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COMPANY SECRETARIES ACT, 1980
(1) This Act may be called the Company Secretaries Act, 1980.
(2) It extends to the whole of India.
(3) It shall come into force on such date1 as the Central Government may, by notification in the Official Gazette, appoint.
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1. Came into force on 1st January, 1981, vide S.O. 989(E), dated 27th December, 1980.
(1) In this Act, unless the context otherwise requires,—
(a) “Associate” means an Associate Member of the Institute;
1[(aa) “Authority” means the Appellate Authority referred to in section 22A;
(aaa) “Board means the Quality Review Board constituted under section 29A;]
(b) “Companies Act” means the Companies Act, 1956 (1 of 1956);
(c) “Company Secretary” means a person who is a member of the Institute;
(d) “Council” means the Council of the Institute constituted under section 9;
(e) “dissolved company” means the Institute of Company Secretaries of India registered und
(1) All persons whose names are entered in the Register of the dissolved company immediately before the commencement of this Act and all persons who may hereafter have their names entered in the Register to be maintained under this Act, so long as they continue to have their names borne on the Register to be maintained under this Act, are hereby constituted a body corporate by the name of the Institute of Company Secretaries of India and all such persons shall be known as members of the Institute.
(2) The Institute shall have perpetual succession and a common seal and shall have power to acquire, hold and dispose of property, movable or immovable and shall by its name sue or be sued.
(1) Any of the following persons shall be entitled to have his name entered in the Register, namely:—
(a) any person who immediately before the commencement of this Act was an Associate or a Fellow (including an Honorary Fellow) of the dissolved company;
(b) any person who is a holder of the Diploma in Company Secretaryship awarded by the Government of India;
(c) any person who has passed the examinations conducted by the dissolved company and has completed training either as specified by the dissolved company or as prescribed by the Council, except any such person who is not a permanent resident of India;
(d) any person who has passed such examination and completed such training, as may be prescribed for membership o
(1) The members of the Institute shall be divided into two classes designated respectively as Associates and Fellows.
(2) Any person other than a person to whom the provisions of sub-section (4) apply, shall, on his name being entered in the Register, be deemed to have become an Associate and as long as his name remains so entered, shall be entitled to use the letters “A.C.S.” after his name to indicate that he is an Associate.
1[(3) A person, being an Associate who has been in continuous practice in India as a Company Secretary for at least five years and a person who has been an Associate for a continuous period of not less than five years and who possesses such qualifications or practical experience as the Council may prescribe with a view to ensuring that he has experience equivalent to the experience normally acquired as a result of
(1) No member of the Institute shall be entitled to practice, whether in India or elsewhere, unless he has obtained from the Council a certificate of practice.
(2) A member who desires to be entitled to practice shall make an application in such form and pay such annual fee, for his certificate as may be prescribed which shall not exceed two hundred rupees in any case, and such fee shall be payable on or before the 1st day of April in each year.
Every member of the Institute in practice shall, and any other member may, use the designation of a Company Secretary and, no member using such designation shall use any other description, whether in addition thereto or in substitution therefor:
Provided that nothing in this section shall be deemed to prohibit any such member from adding any other description or letters to his name, if entitled thereto, to indicate membership of such other Institute whether in India or elsewhere as may be recognised in this behalf by the Council, or any other qualification that he may possess, or to prohibit a firm, all the partners of which are members of the Institute and in practice, from being known by its firm name as Company Secretaries.
Notwithstanding anything contained in section 4, a person shall not be entitled to have his name entered in, or borne on the Register if he—
(a) has not attained the age of twenty-one years at the time of his application for the entry of his name in the Register; or
(b) is of unsound mind and stands so adjudged by a competent court; or
(c) is an undischarged insolvent; or
(d) being a discharged insolvent, has not obtained from the court a certificate stating that his insolvency was caused by misfortune without any misconduct on his part; or
(e) has been convicted by a competent court, whether within or without India, of an offence involving moral turpitude and punis
(1) There shall be a Council of the Institute for the management of the affairs of the Institute and for discharging the functions assigned to it by or under this Act.
1[(2) The Council shall be composed of the following persons, namely:—
(a) not more than fifteen persons elected by the members of the Institute, from amongst the Fellows of the Institute chosen in such manner and from such regional constituencies as may be specified:
Provided that a Fellow of the Institute, who has been found guilty of any professional or other misconduct and whose name is removed from the Register or has been awarded penalty of fine, shall not be eligible to contest the election,—
(i) in case of misconduct falling under the First Sc
A member of the Council, elected or nominated under sub-section (2) of section 9, shall be eligible for re-election or, as the case may be, re-nomination:
Provided that no member shall hold the office for more than two consecutive terms:
Provided further that a member of the Council, who is or has been elected as President under sub-section (1) of section 12, shall not be eligible for election or nomination as a member of the Council.]
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1. Subs. by Act 8 of 2006, sec. 7, for sub-section 10 (w.e.f. 8-8-2006). Section 10, before substitution, stood as under:
“10. Mode of election to the Council.—(1) Elections under clause (a) of sub-section (2) of section 9 shall be conducted in the p
In case of any dispute regarding any election under clause (a) of sub-section (2) of section 9, the aggrieved person may make an application within thirty days from the date of declaration of the result of election to the Secretary of the Institute, who shall forward the same to the Central Government.]
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1. Ins. by Act 8 of 2006, sec. 8 (w.e.f. 17-11-2006).
(1) On receipt of any application under section 10A, the Central Government shall, by notification, establish a Tribunal consisting of a Presiding Officer and two other Members to decide such dispute and the decision of such Tribunal shall be final.
(2) A person shall not be qualified for appointment,—
(a) as a Presiding Officer of the Tribunal unless he has been a member of the Indian Legal Service and has held a post in Grade I of the service for at least three years;
(b) as a Member unless he has been a member of the Council for at least one full term and who is not a sitting member of the Council or who has not been a candidate in the election under dispute; or
(c) as a Member unless he holds the post of a Joint Secretary to
If the members of the Institute fail to elect any member under clause (a) of sub-section (2) of section 9 from any of the regional constituency that may be notified under that clause, the Central Government may nominate any duly qualified person from such constituency to fill up the vacancy, and any person so nominated shall be deemed to be a duly elected member of the Council.
(1) The Council at its first meeting shall elect two of its members to be respectively the President and the Vice-President thereof, and so often as the office of the President or the Vice-President falls vacant, the Council shall choose a person to be the President or the Vice-President, as the case may be:
Provided that the President of the Council of the dissolved company shall continue to hold such office after the commencement of this Act, until such time as a President is elected under the provisions of this sub-section.
(2) The President shall be the 1[Head] of the Council.
(3) The President or the Vice-President shall hold office for a period of one year from the date on which he is chosen but so as not to extend beyond his term of office as a member of the Council, and subject to his
(1) Any member of the Council may at any time resign his membership by writing under his hand addressed to the President, and the seat of such member shall become vacant when such resignation is notified in the Official Gazette.
(2) A member of the Council shall be deemed to have vacated his seat if he is declared by the Council to have been absent without sufficient excuse from three consecutive meetings of the Council 1[or he has been found guilty of any professional or other misconduct and awarded penalty of fine] or of any of the Committees which has been constituted by the Council and of which he is a member or if his name is, for any cause, removed from the Register under the provisions of section 20.
(3) A casual vacancy in the office of a member of the Council shall be filled by fresh election from the constituency concerned or b
(1) The duration of any Council constituted under this Act shall be 1[four years] from the date of its first meeting.
(2) Notwithstanding the expiration of the duration of a Council (hereafter in this sub-section referred to as the former Council), the former Council shall continue to exercise its functions under this Act until a new Council is constituted in accordance with the provisions of this Act and on such constitution the former Council shall stand dissolved.
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1. Subs. by Act 8 of 2006, sec. 11, for “three years”.
The Institute shall function under the overall control, guidance and supervision of the Council and the duty of carrying out the provisions of this Act shall be vested in the Council.
(2) In particular, and without prejudice to the generality of the foregoing powers, the duties of the Council shall include—
(a) to approve academic courses and their contents;
(b) the prescribing of fees for the examination of candidates for enrolment;
(c) the prescribing of qualifications for entry in the Register;
(d) the recognition of foreign qualifications and training for purposes of enrolment;
(e) the prescribing of guidelines for gr
The functions of the Institute shall include—
(a) the examination of candidates for enrolment;
(b) the regulation of training of students;
(c) the maintenance and publication of a Register of persons qualified to practice as Company Secretaries;
(d) collection of fees from members, examinees and other persons;
(e) subject to the orders of the appropriate authorities under this Act, the removal of names from the Register and the restoration to the Register of names which have been removed;
(f) the maintenance of a library and publication of books and periodicals relating to management of companies and allied subje
(1) Subject to the provisions of this Act, any Universities established by law or any body affiliated to the Institute, may impart education on the subjects covered by the academic courses of the Institute.
(2) The Universities or bodies referred to in sub-section (1) shall, while awarding degree, diploma or certificate or bestowing any designation, ensure that the award or designation do not resemble or is not identical to one awarded by the Institute.
(3) Nothing contained in this section shall enable a University or a body to adopt a name or nomenclature which is in any way similar to that of the Institute.]
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1. Ins. by Act 8 of 2006, sec. 13 (w.e.f. 17-11-2006).
(1) For the efficient performance of its duties, the Council shall—
(a) appoint a Secretary of the Council to perform such duties as may be prescribed;
(b) appoint a Director (Discipline) to perform such functions as assigned to him under this Act and the rules and regulations framed thereunder;
(c) designate an officer of the Council or the Institute to carry out the administrative functions of the Institute as its chief executive.
(2) The Council may also—
(a) appoint such other officers and employees to the Council and the Institute as it considers necessary;
(b) require and take from the Secretary or from any other of
(1) The Council shall constitute from amongst its members of the following Standing Committees, namely:—
(a) an Executive Committee;
1[(b) a Finance Committee; and]
(c) an Examination Committee.
(2) The Council may also constitute a Training and Educational Facilities Committee, Professional Research and Publications Committee and such other Committees from amongst its members as it deems necessary for the purpose of carrying out the provisions of this Act.
2[(3) Each of the Standing Committees shall consist of the President and the Vice-President ex officio, and minimum of three and maximum of five members to be elected by the Council from amongst its members.]
(1) There shall be established a fund under the management and control of the Council into which shall be paid all moneys (including donations and grants) received by the Council and out of which shall be met all expenses including any donations made and liabilities properly incurred by the Council.
(2) The Council may invest any money for the time being standing to the credit of the fund in any Government security or in any other security approved by the Central Government.
1[(3) The Council shall keep proper accounts of the fund distinguishing capital from revenue in the manner prescribed.
(4) The Council shall prepare in the manner prescribed and approve, prior to the start of the financial year, an annual financial statement (the budget indicating all its anticipated revenues as well as al
(1) The Council shall maintain in the prescribed manner a Register of the members of the Institute.
(2) The Register shall include the following particulars about every member of the institute, namely:—
(a) his full name, date of birth, domicile, residential and professional addresses;
(b) the date on which his name is entered in the Register;
(c) his qualifications;
(d) whether he holds a certificate of practice; and
(e) any other particulars which may be prescribed.
(3) The Council shall cause to be published in such manner as may be prescribed a list of members of the Instit
(1) The Council may remove from the Register the name of any member of the Institute—
(a) who is dead; or
(b) from whom a request has been received to that effect; or
(c) who has not paid any prescribed fee required to be paid by him; or
(d) who is found to have been subject at the time when his name was entered in the Register, or who at any time thereafter has become subject to any of the disabilities mentioned in section 8, or who for any other reason has ceased to be entitled to have his name borne on the Register.
(2) The Council shall remove from the Register the name of any member in respect of whom an order has been passed under this Act removing him from membership
(1) The Council shall, by notification, establish a Disciplinary Directorate headed by an officer of the Institute designated as Director (Discipline) and such other employees for making investigations in respect of any information or complaint received by it.
(2) On receipt of any information or complaint alongwith the prescribed fee, the Director (Discipline) shall arrive at a prima facie opinion on the occurrence of the alleged misconduct.
(3) Where the Director (Discipline) is of the opinion that a member is guilty of any professional or other misconduct mentioned in the First Schedule, he shall place the matter before the Board of Discipline and where the Director (Discipline) is of the opinion that a member is guilty of any professional or other misconduct mentioned in the Second Schedule or in both the Schedules, he shall place th
(1) The Council shall constitute a Board of Discipline consisting of—
(a) a person with experience in law and having knowledge of the disciplinary matters and the profession, to be its presiding officer;
(b) two members one of whom shall be a member of the Council elected by the Council and the other member shall be the person designated under clause (c) of sub-section (1) of section (16);
(c) the Director (Discipline) shall function as the Secretary of the Board.
(2) The Board of Discipline shall follow summary disposal procedure in dealing with all the cases before it.
(3) Where the Board of Discipline is of the opinion that a member is guilty of a professional or other misconduc
(1) The Council shall constitute a Disciplinary Committee consisting of the President or the Vice-President of the Council as the Presiding Officer and two members to be elected from amongst the members of the Council and two members to be nominated by the Central Government from amongst the persons of eminence having experience in the field of law, economics, business, finance or accountancy:
Provided that the Council may constitute more Disciplinary Committees as and when it considers necessary.
(2) The Disciplinary Committee, while considering the cases placed before it, shall follow such procedure as may be specified.
(3) Where the Disciplinary Committee is of the opinion that a member is guilty of a professional or other misconduct mentioned in the Second Schedule or both the First Schedu
For the purposes of an inquiry under the provisions of this Act, the Authority, the Disciplinary Committee, Board of Discipline and the Director (Discipline) shall have the same powers as are vested in a civil court under the Code of Civil Procedure, 1908 (5 of 1908), in respect of the following matters, namely:—
(a) summoning and enforcing the attendance of any person and examining him on oath;
(b) the discovery and production of any document; and
(c) receiving evidence on affidavit.
Explanation.—For the purposes of sections 21, 21A, 21B, 21C and 22, “member of the Institute” includes a person who was a member of the Institute on the date of the alleged misconduct although he has ceased to be a member of the Institute at the
All complaints pending before the Council or any inquiry initiated by the Disciplinary Committee or any reference or appeal made to a High Court prior to the commencement of the Company Secretaries (Amendment) Act, 2005 shall continue to be governed by the provisions of this Act, as if this Act had not been amended by the Company Secretaries (Amendment) Act, 2005.]
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1. Ins. by Act 8 of 2006, sec. 20 (w.e.f. 17-11-2006).
For the purposes of this Act, the expression “professional or other misconduct” shall be deemed to include any act or omission provided in any of the Schedules, but nothing in this section shall be construed to limit or abridge in any way the power conferred or duty cast on the Director (Discipline) under sub-section (1) of section 21 to inquire into the conduct of any member of the Institute under any other circumstances.]
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1. Subs. by Act 8 of 2006, sec. 21, for section 22 (w.e.f. 17-11-2006). Section 22, before substitution, stood as under:
‘22. Professional misconduct defined.—For the purposes of this Act, the expression “professional misconduct” shall be deemed to include any act or omission specified in any of the Sche
(1) The Appellate Authority constituted under sub-section (1) of section 22A of the Chartered Accountants Act, 1949 (38 of 1949), shall be deemed to be the Appellate Authority for the purposes of this Act subject to the modification that for clause (b) of said sub-section (1), the following clause had been substituted, namely:—
“(b) the Central Government shall, by notification appoint two part-time members from amongst the persons who have been members of the Council of the Institute of Company Secretaries of India for at least one full term and who is not a sitting member of the Council.”]
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1. Ins. by Act 8 of 2006, sec. 22 (w.e.f. 17-11-2006).
A person appointed as a member shall hold office for a term of three years from the date on which he enters upon his office or until he attains the age of sixty-two years, whichever is earlier.]
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1. Ins. by Act 8 of 2006, sec. 22 (w.e.f. 17-11-2006).
The provisions of section 22C, section 22D and section 22F of the Chartered Accountants Act, 1949 (38 of 1949), shall apply to the Authority in relation to allowances and terms and conditions of service of its Chairperson and members, and in the discharge of its functions under this Act as they apply to it in the discharge of its functions under the Chartered Accountants Act, 1949.]
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1. Ins. by Act 8 of 2006, sec. 22 (w.e.f. 17-11-2006).
(1) The Council shall make available to the Authority such officers and other staff members as may be necessary for the efficient performance of the functions of the Authority.
(2) The salaries and allowances and conditions of service of the officers and other staff members of the Authority shall be such as may be prescribed.]
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1. Ins. by Act 8 of 2006, sec. 22 (w.e.f. 17-11-2006).
(1) Any member of the Institute aggrieved by any order of the Board of Discipline or the Disciplinary Committee imposing on him any of the penalties referred to in sub-section (3) of section 21A and sub-section (3) of section 21B, may within ninety days from the date on which the order is communicated to him, prefer an appeal to the Authority:
Provided that the Director (Discipline) may also appeal against the decision of the Board of Discipline or the Disciplinary Committee to the Authority if so authorised by the Council, within ninety days:
Provided further that the Authority may entertain any such appeal after the expiry of the said period of ninety days, if it is satisfied that there was sufficient cause for not filing the appeal in time.
(2) The Authority may, after calling for the recor
(1) For the purpose of advising and assisting it on matters concerning its functions, the Council may constitute such Regional Councils as and when it deems fit for one or more of the regional constituencies that may be notified by the Central Government under clause (a) of sub-section (2) of section 9.
(2) The Regional Councils shall be constituted in such manner and exercise such functions as may be prescribed.
(3) Notwithstanding anything contained in this section, each Regional Council of the dissolved company shall, on the commencement of this Act, become the Regional Council of the Institute for the area for which it was functioning as a Regional Council immediately before such commencement and shall function as such—
(i) for a period of two years from such commencement, or
&
Subject to the provisions of section 7, any person who,—
(a) not being a member of the Institute,—
(i) represents that he is a member of the Institute; or
(ii) uses the designation “Company Secretary”; or
(iii) uses the letters “A.C.S.” or “F.C.S.” after his name; or
(b) being a member of the Institute, but not having a certificate of practice, represents that he is in practice or practises as a Company Secretary,
shall be punishable on first conviction with fine which may extend to one thousand rupees, and on any subsequent conviction with imprisonment which may extend to six months, or with fine which ma
(1) Save as otherwise provided in this Act, no person shall—
(a) use a name or a common seal which is identical with the name or the common seal of the Institute or so nearly resembles it as to deceive or as is likely to deceive the public;
(b) award any degree, diploma or certificate or bestow any designation which indicates or purports to indicate the position or attainment of any qualification or competence in Company Secretaryship similar to that of a member of the Institute; or
(c) seek to regulate in any manner whatsoever the profession of Company Secretaries.
(2) Any person contravening the provisions of sub-section (1) shall, without prejudice to any other proceedings which may be taken against him, be punishable on f
(1) No company, whether incorporated in India or elsewhere, shall practise as Company Secretaries.
(2) Any company contravening the provisions of sub-section (1) shall be punishable on first conviction with fine which may extend to one thousand rupees, and on any subsequent conviction with fine which may extend to five thousand rupees.
(1) No person other than a member of the Institute shall sign any document on behalf of a Company Secretary in practice or a firm of such Company Secretaries in his or its professional capacity.
1[(2) Any person who contravenes the provisions of sub-section (1) shall, without prejudice to any other proceedings which may be taken against him, be punishable on first conviction with a fine not less than five thousand rupees but which may extend to one lakh rupees, and in the event of a second or subsequent conviction with imprisonment for a term which may extend to one year or with a fine not less than ten thousand rupees but which may extend to two lakh rupees or with both.]
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1. Subs. by Act 8 of 2006, sec. 24, for sub-section (2) (w.e.f. 8
(1) If the person committing an offence under this Act is a company, the company as well as every person in charge of, and responsible to, the company for the conduct of its business at the time of the commission of the offence shall be deemed to be guilty of the offence and shall be liable to be proceeded against and punished accordingly:
Provided that nothing contained in this sub-section shall render any such person liable to any punishment if he proves that the offence was committed without his knowledge or that he had exercised all due diligence to prevent the commission of such offence.
(2) Notwithstanding anything contained in sub-section (1), where an offence under this Act has been committed by a company and it is proved that the offence has been committed with the consent or connivance of, or that the commission of the offence
No person shall be prosecuted under this Act except on a complaint made by or under the order of the Council or of the Central Government.
The Central Government shall, by notification, constitute a Quality Review Board consisting of a Chairperson and four other members.
(2) The Chairperson and members of the Board shall be appointed from amongst the persons of eminence having experience in the field of law, economics, business, finance or accountancy.
(3) Two members of the Board shall be nominated by the Council and other two members shall be nominated by the Central Government.]
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1. Section 29A ins. by Act 8 of 2006, sec. 25 (w.e.f. 17-11-2006).
The Board shall perform the following functions, namely:—
(a) to make recommendations to the Council with regard to the quality of services provided by the members of the Institute;
(b) to review the quality of services provided by the members of the Institute including secretarial services; and
(c) to guide the members of the Institute to improve the quality of services and adherence to the various statutory and other regulatory requirements.]
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1. Section 29B ins. by Act 8 of 2006, sec. 25 (w.e.f. 17-11-2006).
The Board shall meet at such time and place and follow in its meetings such procedure as may be specified.]
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1. Section 29C ins. by Act 8 of 2006, sec. 25 (w.e.f. 17-11-2006).
(1) The terms and conditions of service of the Chairperson and the members of the Board, and their allowances shall be such as may be specified.
(2) The expenditure of the Board shall be borne by the Council.]
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1. Section 29D ins. by Act 8 of 2006, sec. 25 (w.e.f. 17-11-2006).
[Rep. by the Company Secretaries (Amendment) Act, 2006 (8 of 2006), sec. 26 (w.e.f. 17-11-2006).]]
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1. Section 30, before repeal, stood as under:
‘30. Appeal.—(1) Any member of the Institute aggrieved by any order of the Council imposing on him any of the penalties referred to in clause (a) or clause (b) of sub-section (4) of section 21, may, within thirty days of the date on which the order is communicated to him, prefer an appeal to the High Court:
Provided that the High Court may entertain any such appeal after the expiry of the said period of thirty days, if it is satisfied that the member was prevented by sufficient cause from filing the appeal in time.
On the commencement of this Act—
(a) the company known as the Institute of Company Secretaries of India registered under the Companies Act shall stand dissolved and thereafter no person shall make, assert or take any claims or demands or proceedings against the dissolved company or against any officer thereof in his capacity as such officer except in so far as may be necessary, for enforcing the provisions of this Act;
(b) the right of every member to, or in respect of, the dissolved company shall be extinguished, and thereafter no member of that company shall make, assert or take any claims or demands or proceedings in respect of that company except as provided in this Act.
(1) On the commencement of this Act, there shall be transferred to and vested in the Institute all the assets and liabilities of the dissolved company.
(2) The assets of the dissolved company shall be deemed to include all rights and powers, and all property, whether movable or immovable, of that company, including in particular, cash balances, reserve funds, investments, deposits and all other interests and rights in or arising out of such property as may be in the possession of the dissolved company and all books of accounts, papers or documents of the dissolved company; and the liabilities shall be deemed to include all debts, liabilities and obligations of whatever kind then existing of that company.
(3) All contracts, debts, bonds, agreements and other instruments of whatever nature to which the dissolved company is a party, subsist
(1) Every person employed in the dissolved company and continuing in its employment immediately before the commencement of this Act shall, as from such commencement, become an employee of the Institute, shall hold his office or service therein by the same tenure and upon the same terms and conditions and with the same rights and privileges as to pension and gratuity as he would have held the same under the dissolved company if this Act had not been passed, and shall continue to do so unless and until his employment in the Institute is terminated or until his remuneration, terms and conditions of employment are duly altered by the Institute.
(2) Notwithstanding anything contained in the Industrial Disputes Act, 1947 (14 of 1947), or in any other law for the time being in force, the transfer of the services of any employee of the dissolved company to the Institute shall not entitle a
(1) Where an order is made under this Act reprimanding a member, record of the punishment shall be entered against his name in the Register.
(2) Where the name of any member is removed, the certificate of practice granted to him under this Act shall be recalled and cancelled.
(1) The Central Government may, from time to time, issue such directions to the Council as in the opinion of the Central Government are conducive to the fulfillment of the objects of this Act and in the discharge of its functions, the Council shall be bound to carry out any such directions.
(2) Directions issued under sub-section (1) may include directions to the Council to make any regulations or to amend or revoke any regulations already made.
(3) If, in the opinion of the Central Government, the Council has persistently committed default in giving effect to the directions issued under this section, the Central Government may, after giving an opportunity to the Council to state its case, by order, dissolve the Council, whereafter a new council shall be constituted in accordance with the provisions of this Act with effect from such date
No suit, prosecution or other legal proceeding shall lie against the Central Government or the Council or the Authority or the Disciplinary Committee or the Tribunal or the Board or the Board of Discipline or the Disciplinary Directorate or any officer of that Government, Council, Authority, Disciplinary Committee, Tribunal, Board, Board of Discipline, or the Disciplinary Directorate, for anything which is in good faith done or intended to be done under this Act or any rule, regulation, notification, direction or order made thereunder.]
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1. Subs. by Act 8 of 2006, sec. 27, for section 36 (w.e.f. 17-11-2006). Section 36, before substitution, stood as under:
“36. Protection of action taken in good faith.—No suit, prosecution o
The Chairperson, Presiding Officer, members and other officers and employees of the Authority, Disciplinary Committee, Tribunal, Board, Board of Discipline or the Disciplinary Directorate shall be deemed to be public servants within the meaning of section 21 of the Indian Penal Code (45 of 1860).]
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1. Ins. by Act 8 of 2006, sec. 28 (w.e.f. 17-11-2006).
(1) Where a Company Secretary in practice or a firm of such Company Secretaries has more than one office in India, each one of such offices shall be in the separate charge of a member of the Institute:
Provided that the Council may in suitable cases exempt any Company Secretary in practice or firm of such Company Secretaries from the operation of this sub-section.
(2) Every Company Secretary in practice or firm of such Company Secretaries maintaining more than one office shall send to the Council a list of offices and the persons in charge thereof and shall keep the Council informed of any changes in relation thereto.
(1) Where any country, notified by the Central Government in this behalf in the Official Gazette, prevents persons of Indian domicile from becoming members of any institution similar to the Institute established under this Act or from practising the profession of Company Secretaryship or subjects them to unfair discrimination in that country, no subject of any such country shall be entitled to become a member of the Institute or practise the profession of Company Secretaries in India.
(2) Subject to the provisions of sub-section (1), the Council may prescribe the conditions, if any, subject to which foreign qualifications relating to Company Secretaryship shall be recognised for the purposes of entry in the Register.
(1) The Central Government may, by notification, make rules to carry out the provisions of this Act.
(2) In particular, and without prejudice to the generality of the foregoing powers, such rules may provide for all or any of the following matters, namely:—
(a) the manner of election and nomination in respect of members to the Council under sub-section (2) of section 9;
(b) the terms and conditions of service of the Presiding Officer and Members of the Tribunal, place of meetings and allowances to be paid to them under sub-section (3) of section 10B;
(c) the procedure of investigation under sub-section (4) of section 21;
(d) the procedure while considering the cases by the
(1) The Council may, by notification in the Gazette of India, make regulations for the purpose of carrying out the provisions of this Act.
(2) In particular and without prejudice to the generality of the foregoing power, such regulations may provide for all or any of the following matters, namely:—
(a) the professions that may be recognised under sub-section (2) of section 2 and 1[items (2)] and (4) of Part I of the First Schedule;
(b) the examinations and training for the purposes of clauses (c), (d) and (e) of sub-section (1) of section 4;
(c) the manner of making an application and granting thereof under sub-section (3) of section 4 or sub-section (3) of section 5;
(d) t
Every rule and every regulation made and every notification issued under this Act shall be laid, as soon as may be after it is made or issued, before each House of Parliament, while it is in session, for a total period of thirty days which may be comprised in one session or in two or more successive sessions, and if, before the expiry of the session immediately following the session or the successive sessions aforesaid, both Houses agree in making any modification in the rule, regulation or notification, or both Houses agree that the rule, regulation or notification should not be made, or issued, the rule, regulation or notification shall thereafter have effect only in such modified form or be of no effect, as the case may be; so, however, that any such modification or annulment shall be without prejudice to the validity of anything previously done under that rule, regulation or notification.]
1[The First Schedule
[See sections 21(3), 21A(3) and 22]
Part I
A Company Secretary in practice shall be deemed to be guilty of professional misconduct, if he—
(1) allows any person to practise in his name as a Company Secretary unless such person is also a Company Secretary in practice and is in partnership with or employed by him;
(2) pays or allows or agrees to pay or allow, directly or indirectly, any share, commission or brokerage in the fees or profits of his professional business, to any person other than a member of the Institute or a partner or a retired partner or the legal representative of a deceased partner, or a member of any other professional body or with such other perso
1[The Second Schedule
[See sections 21(3), 21B(3) and 22]
Part I
A Company Secretary in practice shall be deemed to be guilty of professional misconduct, if he—
(1) discloses information acquired in the course of his professional engagement to any person other than his client so engaging him, without the consent of his client, or otherwise than as required by any law for the time being in force;
(2) certifies or submits in his name, or in the name of his firm, a report of an examination of the matters relating to company secretarial practice and related statements unless the examination of such statements has been made by him or by a partner or an employee in his firm or by another Compa
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