Highlights of Unique Documents Identification Number (Udin) Guidelines 2019

The council members in its 261st meeting held on 27th June, 2019 issued Unique Document Identification Number (UDIN) Guidelines, 2019 that every Company Secretary in Practice shall be required to generate UDIN for certain professional services on voluntary basis from 5th July, 2019 making it Mandatory w.e.f 1st October, 2019

Only a Company Secretary in practice before certification of the documents without any fee can generate UDIN.

Key highlights of Unique Document Identification Number (UDIN) Guidelines, 2019:

1. Udin has to be generated on the date of certification preventing back and post dating of certification.

2. Udin once generated can be surrendered within 7 from days from the date of generation not thereafter.

3. Udin becomes important to surrender in case of no use  otherwise the same will be taken in record and shall be counted in the limit fixed for various certification a Practicing Company Secretary is authorised to issue.

4. There is no restrictions & limits on generation of Udin.

5. Udin has to be generated only once for original certificate, same UDIN can be issued for issue is duplicate certificates.

6. In case of Partnership Firm/LLP only the signing partner can generate Udin.

7. At the time of generation of Udin, Name of the Company, CIN required.

8. Matters for which Udin shall be generated:

• Annual Return - MGT 8;
• Share Transfer Certification - Reg 40(9) of SEBI (LODR) Regulations, 2015;
• Director Disqualification Certificate;
• Reconciliation of Share  Capital Audit;
• Foreign Investment (As per notification under FEMA);
• Secretarial Audit - Sec 204 of Companies Act, 2013;
• Secretarial Audit of Material Unlisted Companies - Reg 24A of SEBI (LODR) Regulations, 2015;
• Annual Secretarial Compliance Report - Reg 24A of SEBI (LODR) Regulations, 2015;
• Internal Audit of DP and Stock Brokers;
• Third Party Certification of Labour Law;
• Diligence Report for Banks;
• In others cases Udin can be generated Voluntarily.

9. Udin is  totally secure as it can viewed only by the members or the regulators & shall remain confidential and not be construed as information under the Right to Information Act, 2005.

10. No documents need to be uploaded to generate Udin.

In case of violation Member is liable for action as professionals misconduct under Company Secretaries Act, 1980 r/w first and second schedule to the CS Act, 1980.

Disclaimer: The material published on this website is intended for general information only and is not legal advice or other professional advice. Any opinions expressed in this material do not necessarily represent the views of us. While care and consideration has been taken in the creation of the material on this website, we do not warrant, represent or guarantee that the material published on this website is in all respects accurate, complete and current. To the extent permitted by law, we exclude any liability, including any liability for negligence, for any loss or damage arising from reliance on material on this website.We are not responsible for the content of any third-party website to which links are provided from this website. Any links to websites are provided for your information and convenience only. 

Simplification of process of Incorporation of Section 8 Companies

MCA Updates:

Source: www.mca.gov.in

Simplification of process of Incorporation of Section 8 Companies:

1) With a view to simplify the process for incorporating Section 8 Companies, requirement of prior filing of INC-12 for new section-8 companies is being dispensed with vide the Companies(Incorporation) Sixth Amendment Rules, 2019 dated 7th June, 2019.

2) Henceforth, Section 8 Companies can be incorporated by either reserving names through Run and filing SPICe thereafter or by directly filing SPICe. Licence No for a section 8 company shall henceforth be allotted at the time of incorporation itself.

3) In view of the above, all pending INC-12 SRNs for new Companies pending at respective RoCs would be marked as ‘Rejected’ on 15th August 2019. Such applicants may thereafter directly file SPICe for obtaining License Number and for incorporation of Section 8 Companies.

4) Stakeholders who have already obtained License Numbers and are yet to file SPICe form for incorporating Sec 8 companies may do so at their convenience but may please note that the forms shall be processed only after a certain time lag to allow for work flow changes to take effect.

5) Those stakeholders who have already filed SPICe forms which are pending at CRC may kindly await processing of these forms after the work flow changes take effect.

Disclaimer: The material published on this website is intended for general information only and is not legal advice or other professional advice. Any opinions expressed in this material do not necessarily represent the views of us. While care and consideration has been taken in the creation of the material on this website, we do not warrant, represent or guarantee that the material published on this website is in all respects accurate, complete and current. To the extent permitted by law, we exclude any liability, including any liability for negligence, for any loss or damage arising from reliance on material on this website.We are not responsible for the content of any third-party website to which links are provided from this website. Any links to websites are provided for your information and convenience only. 

List of Members whose name stands removed from Register of Members maintained by ICSI

Click on the download button to see the List:

Disclaimer: The material published on this website is intended for general information only and is not legal advice or other professional advice. Any opinions expressed in this material do not necessarily represent the views of us. While care and consideration has been taken in the creation of the material on this website, we do not warrant, represent or guarantee that the material published on this website is in all respects accurate, complete and current. To the extent permitted by law, we exclude any liability, including any liability for negligence, for any loss or damage arising from reliance on material on this website.We are not responsible for the content of any third-party website to which links are provided from this website. Any links to websites are provided for your information and convenience only. 

Intimation to be given to the previous incumbent (Company Secretary)

Clause (8) of Part I of the First schedule to the Company Secretaries Act, 1980 provides that a company secretary in practice shall be deemed to be guilty of professional misconduct, if he – “accepts the position of a company secretary in Practice previously held by another company secretary in Practice without First communicating with him in writing”. The primary requirement under this clause is of prior communication with the previous incumbent.

The Communication mentioned in this clause does not mean that No-objection or consent of the previous incumbent is a prerequisite of accepting the said assignment.

The Council in its 259^th meeting held on 16^th March, 2019 decided that before accepting the following assignments w.e.f. 01^st April, 2019 every Company Secretary in Practice shall be required to communicate to previous incumbent before accepting the assignment, in terms of Clause(8) of Part I of the First schedule to the Company Secretaries Act,1980:

• To sign Annual return in Form MGT-7 under Section 92(1) of the Companies Act, 2013 and Rule 11(1) of the Companies (Management and Administration) Rules, 2014.
• Certification of Annual Return in Form MGT-8 under sub-section (2) of Section 92of the Companies Act, 2013 and Rule 11(2) of the Companies (Management and Administration) Rules, 2014.
• Issuance of Secretarial Audit Report under sub-section (1) of Section 204 of the Companies Act, 2013.
• Issuance of Secretarial Audit Report to material unlisted subsidiaries of listed entities (whose equity shares are listed) under Regulation 24A of SEBI (LODR) Regulations, 2015.
• Issuance of Annual Secretarial Compliance Report to listed entities as required under Regulations 24A of SEBI (LODR) Regulations, 2015.
• Certification required under SEBI(LODR) Regulations, 2015 that none of the directors on the board of the company have been debarred or disqualified from being appointed or continuing as directors of the companies by the Board/ Ministry of Corporate affairs or any statutory authority under schedule V, Part C, Clause (10) (i).
• Certification under Regulation 40(9) of SEBI (LODR) Regulations,2015 certifying that all certificates have been issued within thirty days of the date of lodgement for transfer, subdivision, consolidation, renewal, exchange or endorsement of calls/ allotment monies.
• Conduct of Internal Audit of operations of the Depository Participants registered with NSDL and CDSL under the Bye Laws issued by NSDL and CDSL.
• Certification required under Regulation 76 of SEBI (Depositories and Participants) Regulations, 2018 for Reconciliation of Share capital.
• To act Compliance Auditor under third party certification/ Audit Scheme (Amendment), 2018 in the State of Haryana.
• Issuance of Audit Report by the unlisted public companies, to be submitted on a half-yearly basis to the ROC, under whose jurisdiction the Registered office of the company is situated, under the provisions of the Rule 9A(8) of the Companies (Prospectus & Allotment of Securities) Rules, 2014.
•  Due Diligence reporting for banks in case of multiple banking/consortium lending arrangements in terms of the circular issued by RBI.
• Conduct of Internal Audit of the stock Brokers/sub brokers under SEBI Circular no. MIRSD/DPSII/Cir-26/ 08 dated 22^nd August 2008 and MRD/DMS/Cir-29/2008 dated 21^st October 2008.

The Council has approved the following format for Intimation to be given to the Previous Incumbent (Company Secretary)

Cs…….

Address……..

Dear Sir/Madam,

Sub: Intimation in terms of Clause 8 of the First Schedule to the Company Secretaries Act, 1980

I, CS……/We, M/s………… Company Secretary in Practice / Firm of company Secretaries have been approached by the management of M/s………. Limited to…….. (list of professional services) for the FY……. vide their letter No. ….. dated ……..

We understand that earlier the above mentioned professional services were being rendered by your goodself /firm to M/s ……… Limited during the Financial Year……….

I/ We request you to kindly take this communication as intimation to be given to the previous incumbent in terms of Clause 8 of the First Schedule to the Company Secretaries Act, 1980.

Regards,

CS……

Membership No. ACS……/ FCS…….

CoP No………

For……& Co./& Associates, Company Secretaries

Firm unique Code………

Date:

Place:

Disclaimer: The information given in this document have been prepared on the basis of relevant provisions and as per the information existing at the time of the preparation. It is based on the analysis and interpretation of applicable laws as on date. The information in this document is for general informational purposes only and is not a legal advice or a legal opinion and is subject to change without notice. Users of this information are expected to refer to the relevant existing provisions of applicable Laws and should seek the advice of legal counsel of your choice before acting upon any of the information in this document. Although care has been taken to ensure the completeness, accuracy and reliability of the information provided. I assume no responsibility for the consequences of use of such information. Under no circumstances whatsoever, we shall be liable for any direct, indirect, special or incidental damage resulting from, arising out of or in connection with the use, omission or inability to use the information provided in the document.