Institutes
Notes :
examination.
I. Examination fee is payable on groupwise and not on paperwise
X Mode of Payment : All fees and other dues payable to the
basis for intermediate/Final examinations as above.
Institute may be remitted only by crossed demand draft drawn in
II. The students who have submitted/ would be submitting all the favour of The Institute of Company Secretaries of India, payable
response sheets within the stipulated time, may submit their at New Delhi.
enrolment applications for appearing in the examination pending
XI Students Identity Card : All the candidates appearing in the
issue/receipt of the coaching completion certificates. But
Company Secretaries Examination are advised to timely
coaching completion certificate would be issued only when they
complete necessary formalities for obtaining their identity cards
have successfully completed the coaching for the group(s)
duly countersigned by the issuing authority of the Institute as
concerned.
per instructions published in the prospectus Career in Company
III. Please note that unsigned, incomplete and applications not filled Secretaryship A Handbook.
in their own handwriting by the students will not be accepted.
CLARIFICATION REGARDING HINDI MEDIUM
IV. No change of group(s) will be allowed after submission of the
enrolment application. Queries are often being received by the Institute with regard to
V. No request for change of medium for writing the examination will the option of medium for pursuing the Company Secretaryship
be entertained after submission of the enrolment application. Course.
VI. No cutting and over writing is to be done in the examination It is clarified that the students may opt for pursuing the course in
form. English/Hindi medium. However, the study material at present is
available in English medium only. In any case, the students can
VII. No request for grant/cancellation of paperwise exemption shall
enjoy the facility of submitting their response sheets to the test
be entertained after the last date i.e. 25th March/25th September
papers under the Postal Tuition Scheme in English or Hindi
for June/December examination respectively.
medium. Similarly, they can opt to write the Institutes main
VIII. No request / correspondence for withdrawal of application examination in English or Hindi Medium.
from appearing in the examination or adjustment of amount
for the next examination shall be entertained after As regards writing of examination, the option is to be exercised
submission of the examination form under any while filling up the examination form as and when the students
circumstances. intend to appear in the examination. This option is to be exercised
on group wise basis and not on individual basis. Answering to
Students are, therefore, once again advised to fill in the new and test papers and writing examination partly in English and partly in
revised enrolment applications/examination forms EXA carefully to Hindi medium is not permissible.
avoid last moment problem for themselves as well as for the Institute.
IX. All the students appearing in the examination are required to
E-MAIL ADDRESS OF THE STUDENTS
enclose the photocopies of the following documents with their
enrolment application forms : Those students who are having e-mail address may communicate
1. Letter granting the paperwise exemption (wherever the same to the Students Services Section at dss@icsi.edu which
paperwise exemption has been granted on the basis of will facilitate quick and economic communication from the
qualification) Institutes side. The e-mail address may be sent in the following
format.
2. Marks-sheet for availing paperwise exemption on the basis
of securing 60% or more marks in the earlier examination Name :
of the Institute. Registration No. :
3. Original letter issued by the Institute showing the credit E-mail Address :
balance, if any, for adjustment towards the examination fee.

Student Company Secretary 19 July 2006


STUDENTS SERVICES
or not complying with the requirements of regulations and/or
EXAMINATION last dates for submission of enrolment applications for the next
1. DECLARTION OF JUNE, 2006 EXAMINATION examinations. Therefore, the candidates in their own interest
RESULTS are timely advised to keep track of important announcements,
last dates and observe the time schedule.
The results of the Foundation, Intermediate and Final
examinations of the company secretaries held from 2nd June, 2006 to ATTENTION STUDENTS APPEARED IN JUNE,
10th June, 2006 are scheduled to be declared at 4.00 P.M. on 25th
2006 EXAMINATIONS
August, 2006. As in the past, the results will be displayed
simultaneously on the Notice Boards at the Institutes Headquarters, The Institute awards Merit Scholarships and Merit-cum-
Offices of the Regional Councils and Chapters, and Examination Means Assistance to students for pursuing Intermediate and Final
Centres. The results along with break-up of marks will be made Courses on the basis of their meritorious performance in the
available on Institutes Website: www.icsi.edu on 25th August, 2006 examinations and/or merit-cum-need basis on their passing
from 4.00 P.M. onwards for information of all concerned. The result- Foundation and Intermediate Examinations respectively, as per
cum-marks statements will be despatched to all candidates latest by the criteria stipulated under the Merit Scholarship (Company
4th September, 2006. Meanwhile, if there happens to be change in Secretaryship Course) Scheme, 1983 and Merit-cum-Means
the mailing address of any candidate, he/she should immediately Assistance (Company Secretaryship Course Scheme), 1983.
intimate the same to the Institute and also send a self-addressed
envelope of 23 cms. x 11 cms. size for posting his/her result-cum- MERIT SCHOLARSHIP
marks statement at the changed address. Any candidate not receiving
In pursuance of para 7 of the Merit Scholarships (Company
his/her result-cum-marks statement by 12th September, 2006 should
Secretaryship Course) Scheme, 1983, 15 numbers of
immediately write to the Sr. Director (Exams.) for issuing duplicate
scholarships are awarded each for Intermediate and Final
marks statement giving relevant particulars, i.e., his/her name, student
examinations per session only to registered students, purely in
registration number, stage of examination and group(s) in which he/
order of merit, from amongst the candidates who appeared and
she appeared, roll number, examination centre, along with a self-
passed in all the subjects of their respective examination, at first
addressed stamped envelope worth Rs.5/-.
attempt, in one sitting, without claiming exemption in any subject,
2. VERIFICATION OF MARKS on all-India basis and subject to fulfilling other terms and conditions
as stipulated in the said scheme.
In terms of regulation 46 (2) of The Company Secretaries
Regulations, 1982, as in force, a candidate can seek verification of Accordingly, students who pass the Foundation examination,
marks in any subject(s) of June, 2006 examination within one month June, 2006 should get themselves registered with the Institute
from the date of declaration of results. The application for verification for pursuing Intermediate course within 3 months from the date
of marks should be made on a plain paper, preferably in candidates of declaration of results to become eligible for award of
own handwriting together with the requisite fee @ Rs.100/- per subject Scholarship.
within 30 days from the date of declaration of results, i.e., upto 25th
September, 2006. Candidates are advised not to club any other MERIT-CUM-MEANS ASSISTANCE
remittance or query along with request for verification of marks In pursuance of para 8 of the Merit Scholarships (Company
to facilitate an early reply.
Secretaryship Course) Scheme, 1983, 15 numbers of financial
After completion of verification process, candidates are assistance are awarded each for Intermediate and Final
communicated outcome of the verification of marks, normally within examinations per session only to registered students. According
2-3 weeks time. However, if any candidate does not receive a to the scheme, a candidate has to apply in the prescribed form
communication by 20th October, 2006, he/she should write to the obtainable from the Institute, and submit his/her application within
Sr. Director (Exams.) giving relevant details (i) his/her name; a specified date as notified from time to time. Any candidate
(ii) student registration number; (iii) stage of examination and roll applying for financial assistance should have passed the
number; (iv) name of the subject(s) in which verification of marks Foundation/Both Groups of Intermediate examination, at first
was sought; (v) date of application and mode of its dispatch; attempt, in one sitting, without claiming exemption in any subject.
(vi) amount of verification fee and details with regard to mode of If the candidate is employed or having an independent source of
remittance; and (vii) complete postal address along with PIN Code. income, in that case his/her income should not be more than
Rs.1,00,000/- per annum and if he/she is dependent on his/her
3. DECEMBER, 2006 EXAMINATION parents/guardian/spouse, then the combined income from all
The next examination for the Foundation Course, Intermediate sources should not be more than Rs.1,50,000/- per annum and
and Final, scheduled in December, 2006, will be held from Tuesday, also subject to fulfilling other terms and conditions as stipulated
the 26th December, 2006 to Wednesday, the 3rd January, 2007, as in the said scheme.
per the Time-Table and Programme published on the last cover page
Students who pass the Foundation examination, June, 2006
of this issue. The last date for receipt of enrolment applications for
must get themselves registered with the Institute for pursuing
December, 2006 examination in the Institute together with the requisite
Intermediate Course within 3 months from the date of declaration
examination fee is 26th September, 2006 and with late fee of Rs.100/-
of results to become eligible for award of this financial assistance.
upto 10th October, 2006.
A separate notification inviting applications for award of Merit-
Important: Candidates should note that non-receipt/delayed
receipt of result-cum-marks statement, response to result cum-Means Assistance will be published in the March/April and
queries, requests for verification of marks, etc., will not be September/October issue of C.S. Foundation Course Bulletin
accepted as valid and sufficient reason for seeking any relaxation and Student Company Secretary Bulletin.

Student Company Secretary 20 July 2006


QUIZ - PRIZE WINNERS
The shareholders of the transferor and transferee companies, who

STUDENTS QUIZ would be the affected parties among others in their meetings approved
the scheme of arrangement and the fair exchange ratio of the share
value. Once the shareholders, who have much stake in the affairs of
PRIZE QUERY the companies, have agreed to the scheme, no objection can be
raised by anyone. The secured creditors of the transferor and
A Scheme of arrangement confirmed by the court transferee companies, who had advanced large sums, also consented
provided for the change in the name of the company. After to proposed scheme of arrangement. The official liquidator in his report
the Scheme is confirmed the company applied to the stated that the transferor and transferee companies had not conducted
Registrar to change the name of the company and issue a their affairs in a manner prejudicial to the interests of the shareholders
fresh certificate of incorporation. The Registrar refused to or the general public. The objections raised by the Central Government
are addressed by the report of the official liquidator.
effect change of name. Will the stand of the Registrar stand
to legal scrutiny? The Hyderabad Stock Exchange vide a letter addressed by the
Company Secretary had not raised any objection to the transferee
CONDITIONS company preferring any petition to the court for approval of the
scheme. Thus, the objection that Hyderabad Stock Exchange had
1. Answer should not exceed one page typed in double space. not consented to the scheme and hence the petition of the transferee
The answer sheet should contain the name, registration company should not be sanctioned was not acceptable.
number and address of the student. In company jurisprudence the shareholders democracy is of utmost
2. Last date for receipt of answer is 16th August, 2006. importance. Once the necessary approvals are obtained from the
shareholders who express their opinion in the form of resolutions
3. Two prizes (a first and a second) in kind will be awarded to (special or ordinary) and the creditors interest are secured and the
the best answers and the names of the contributors will be decision of the majority shareholders is not prejudicial to the interests
published in the Bulletin. of the shareholders or the general public, the Courts would not sit
4. The envelope should be superscribed Students Query, July upon judgment on the wisdom of the shareholders. This has been
2006 and addressed by name to N.K. Jain, Secretary & reiterated by the Courts a number of times through their various
decisions from time to time starting from Foss v. Harbottle (1843) 2
Chief Executive Officer, The Institute of Company Hare 461 to Hyderabad Industries Ltd. RE (2004) 55 SCL 1 (AP).
Secretaries of India, ICSI House, 22, Institutional Area, Lodi
Therefore, it can be concluded that the objection of the Central
Road, New Delhi-110003. Government, inter alia, on the ground that the Hyderabad Stock
Exchange has not consented to the Scheme, would not stand in
QUIZ - PRIZE WINNERS the way of the sanction of the Scheme.
December 2005
QUERY
ABC Limited propounded a Scheme of Amalgamation with BD
limited. ABC Limited is a listed company. Among others it applied
for consent to the Scheme to the Hyderabad Stock Exchange
which conveyed its no objection to the Scheme of Amalgamation.
The Scheme was opposed by the Central Government, inter alia,
on the ground that the Hyderabad Stock Exchange has not
consented to the Scheme. Whether this objection would stand
in the way of the sanction of the Scheme.
WINNERS
First Prize :
T.S. Anandhi ( Student Registration No. SR0257791/02/2003), S-3,
Sangath Apartments, MGR Nagar I Street, Velachery, Chennai-600042
Second Prize: None eligible.
ANSWER
First Prize:
No. The objection of the Central Government would not stand in
the way of the sanction of the scheme. In a similar case of Lanco
Kalahasthi Castings Ltd. RE(2005) 124 Comp.Cas 523 (AP) a scheme
for the amalgamation of Lanco Kalahasthi Castings Ltd. with Lanco
Industries Ltd. was approved by the shareholders and creditors of the
company. The Official Liquidator also confirmed that the affairs of the
company was not conducted in a manner prejudicial to the interest of
shareholders and general public. While the transferor company was
not listed, transferee-company was a listed company. Transferee
company obtained consent certificates from Bombay, Calcutta and
Hyderabad stock exchanges for the filing of the scheme petition. The
Registrar of Companies, (representing the Central Government)
objected the scheme on two grounds that the share valuation was not
properly done and that the consent from Hyderabad Stock Exchange
was not obtained. The Hon'ble High Court of A.P. overruled the
objections and sanctioned the scheme of amalgamation. Elaborating
the reasons the Hon'ble Judge held that the Central Government had
taken an objection with respect to the calculation of the share value.

Student Company Secretary 21 July 2006


SMTP ORGANISED BY H.Q./REGIONAL COUNCILS/CHAPTERS
ELIGIBILITY OF PARTICIPANTS : ICSI final passed candidates. SMTP COURSE CONTENTS: Module I-Filling and Filing of Forms under the
Companies Act, 1956. q Module II-Practical and Procedural Aspects of Convening and Conducting Board Meetings & Annual General Meetings
and Related Aspects. q Module III-Managing Public Issues. q Module IV-Loan Documentation, Joint Ventures & Foreign Collaborations, Raising
Finance through EURO Issues & Export and Import Procedures and Documentation. q Module V-Practical and Procedural Aspects relating
to Appearance before CLB/Under SICA, Consumer Protection Act and Case Studies in RTP/UTP. In addition, the participants would be exposed
to case studies and mock board/general meeting, etc.
Organised by Dates & Duration Venue of Programme Contact Address
EIRC of 19.07.2006 EIRO Premises Executive Officer, EIRO of the ICSI, ICSI-EIRC Bldg., 3-A, Ahiripukur 1st
the ICSI to Lane, Near Beck Bagan Nursing Home, Kolkata-700019 Tel. : 22832973/
05.08.2006 22816541 Fax No. : 033-22816542 E-mail : eiro@icsi.edu
NIRC of 01.08.2006 NIRC Premises Executive Officer, ICSI-NIRC Bldg., Plot No. 4, Prasad Nagar
the ICSI to Institutional Area, Rajendra Place, New Delhi-110005 Tel. : 25763090/
19.08.2006 25767190 Fax No. : 25722662 (Code No. 011) E-mail : niro@icsi.edu/
icsi@eth.net
SIRC of 26.07.2006 SIRO Premises Deputy Director, SIRC of the ICSI, SIRC-ICSI House, No. 9, Wheat Crofts
the ICSI to Road, Nungambakkam, Chennai-600034 Tel. :044-28279898/28268685
11.08.2006 Fax No. : 044-28268685 E-mail : icsisirc@md3.vsnl.net.in/siro@icsi.edu
Bangalore 11.09.2006 To be announced Executive Officer of the Bangalore Chapter of SIRC of the ICSI Sheriff
Chapter of the to Chambers (III Floor, ear Block) 14, Cunningham Road, Bangalore-560052
SIRC 27.09.2006 Tel. : 22286574/22261861/22287158 STD CODE : 080 Fax No. : 22261861
E-mail : bangalore@icsi.edu/icsibc@sify.com
Hyderabad 03.10.2006 The ICSI - Hyderabad Programme Co-ordinator The ICSI-Hyderabad Chapter #6-3-609/5,
Chapter of the to Chapter Anand Nagar Colony, Khairatabad, Hyderabad-500004 Tel. : 23399541/
SIRC 19.10.2006 23396494/ Fax No. : 23325458 E-mail : Hyderabad@icsi.edu.
CCRT of 23.09.2006 ICSI-CCRT Programme Co-ordinator, SMTP, CCRT of the ICSI, Plot No. 101, Sector-15
the ICSI to Plot No. 101, Sector 15 Institutional Area, CBD Belapur, Navi Mumbai-400614 Tel. : 2757814-16
08.10.2006 Institutional Area (STD Code : 022) Fax No. : 022-27574384 E-mail : ccrt@vsnl.com
(Residential CBD Belapur
SMTP) Navi Mumbai-400614
The schedule of other SMTPs proposed to be organised by NIRC & SIRC during 2006 is as under :
NIRC : 04.09.2006 to 20.09.2006 SIRC : 27.09.2006 to 13.10.2006

SCHEDULE OF TRAINING ORIENTATION PROGRAMMES (TOP)


Organised by Day & Date Venue of the Programme Contact Address
EIRC of 10.10.2006 EIRO Premises Executive Officer, EIRO of the ICSI, ICSI-EIRC Bldg., 3-A, Ahiripukur 1st
the ICSI to Lane, Near Beck Bagan Nursing Home, Kolkata-700019 Tel. : 22832973/
14.10.2006 22816541 Fax No. : 033-22816542 E-mail : eiro@icsi.edu
NIRC of 26.09.2006 NIRO Premises Executive Officer, NIRC of the ICSI, ICSI-NIRC Bldg., Plot No. 4, Prasad
the ICSI to Nagar Institutional Area, Rajendra Place, New Delhi-110005 Tel. : 25763090/
30.09.2006 25767190 Fax No. : 25722662 (Code No. 011) E-mail : niro@icsi.edu/
icsi@eth.net
SIRC of 05.09.2006 SIRO Premises Deputy Director, SIRC of the ICSI, SIRC-ICSI House, No. 9, Wheat Crofts
the ICSI to Road, Nungambakkam, Chennai-600034 Tel. :044-28279898/28268685
09.09.2006 Fax No. : 044-28268685 E-mail : icsisirc@md3.vsnl.net.in/siro@icsi.edu
Bangalore 04.09.2006 To be announced Executive Officer of the Bangalore Chapter of SIRC of the ICSI Sheriff
Chapter of the to Chambers (III Floor, ear Block) 14, Cunningham Road, Bangalore-560052
SIRC 08.09.2006 Tel. : 22286574/22261861/22287158 STD CODE : 080 Fax No. : 22261861
E-mail : bangalore@icsi.edu/icsibc@sify.com
Hyderabad 12.09.2006 The ICSI - Hyderabad Programme Co-ordinator The ICSI-Hyderabad Chapter #6-3-609/5,
Chapter of the to Chapter Anand Nagar Colony, Khairatabad, Hyderabad-500004 Tel. : 23399541/
SIRC 16.09.2006 23396494/ Fax No. : 23325458 E-mail : Hyderabad@icsi.edu.

The schedule of other TOPs proposed to be organized is as under :


SIRC : (i) 08.01.2007 to 12.01.2007

Student Company Secretary 22 July 2006


LIST OF THE COMPANIES REGISTERED FOR IMPARTING Eastern Region
TRAINING DURING THE MONTH OF MAY, 2006 Pacific Cotspin Limited 15 Months Suitable
Region Training Stipend P-22, C.I.T. Road, Scheme-55 Management
Period (Rs.) Kolkata-7000014 Training
KTKPS & BS Himgarh Ltd. 03 Months Suitable
Northern Region Vill. Krishnanagar, P.O. Nangulpara, Practical
The Nainital Bank Limited 15 Months Suitable Distt. Hooghly-712471 Training
G.B. Pant Road, Nainital Management
Uttranchal Training EIH Limited 15 Months Suitable
4, Mangoe Lane Management
Usha Breco Limited 15 Months 3500-4500
Kolkata-700001 Training
309, Express Apartments Management
Vaishali, Sahibabad Training LIST OF PRACTISING MEMBERS REGISTERED FOR THE
Distt. Ghaziabad-201010 PURPOSE OF IMPARTING APPRENTICESHIP TRAINING
(*) Tecpro Systems (P) Ltd. 15 Months 4000-5000 DURING THE MONTH OF MAY, 2006
202-204, Pacific Square Management
Sector-15, Part-II, Gurgaon-122001 Training 1. NAVEEN KUMAR DIGANI PCSA-1358
F-39, Radhey Puri
Western Region
DELHI-110051
Bombay Stock Exchange Ltd. 15 Months 4000-6000
P.J. Towers, Dalal Street Management 2. MAHENDRA DATTARAM SOOD PCSA-1359
Mumbai-400001 Training B-306, Veenasur, Mahavir Nagar
D & H Welding Electrodes (India) Ltd. 15 Months Suitable Kandivali (West) MUMBAI-400067
Sanwer Road, Industrial Area Management 3. SAROJ KUMAR PANDA PCSA-1360
Sector 'A', Plot "A" Indore-452015 Training 2nd Floor, Biswal Commercial Complex
The Prag Bosimi Synthetics Ltd. 15 and 03 Suitable Cuttack Road
R-79/83, Laxmi Insurance Building Months BHUBANESWAR-751006
5th Floor, Sir P.M. Road Practical 4. MR. ACHAL GUPTA PCSA-1361
Mumbai-400001 Training 138, Civil Lines North
Chatterjee Management Services 15 and 03 Suitable MUZAFFARNAGAR-251001
Pvt. Ltd. Months 5. NEELESH JAIN PCSA-1362
12, Raheja Centre, 214, Free Press Practical 208, Akansha Plot No. 2
Journal Road, Nariman Point Training Press Complex Zone-I, M.P. Nagar
Mumbai-400021 BHOPAL-462011
Zicom Electronic Security Systems Ltd. 15 Months 3500-4000 6. PRAMOD KUMAR SINGH PCSA-1363
Landmark, A-Wing, 6th Floor Management Virdi Niwas, M - Road, Bistupur
Off. Western Express Highway Training JAMSHEDPUR-831001
Andheri Kurla Road, Andheri (East)
Mumbai-400093 7. Ms. NAMITA UJWAL PCSA-1364
C-33/58, C-1, Bajrang Nagar Colony
TAL Manufacturing Solutions Ltd. 15 and 03 Suitable Chittupur, Sigra
TATA Motors Campus, Chinchwad Months Practical
VARANASI-221010
Pune-411033 Training
8. BRAJESH R. AGRAWAL PCSA-1365
Southern Region
81-Samta Colony
Wheels India Limited 03 Months Suitable
21, Patullos Road Practical Near Pandey Nursing Home
Chennai-600002 Training RAIPUR (C.G.)
Exensys Software Solutions Ltd. 15 Months Suitable 9. SHRI KRISHNA SHARAN MISHRA PCSA-1366
8-2-864/1/18, R.M. Mansion Management III Floor, Precision Plaza, New No. 397
Road No. 12, Banjara Hills Training Old No. 281, Mount Road, Teynampet
Hyderabad-500034 Chennai-600018

SCHEDULE OF ACADEMIC DEVELOPMENT PROGRAMMES (ADP)


Every student of the Institute who has been sponsored for 15 months training either in a company or under a Company Secretary in practice
is compulsorily required to attend and complete 25 Hours Academic Development Programmes (ADP). The duration of each ADP would be eight
hours and those who have attended three such programmes would be deemed to have attended 25 Hours ADP.
Fee Rs. 250/- per participant. The Schedule of ADPs proposed to be organized by EIRC & NIRC, Hyderabad Chapter is as under :
(*) registered in April-2006
Organised by Day & Date Venue of the Contact Address
Programme
EIRC of 26.08.2006 EIRO Premises Executive Officer, EIRO of the ICSI, ICSI-EIRC Bldg., 3-A, Ahiripukur 1st
the ICSI Lane, Near Beck Bagan Nursing Home, Kolkata-700019 Tel. : 22832973/
22816541 Fax No. : 033-22816542 E-mail : eiro@icsi.edu
NIRC of 15.07.2006 NIRC Premises Executive Officer, NIRC of the ICSI, ICSI-NIRC Bldg., Plot No. 4, Prasad
the ICSI Nagar Institutional Area, Rajendra Place, New Delhi-110005 Tel. : 25763090/
25767190 Fax No. : 25722662 (Code No. 011) E-mail : niro@icsi.edu
Hyderabad 13.08.2006 Chapter Programme Co-ordinator The ICSI-Hyderabad Chapter #6-3-609/5,
Chapter of the Premises Anand Nagar Colony, Khairatabad, Hyderabad-500004 Tel. : 23399541/
SIRC 23396494/ Fax No. : 23325458 E-mail : Hyderabad@icsi.edu.
The schedule of other ADPs proposed to be organised during 2006 is as under:
EIRC : (i) 18.11.2006 NIRC : (i) 02.09.2006 (ii) 07.10.2006 SIRC : (i) 18.11.2006 Hyderabad Chapter : (i) 23.09.2006

Student Company Secretary 23 July 2006


STATUS OF TRAINING
(Period from 01-06-2006 to 30-06-2006)
15 Months Training with Company/Company Secretary in Practice and 03 Months & 15 days Practical Training
STAGE-I STAGE-II
Biodata of the students sent to the companies/company Students sponsored for training
secretaries in practice for consideration
APPLICATIONS CASES
Pending Received Forwarded for Pending Pending Received No. of students Pending
Training as on during the consideration as on as on during who have actually as on
Type 31.05.06 month (upto 30.06.06) 30.06.06 31.05.06 the month taken for training 30.06.06
(upto 30.06.06)
15 Months in NIL 119 119 NIL NIL 30 22 8
Companies
15 Months with NIL 33 33 NIL 7 47 48 6
CS in Practice
3 Months in 5 36 35 6
Company/
15 Days in
Optional Area
2. Exemption
1. Number of applications pending as on 31.05.2006 : NIL
2. Number of applications received for exemption : 20
3. Number of exemptions granted : 20
4. Number of pending applications as on 30.06.2006 : NIL

OPPORTUNITY
T o SStart
tart Car eer in
Career
Company Law
At Mumbai and/or Pune
with a Fast & Progressive Chartered Accountants Firm involved in
Company Law work from incorporation to mergers and demergers for
CS Students
Apply Immediately with Complete Bio-data for the post of

CORPORATE ASSISTANTS
to
Box No. 135
C/o Student Company Secretary
The Institute of Company Secretaries of India
22, Institutional Area, Lodi Road
New Delhi-110003

Student Company Secretary 24 July 2006


LIST OF RECOMMENDED BOOKS IN HINDI MEDIUM
INTERMEDIATE EXAMINATION- (NEW SYLLABUS)
SUBJECTS TITLE AUTHOR'S NAME PUBLISHER
GROUP-I
General & Commercial Vyaparik Evam Samanya Vidhi Jain & Gupta Shree Mahavir Book Depot
Laws Vidhi Shastra Evam Vidhi Ke Sidhant Subba Rao Eastern Book Company
Madhyatham, Sulah Evam Anukalpi Avtar Singh Eastern Book Company
Vivad, Niptan Vidhi
(Law Relating to Arbitration, Conciliation
& Alternate Dispute Resolution)
Apkritya Vidhi (Laws of Torts) Basanti Lal Babel Eastern Book Company
Code of Criminal Procedure Basanti Lal Babel Universal Book Trader
Equity, Trust and Specific Relief G P Singh Central Law Agency
Sakshya Vidhi Murlidhar Chaturvedi Eastern Book Company
(Law of Evidence)
Company Accounts and Laagat Lekhankan Maheshwari & Mittal Shree Mahavir Book Depot
Cost & Management Prabandh Lekhankan Aggarwal & Aggarwal Shree Mahavir Book Depot
Accounting Laagat Lekhankan S.P. Jain, K L Narang & Shree Kalyani Publishers
L.C. Mittal
Advanced Accountancy-II C.L. Chaturvedi Shree Mahavir Book Depot
Management Accounting M R Agarwal Mayur Paperbacks
A-95, Sec.-5, Noida, UP
Cost Accounting- Dr. S N Maheshwari & Mahavir Book Depot
Theory & Problems Dr. S N Mittal
Prabandh Lekhankan M P Gupta & B M Aggarwal S. Chand & Company
Advanced Accountancy-II R L Gupta Sultan Chand & Sons
Advanced Accountancy-II M C Shukla, T S Grewal, S Chand & Company
M P Gupta, B M Agarwal
Tax Laws Students Guide to Income Tax V K Singhania Taxmann
Systematic Approach to Income Tax and Girish Ahuja & Ravi Gupta Bharat Law House Pvt. Ltd.
Central Sales Tax
Aayakar Adhiniyam Taxmann Taxmann
Aayakar Niyam Taxmann Taxmann
Apratayaksh Kar Yogendra Bangar Aadhya Prakashan Pvt. Ltd.
Vandana Bangar
Ayakar Vidhi Ke Tatva V K Batra Eastern Law House
Pratayaksh Kar, Dhan Kar evam Gupta & Gupta Shree Mahavir Book Depot
Uphaar Kar
Apratayaksh Kar Gupta & Gupta Shree Mahavir Book Depot
Management Information Prabandh Suchana Evam Nigam Sanchar Gupta & Gupta Shree Mahavir Book Depot
System and Corporate
Communication

GROUP-II
Company Law/Company Company Law Avtar Singh Eastern Book Company
Secretarial Practice Adhunik Bhartiya Company Adhiniyam M C Kuchhal Shree Mahavir Book Depot
Company Sachiveeya Padhiti L C Mittal Shree Mahavir Book Depot
Economics, Labour and Arthik Sanniyam (MRTP, FEMA) L C Mittal Shree Mahavir Book Depot
Industrial Laws Shram Evam Audhyogik Sanniyam L C Mittal Shree Mahaivr Book Depot
(Labour & Industrial Laws)
Shramik Evam Audhyogik Vidhi Inderjit Singh Central Law Agency
Securities Laws and Pratibhuti Sanniyam Evam Vitth Jain & Gupta Shree Mahavir Book Depot
Regulation of Bajaro Ka Sanniyam
Financial Markets

Student Company Secretary 25 July 2006


NEWS AND ANNOUNCEMENTS
JAIPUR CHAPTER
NEWS AND ANNOUNCEMENTS ELOCUTION COMPETITION
NEWS FROM THE INSTITUTE On 26.5.2006 the Chapter organized Elocution Competition for
the students. The Foundation and Intermediate level students of the
PROGRAMME ON BANKING ON GYAN DARSHAN Institute participated in the said competition. The topic was Role of
On 30.5.2006 an hour long Live panel discussion on Banking Company Secretary in digital world. Dr.V.K. Gupta acted as Judge.
was telecast on Gyan Darshan II between 2.30 and 3.30 P.M. The winners were Himanshu Sharma and Arun Bist who also
Raghavendra Jagannath Joshi, Company Secretary of United participated at the Regional Level competition held on 17.6.2006 at
Western Bank and B.K.Kulkarni, Director (Academics) participated ICSI-NIRC Building.
in the deliberations. Students and Members dialed toll free No. SOUTHERN INDIA REGIONAL COUNCIL
1800112345 for interactive tele-conferencing with the Panelists.
A number of calls were received from Pune, Bhubaneswar, Bhopal INTERMEDIATE COURSE ORAL COACHING
& Delhi. The programme was coordinated by Dr. Amita Ahuja, CLASSES FOR DECEMBER 2006 EXAMINATIONS
Director (Public Relations & Corporate Communication).
The SIRC of the ICSI is commencing Intermediate (Both Groups)
CAREER FAIR oral coaching classes for December 2006 examinations as per
From 16.6.2006 to 18.6.2006 the ICSI participated in Infra Educa the details given below:
2006 organised by Friendz Exhibitions and Promotions Pvt.Ltd.
held at Pragati Maidan Chief Guest Shiela Dikshit ,Honble Chief Stage Date of Timings Fees
Minister of Delhi visited the ICSI stall. Dte. of Public Relations & Commencement
Corporate Communication provided information about the course & Intermediate 25.7.2006 6.30 A.M. to Rs.3350/-
CS Profession and attended to the queries raised by the students
Group-I 8.30 A.M
and parents. Informative brochures were distributed to all the visitors.
(Morning)
EASTERN INDIA REGIONAL COUNCIL Intermediate 25.7.2006 6.00 P.M. to Rs.3350/-
ORAL COACHING CLASSES Group-II 8.00 P.M
W.e.f. 1.8.2006 the August 2006 batch of Oral Coaching (Evening)
Classes conducted by the Regional Council for Intermediate For further details contact :
Groups I & II will commence as per the timings given hereunder: The Southern India Regional Office at No.9, Wheat Crofts
Morning Session : Inter Group I : 7.30 A.M. to 9.30 A.M. Road, Nungambakkam, Chennai-600034.
Inter Group II : 7.30 A.M. to 9.30 A.M. Phone:28279898,28222212.
Evening Session : Inter Group I : 6.00 P.M. to 8.00 P.M. BANGALORE CHAPTER
Inter Group II : 6.00 P.M. to 8.00 P.M.
Students may choose to enroll in either of the Groups in Morning PARTICIPATION IN THE CAREER FAIR
Session or in Evening Session, as per their convenience. On 6.5.2006 and 7.5.2006 the Chapter participated in the Times
Fees : Rs.2, 500/ per student per Group. Free Library Facilities Education Boutique 2006 organised by the Times of India at
for one year for a token Security Deposit of Rs.500 (refundable). Bangalore. The Chapter set up a stall on both the days of the fair and
Venue: Eastern India Regional Office of the Institute of Company displayed posters about the CS course, the banner of the Institute
Secretaries of India, 3A, Ahiripukur Ist Lane, Kolkata 700 019. and were constantly airing both the Lakshya Career Show on CS and
Limited Seats : Enrolment/selection by interview/ screening Multimedia Presentation on Company Secretary alternatively using
process are going on. For further details contact the Executive the LCD projector. Prospectus / handbooks about the CS course were
Officer, EIRC of the ICSI at the above address. Phone: 22816542; also available for sale. There were about 2000 students who visited
Mobile: 9231977255. the ICSI stall at the fair. Brochures explaining the CS course were
distributed to the visitors apart from counselling interested students
NORTHERN INDIA REGIONAL COUNCIL and their parents. Feed back from around 125 visitors were also taken
on the occasion. Gopalakrishna Hegde, Chapter Chairman and
FARIDABAD CHAPTER Sangeetha Flora, Executive Officer of the Institute also made a
FARIDABAD CHAPTER OF NIRC OF THE ICSI presentation on Career as a Company Secretary to interested
No. 2382, Sector 16, FARIDABAD 121002 participants and cleared their doubts.
IN PHONE -IN PROGRAMME ON DOORD
PHONE-IN ARSHAN
DOORDARSHAN
COLLABORATION
COLLABORATION KANNADA
KANNAD A CHANNEL
On 27.5.2006 the Chapter participated in a Live Phone-in
WITH
programme on Doordarshan Kannada Channel Chandana in Hello
DAV INSTITUTE OF MANAGEMENT Geleya Company Secretary : A Wonderful Career. Gopalakrishna
FARIDABAD (HARYANA) Hegde, Chapter Chairman explained the role of Company Secretary
ANNOUNCES and importance of the profession of Company Secretaries in the
ORAL COACHING CLASSES FOR changing economic scenario, opportunities available to the profession,
enumerated the emerging areas of practice and the changing role of
FOUNDATION & INTERMEDIATE COURSES a Company Secretary. He also focused on what would be the mindset
(FOR DECEMBER 2006 EXAMINATION of the ICSI) and preparation required from a student who wanted to pursue the
ADMISSION OPEN Company Secretaryship Course. He then explained about the Institute,
Vision & Mission of the Institute, criteria of eligibility for the course,
For detailed information & admission please contact: examination, requirements of training etc.
DAV INSTITUTE OF MANAGEMENT
NH-3, NIT, FARDIABAD 121005 COIMBATORE CHAPTER
Co-Ordinators : Juhi Kohli-The DAV Institute of CAREER AWARENESS PROGRAMMES
Management (Mobile: 9810344129) On 13.6.2006 the Chapter organised a Career Awareness

Student Company Secretary 26 July 2006


NEWS AND ANNOUNCEMENTS
Programme with the members of Rotary Club of Mettupalayam at Effective Public Speaking Skills. V. Ahalada Rao, Chapter Chairman
Metro Matriculation School an institution sponsored by Rotary Club welcomed the speaker and explained the importance of the Public
of Mettupalayam. R.Venkateswaran Chairman of the Chapter in his Speaking Skills. S.Bala Chandra, Company Secretary, Surana Group
address highlighted the opportunities available to Company conducted a workshop on Effective Public Speaking using various
Secretaries in the Practice and Employment field. methods of communication enabling all the students to participate
G.Balasubramaniam, Company Secretary, Roots Multi Clean Limited, and benefit from the same. The trainer made use of slides shows,
explained the contents of the course, mode of registration, syllabus live shows, interactive session, question and answer session, etc.
and the role of the institute regulating the profession of Company
Secretaryship. Pamphlets explaining career in Company CAREER AWARENESS PROGRAMME
Secretaryship course were distributed. On 29.5.2006 the Chapter organized a Career Awareness
Again on 28.6.2006 the Career Awareness Programme was Programme in association with Youth Quest Christian Ministries,
held at PSG College of Arts and Science, Coimbatore for first year Hyderabad. S. Balachandra, Company Secretary, Surana Group
regular students at 10 A.M. and for first year evening students at addressed the students about the company secretaryship course and
3.00 P.M. A.R.Ramasubramania Raja, Programme Co-ordinator in the opportunities, how the professional courses are different from
the morning explained the students about the Career as a Company traditional courses and also guided them how to come out successfully
Secretary, the course, mode of registration and syllabus. More than in the professional examinations.
900 Students with Parents participated in the morning session. In the
afternoon session R.Venkateswaran, Chapter Chairman, highlighted MANGALORE CHAPTER
the opportunities available to Company Secretaries in the Practice CAREER AWARENESS PROGRAMMES
and Employment field and explained the contents of the course, mode
On 23.6.2006 the Chapter conducted a Career Awareness
of registration, syllabus and the role of the institute regulating the
profession of Company Secretaryship. More than 500 Students with Programme about CS course addressed by S N Srinivasa, Chapter
Parents participated in the afternoon programme. Chairman and N P Bhat, student Counsellor at Bhandrkars College
Coondapur, Sharada College, Basrur and St. Marys Syrian College,
INAUGURATION OF ORAL COACHING CLASSES Bhrahmavar. The students were informed about the CS course and
On 14.06.2006 the Chapter inaugurated the Oral Coaching the unlimited scope of the profession, the enrolment criteria, various
Classes for the December 2006 session of Foundation, Intermediate subjects of the course and also the future prospects of the profession.
Group-I & Group-II. K.Muthusamy and G.Balasubramaniam, faculties The ICSI corporate film was also screened for the benefit of the
gave a detailed account of the course contents and training students. More than 500 students in the Bhandrkars college and
requirements. around 200 students each in rest of the colleges attended the
HYDERABAD CHAPTER programme and derived benefit out of it.
CHANGE IN THE CHAPTER OFFICE TIMINGS WESTERN INDIA REGIONAL COUNCIL
W.e.f 1.7.2006 the new office timings of the Chapter Office is
from 10 A.M. to 5.45 P.M. instead of 9.30 A.M. to 5.15 P.M. THIRTEENTH TRAINING ORIENTATION
PROGRAMME (TOP)
PARENTS MEET
From 10.4.2006 to 14.4.2006 the Regional Council conducted its
On 11.6.2006 the Chapter organized a Parents Meet at its 13th Training Orientation Programme for Intermediate CS examination
premises for 58th Batch of Oral Coaching Students. V.Ahalada Rao, passed students at ICSI CCRT, Navi Mumbai. On the First Day, Antony
Chapter Chairman welcomed the parents/spouses of the students
Paul, Joint Director, CCRT, who was the Course Coordinator explained
and explained about employment opportunities and scope of practice
the objectives behind this programme. In the inaugural session, A.
in profession for the Company Secretaries. SV Suryanarayana,
Secretary, SIRC gave a Power Point presentation on Structure of Lahiri, Dean, CCRT and V. Sithapathy, Chairman Professional
ICSI, Profession, etc. KK Rao, Chairman, Oral Coaching & Students Development Committee WIRC addressed the participants. A galaxy
facilities Committee stressed on the discipline and hard work in of company secretaries, experts/professionals and consultants
studies, obedience of rules and regulation of coaching and also addressed the participants on various topics. One session on Group
explained importance of the course. Discussion with practical tips and examples was also arranged. The
Course Co-ordinator explained the procedure for applying for
WORKSHOP ON SOFT SKILLS Management/Apprenticeship Training and other requirements for
On 18.6.2006 the Chapter organized a workshop on Soft Skills applying for membership of the Institute.
for 58th Batch of Oral Coaching Students at its premises. Rajnish C In the last technical session, Ragini Chokshi, Chairperson, Training
Popat, Company Secretary stressed on the importance of Pleasing
and Educational Facilities Committee of WIRC delivered a special
Personality, Goal Setting, Interpersonal skills, etc. S. Bala Chandra,
lecture on Disaster Management.
Company Secretary, Surana Group and Rajesh Kumar, Company
Secretary spoke on the theme An overview on Personality A. Lahiri, Dean CCRT was the Guest of Honour at the valedictory
Development, Enhancing the Personal Qualities and Effective session. He advised the participants about the importance of training
Communication Skills, etc. and learning as a continuous process. In all 57 students completed
CAREER AWARENESS PROGRAMME AT NALGONDA the programme successfully.
On 29.6.2006 the Chapter conducted a Career Awareness PUNE CHAPTER
Programme at Kakatiya Degree College, Nalgonda. KK Rao, MEETING WITH FACULTY MEMBERS OF
Chairman Oral Coaching and Students Facilities Committee explained INTERMEDIATE COURSE ORAL COACHING
the students about the Institute, structure of the Institute, company CLASSES
secretaryship course, registration, syllabus, fee structure, system of
coaching, examination, exemptions, employment opportunities, etc. On 15.6.2006 a meeting of Office bearers of the Chapter with
He also explained the gathering the advantages of professional faculties of Intermediate Oral Coaching Classes was held at the
courses as compared to academic courses. Chapter premises. The meeting was held in order to inform the faculty
members about the guidelines issued by ICSI, fix the lectures for the
WORKSHOP ON EFFECTIVE PUBLIC SPEAKING next batch of OTC, decide dates of CC examination and in all
SKILLS conveying the expectations of the Managing Committee to the faculty
On 21.5.2006 the Chapter organized a Students Workshop on members.

Student Company Secretary 27 July 2006


Advertisement of
Mindpower

Student Company Secretary 28 July 2006


Student Company Secretary 29 July 2006
BANGALORE CHAPTER
"Sheriff Chambers", 3rd Floor, Rear Block, 14, Cunningham Road, Bangalore-560052

7th ALL INDIA STUDENTS' CONFERENCE


Theme : Emerging Areas in the Profession-An Insight Faculty : Eminent Faculty from the Profession and
Industry would address the delegates
Days & Dates : Saturday & Sunday the 29th & 30th July, 2006
Fees : Rs. 100/- per delegate (for local students)
Time : 9.00 AM to 6.00 PM
Rs. 200/- per delegate (inclusive of
Venue : Institution of Agricultural Technologies lodging for one day for outstation
No. 15, Queens Road, Bangalore-560052 students on first-come-first served basis)

For Enrolment and further information, please contact :


Ms. Sangeetha Flora
Executive Officer
The ICSI-Bangalore Chapter
"Sheriff Chambers", 3rd Floor, Rear Block, 14, Cunningham Road, Bangalore-560052
Tel. No (s). : 22286574 & 22287158 Telefax : 22261861 E-mail : bangalore@icsi.edu

6TH ALL INDIA COMPANY LAW QUIZ

SOUTHERN INDIA REGIONAL COUNCIL


is organizing an
All India Company Law Quiz for Students
on
Saturday, the 12th August, 2006
at
ICSI-SIRC House, 9, Wheat Crofts Road, Nungambakkam, Chennai - 600004.
It will be a three tier programme :
l Chapter Level l Regional Level l National Level
All the Chapters/Satellite Chapters in the first instance would organize Company Law Quiz Programme for the students at their level. The
winners from each Chapter level event consisting of not more than two students would be participating in the Regional Level Programme
to be held at their respective Region. One team consisting of two winning contestants from each Region would be participating in the
National Level event to be held at Chennai on 12th August 2006.
A rolling shield would be presented to the winner team of the national level event at the National Convention. The winner team, who would
be invited to attend the 34th National Convention of the Institute scheduled to be held at Kolkata from 7-9, September 2006 without
payment of Delegate Fee, but have to make their own travel and stay arrangements. A Certificate of Participation will be issued to all the
participants of the National Level Event by SIRC.
For further details, interested students may contact their concerned Chapter/Regional Council
(Regional Level Programme of SIRC to select the best two students to represent SIRC at National Level event
will be held on 11th August 2006 at ICSI-SIRC House, 9, Wheat Crofts Road, Nungambakkam, Chennai-600004.

Student Company Secretary 30 July 2006


COMPULSORY SWITCHOVER TO NEW SYLLABUS - FINAL COURSE
1. All students are required to appear in the Final Examination to be held in June, 2006 under the New Syllabus only.
2. Their Student Registration Code Nos. have also been changed from CG/EG/NG/SGIWG to CR/ER/NR/SR/WR and the identity cards
already issued to them will hold good under the new syllabus as well.
3. With a view to mitigate the hardship to the students who have already passed any one Group of the Final Examination under the Old
Syllabus that they will have to appear in more number of papers on switch over to the New Syllabus, the Council reconsidered and
decided that a candidate at the Final Level shall be exempted on the basis of having passed/secured exemption in papers under the
syllabus specified in Part - III of Schedule CCA on switch over to the new syllabus specified in Part - III of Schedule CCB and the
following scheme of exemption shall be applicable to him:
Papers passed/exempted under the syllabus specified Exemption from papers under the syllabus specified
in Part - III of Schedule CCA in Part-III of Schedule CCB
1 Financial Management Financial, Treasury& Forex Management
2 Management Control and Information Human Resource Management and Industrial Relations
3 Corporate Tax Management - Direct Taxes Direct & Indirect Taxation - Law & Practice
4 Corporate Tax Management - Indirect Taxes Banking & Insurance-Law & Practice
5 Corporate Laws & Practice - I Advanced Company Law & Practice
6 Corporate Laws & Practice - II Corporate Restructuring -Law & Practice
7 Corporate Laws & Practice - III Secretarial Practice relating to Economic Laws and
Drafting and Conveyancing
8 Secretarial and Management Audit Secretarial, Management & System Audit
4. As per the revised scheme of exemptions approved as above, a student who has passed Group I or Group - II of the Final Examination
under the Old Syllabus comprising of four papers will be exempted from the four papers under the New Syllabus and shall be required
to appear in the remaining papers as per the following details:
TABLE OF CORRESPONDING EXEMPTIONS (FINAL)
Particulars of the Group Passed under Papers in which the student shall be Remaining Papers in which student will
Old Syllabus entitled for the Exemption under the be required to appear under the New
New Syllabus (as per revised scheme) Syllabus (as per revised scheme)
Group-I Group-II Group-I
1. Financial Management 1. Financial Treasury & Forex Management 1. Advanced Company Law & Practice
2. Management Control & Information 2. Banking & Insurance Law and Practice 2. Secretarial Practice relating to
3. Corporate Tax Management Group-III Economic Laws and Drafting &
Direct Taxes 1. Direct & Indirect Taxation Conveyancing
4. Corporate Tax Management Law & Practice 3. Secretarial Management & Systems
Indirect Taxes 2. Human Resource Management Audit
and Industrial Relations Group-II
1. Corporate Restructuring
Law & Practice
Group-III
1. WTO-International Trade, Joint Ventures
& Foreign Collaborations
Group-II Group-I Group-II
1. Corporate Laws & Practice-I 1. Advanced Company Law & Practice 1. Financial, Treasury and Forex
2. Corporate Laws & Practice-II 2. Secretarial Practice relating to Economic Management
3. Corporate Laws & Practice-III Laws and Drafting & Conveyancing 2. Banking & InsuranceLaw & Practice
4. Secretarial & Management Audit 3. Secretarial Management & Systems Audit
Group-II Group-III
1. Corporate Restructuring 1. WTO-International Trade, Joint
Law & Practice Ventures & Foreign Collaborations
2. Direct and Indirect Taxation
Law & Practice
3. Human Resource Management
and Industrial Relations
5. Students who have completed coaching for both groups of the Final Course under the Old Syllabus will be exempted from undergoing
coaching in all the three groups under the New Syllabus. However, students who have completed coaching in a single group/subject(s)
will also be eligible for the corresponding exemption as per table given under para (3) above.
6. All the students of Final Old Syllabus (Under the Compulsory Switchover Category) will be enrolled for June 2006 session of Examination
as per the above guidelines. The paper wise exemption(s) will be printed & mentioned on the Admit Card as well as in the Attendance
Sheet. In case of any discrepancy, the same may be brought to the notice of the Institute immediately or may contact Sohan Lal, Joint
Director or T.P. Balasubramanian, Administrative Officer on Tele No. 41504444 Extn. 511/515.

Student Company Secretary 31 July 2006


ONLINE REGISTRATION FOR FOUNDATION/REGULAR COURSE

Student Company Secretary 32 July 2006


Student Company Secretary 33 July 2006
Student Company Secretary 34 July 2006
AD TARIFF FROM JUNE ISSUE

Student Company Secretary 35 July 2006


Student Company Secretary 36 July 2006