CHAIRPERSON’S MESSAGE

“Investing in yourself is the best investment you will ever make. It will not only improve your life, it will improve the lives of all those around you.”

―Robin Sharma

My Dear Esteemed Friends,

Greetings from GhaziabadChapter of ICSI

I welcome all my professionalcolleagues and students aftera joyous festive season, takingthe spirit from festive feel,let’s pledge as CompanySecretaries to vanquish thedarkness in the annals ofbusiness and remove themwith the light of fair andtransparent corporategovernance policies.

Learning is essential to ourexistence. Just like foodnourishes our bodies,information and continuedlearning nourishes our minds.Lifelong learning is anindispensable tool for everycareer and organization.

“The only thing that isconstant is change” -Heraclitus.

Keeping in mind theinterest of all thestakeholders, Ministry ofCorporate Affairs with aview of enhancingtransparency incompliances and boostingthe overall ease of doingbusiness among thecorporates, hasimplemented themonitoring of complianceson a real time basisthrough an artificialintelligence basedmechanism called the MCACompliance MonitoringSystem (MCA-CMS). Thissystem will lead to timelyidentification of noncompliances and thus aneffective implementationof the penal mechanismunder Companies Act 2013.

Ghaziabad Chapter of NIRCof ICSI

NAVCHETNA (नवचेतना )GHAZIABAD CHAPTER (E NEWSLETTER)

OCTOBER

2019

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Ghaziabad Chapter

Of NIRC Of ICSI

Chairperson

CS Aarti Jain

Vice Chairperson

CS Sakshi Mittal

Secretary

CS Sonal Jain

Treasurer

CS Pooja Bhasin

Members

CS Nimisha Madan

CS Charu Gupta

CS Arjunn Kumar Tyagi

Editors for this issue

CS Aarti Jain

CS Sonal Jain

Ghaziabad Chapter of NIRC of

ICSI,

B-23, Nehru Apartment, Nehru

Nagar,

Ghaziabad – 201 001

Tel: 0120-4559681

Email ID: ghaziabad@icsi.edu

Chapter Office Staff

Mr. Vinay Kumar

Mr. Anil Upadhyay

Mr. Rahul Verma

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OCTOBER 2019

However, the other side of the coin alsoneeds to be considered here and that is theneed for the Compliance Professionals togear up and upgrade themselves so as tocope up with the strengthened Complianceregime.

Professional upgradation will help us indevising better skills for due delligence,ultimately helping us in avoiding any sort ofnegligence on our parts in compliance withthe provisions of the Companies Act ,2013thereby protecting our respective companies/clients and other stakeholders from risk ofmonetary penalties as well as loss ofreputation or goodwill.

“Life is growth. If we stop growing,technically and spiritually, we are as goodas dead.”―Morihei Ueshiba

This calls for a greater focus on Professionalskill development on a continuous basis byall of us and that would require a collective,conscious efforts on a continuous basis.Foreseeing such needs of the present timesand the times to come, your Chapter, underthe guidance of our Institute, has beenconstantly making endeavours to provideregular opportunities to our members toupdate themselves with the latest changes inthe Compliance regime with greater focus onpractical aspects thereto.

Along with my esteemed members in council, welook forward to your support to these initiativesby way of greater participation in the saidprograms and events. And by our united, selflessand continuous efforts we can achieve our dreamsfor success of ICSI and progression thereon willmake it superlative.

Let us just SHINE together and bring more gloryto this GLORIOUS Profession.

“Growth is never by mere chance; it is the resultof forces working together.”-James Cash Penney

Happy Reading

Yours sincerely,

CS Aarti Jain

Chairperson Ghaziabad Chapter of NIRC ofICSI.

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S. No Particulars Page No.1. Chairperson’s Message 012. Past Event Photographs 043. Members & Students Corner(i) Foreign resident and their directorships in Indian Companies

by CS Prasenjit Sarkar 09(ii) Drivers of Economic Growth and Nation Building

by CS Shukla Bansal 12(iii) GST Updates by CS Payal Katharia 17(iv) Its so late –why still in office? by Mr. Trigun Sharma 18

4. Legal Updates by CS Anjali Kansal and Ms. Shweta Dwidedi 205. Article on “Spine & Chronic Pain “by Dr. Anurag Aggarwal 236. Career Awareness Program 257. Health Initiatives 268. Oral Tution Classes (Foundation) 279. Oral Tution Classes (Executive ) 28

INDEX

OCTOBER 2019

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Ghaziabad Chapter organized Debate Competition at Chapter Office on October 14, 2019

PAST EVENTS PHOTOGRAPHS

OCTOBER 2019

OCTOBER 2019

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Ghaziabad Chapter organized “Video Lecture – Session on Goods and Service Tax- Concept of Supply and Input Tax Credit” at Chapter Office on

October 21, 2019

OCTOBER 2019

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Rangoli making by foundation students on “Diwali Poojan” organized by Ghaziabad Chapter of NIRC of ICSI on October 25, 2019

OCTOBER 2019

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“Diwali Poojan” organized by Ghaziabad Chapter of NIRC of ICSI on October 25, 2019

OCTOBER 2019

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The birth anniversary of Sardar Vallabhbhai Patel was observed as ‘Rashtriya Ekta Diwas/National Unity Day’ by Ghaziabad Chapter of NIRC

of ICSI and taken a pledge on October 31, 2019

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Introduction

India is emerging as a preferred globaldestination for setting up operations.Generally, the best option for from legalstructure perspective is a private limitedcompany in India. Since globalizationhappened in India, the Indian subsidiaries offoreign companies tend to depute theirtrusted foreign personnel / non-residentIndians working with them as office-bearersin India in form of directors or managerialpersonnel.

As per applicable Indian legislations viz.Companies Act 2013, Foreign ExchangeManagement Act, 1999 (FEMA), Securitiesand Exchange Board of India Act, 1992(the SEBI Act), there are no restrictions for aforeign national or non-resident Indian(Foreign Director) to become a director in anIndian company, subject to fulfillment ofprescribed conditions.

Directors: The Compliance Custodian

A company, being an artificial person, ismanaged and controlled by its designatedofficials called the directors of the company.The term “director” has been defined in aninclusive manner in the Companies Act as a“director appointed to the board of acompany”. Directors may either be: (a)executive directors i.e. a managing directoror whole-time directors who are in wholetime employment with the company or (b)non-executive directors.

The directors are meant to supervise andregulate the management of the companyas well as to protect the interests of theshareholders of the company.

Companies Act, FEMA and the SEBI Actimpose specific responsibilities andfiduciary duties to ensure that thecompany remains compliant with therequirements of the law and the that thestakeholder’s interests are protected.

Foreign Directors: A new chair ofresponsibility

Nationality is not a barrier per se for beingappointed as a director in an Indiancompany. However, under the newCompanies Act, minimum one directorfrom the board of directors needs to anIndian resident.

A Foreign Director can be appointedeither by the Board or the shareholders ofthe company. Managing Director (MD),Whole-time Director (WTD) are entrustedwith substantial powers in the board ofdirectors in order to carry out themanagement decision for and on behalf ofthe company. Their appointment issubject to shareholders’ approval exceptin case of private companies.

CS PRASENJEET

SARKAR

FCS, M.COM, LLB, MBA,

Regulatory and FEMA Expert, Grant Thornton India

OCTOBER 2019

FOREIGN RESIDENT AND THEIR DIRECTORSHIPS IN

INDIAN COMPANIES

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Any person including a Foreign Director musthave a Digital Signature Certificate (DSC) anda valid Director Identification Number (DIN).Further, their appointment and resignationhave to be reported to the Registrar ofCompanies within 30 days of such event.

Although provisions under FEMA have nosuch additional requirement around theappointment however, to act as a ManagingDirector or a Whole Time Director, theperson shall hold a valid employment visa inIndia.

Remuneration: The reward towards theirresponsibilities

While a director is paid as per his agreementwith the company, limits on managerialremuneration have been defined in certaincases under Companies Act for publiccompanies:

Sitting fees for Directors: A company maypay sitting fee of maximum INR 100,000 forattending each meeting of the board orcommittees thereof.

Managerial Remuneration: The limits forManagerial Remuneration has beenprescribed under the Companies Act. In caseof inadequate profits, special resolution(private companies are exempted) of theshareholders will be required. Even in case oflisted companies, very recently, requirementof seeking Central Government approval hasbeen done away with.

Under FEMA, Indian companies are free to pay subject to tax deduction at source the foreign directors sitting fees, remuneration, commission, travel expenses just like any other director. Needless to mention, Indian tax provisions does apply to any remuneration paid.

As per the SEBI Act, the companies are required to disclose director remuneration through prescribed forms and undertakings.

Directors and self-discipline

A director has to ensure that disclosuresand declarations as prescribed under theapplicable laws are submitted with theregulators. A director is required to attendat least one board meeting eitherphysically or through video conferenceeach year. Failure would result in vacationof his office as a director. Mere seekingleave of absence will not suffice under thenew Companies Act. A person can beappointed as a director in maximum 20companies at any given point, out ofwhich a maximum of 10 companies can bepublic companies.

As per the Companies Act, a ManagingDirector and a Whole Time Director mustbe staying in India for last 12 monthsbefore the date of appointment,irrespective of their nationality and musthave come on appropriate visa to India.

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KYC requirement for Directors

The Ministry of Corporate Affairs hasrecently introduced a requirement toconduct the annual KYC (up to date Identityand address proofs) for all the Directorsholding Director Identification Number.

Conclusion

Self-governance, transparency andshareholder empowerment are cornerstonesof the Indian corporate law. Accordingly,adequate safeguards have been built fordisclosures and regular filings.

Government is reposing trust on the collectivewisdom of the shareholders and minimizing itsown role in regulating a company.India haswitnessed a considerable change in therequirements in respect relating to directors.Therefore, it is imperative that foreing directorsshould take note of the same and remaincompliant.

OCTOBER 2019

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Company Secretaries (CS) as the namesuggests are the professionals who keeps thesecrets of the company and acting as powerboosters for the companies to encouragetheir plans and ensures its smoothaccomplishment with complying allapplicable laws in the field.

These professionals get birth in the year1980 by the Company Secretaries Act, 1980.Under this act The Institute of CompanySecretaries of India (ICSI) came in existence.Institute produces high caliber professionals,who can tackle all situations in day to dayaffairs of the company which may causeeven shut down of the company.

In the older days, corporate secretary wassynonymous to a stereotypical man orwoman assisting a board chair or executivedirector or working like a personal secretaryto them. Owing to the recent changes incorporate governance, today’s corporatesecretary is responsible for all that and muchmore.

The responsibilities of the modern daycompany secretary have evolved from thatof a “note taker” at board meetings or“administrative servant of the Board” to thatof a “Board Advisor” responsible for theorganization’s corporate governance.

The Board, particularly the chairman, relieson the company secretary to advise themnot only on the directors’ statutory duties asper the law, but also disclosure obligationsand listing rule requirements in respect ofcorporate governance requirements andpractices and effective board processes. Thisspecialized role of the modern companysecretary has emerged to position them asone of the key governance professionalswithin the organization.

Evolution of the role of CompanySecretaries

Historically, a company secretary’s corecompetence has been in compliance andcorporate governance. They are nowpopularly known as governanceprofessionals in capital markets, and morefrequently called upon to guide thecorporate board on various strategic,governance and compliance issues related tothe capital markets,

Due to globalization ,the Corporate sectorhas recognized the role of companysecretaries. Corporate managements areconstituted by corporate executives of multidiscipline

CS SHUKLA BANSAL FCMA,FCS, MCOMPractising Company Secretary

Company Secretaries -Drivers of Economic Growth and Nation Building

OCTOBER 2019

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professionals having dynamism and visionfor the effective role of moulding andshaping the corporate sector under anydemanding situation.

With the increased professionalization ofcorporate management in the context ofmodern corporate culture, companysecretaries play a key role in guiding andshaping the distinct corporate entity,engaging him. He is often looked upon as aSenior Management Professional who isexpected to discharge a wide range ofresponsibilities.

It is clear from the foregoing discussion thatcompany secretaries have come to beaccepted by all as an independent andindispensable professional. The role ofcompany secretary has not merely changed;it has transformed itself into newdimensions. The changes have terrified newchallenges and tasks; that spur theprofessional instincts of a company secretaryto identify himself with the whole ofbusiness

In a decentralized and liberalized economicand legal environment, the role of acompany secretary assumes greatersignificance and arduous responsibility. Acompany secretary is no more now acompany law secretary. Though complianceof corporate laws is an important functionof a company secretary, his role does notcommence and end with mere complianceof laws

In addition to some of the duties that aremore familiar to the role of the corporatesecretary, like preparing for meetings,planning agendas, conducting board andgeneral meetings, taking minutes and storingrecords, secretaries in today’s corporateworld have many legal duties.

The corporate secretary must make surethat the organization conducts business andmanages its affairs according to the bylaws.As mentioned

earlier, they need to know and be able tocomprehend existing and new laws, and theyneed to be able to communicate thatinformation to the board directors andmanagers. It’s not uncommon for corporatesecretaries to be an integral part ofdiscussions with the CEO, executive director,board chair and attorneys regarding legalmatters.

Corporate secretaries also have manyimportant responsibilities to theshareholders. They are responsible formaking sure dividends are paid, carrying outmatters concerning share allotment, issuingshare certificates and managing sharetransfers. The corporate secretary is also themain communicator to the shareholdersupon the advice and recommendation of theCEO or executive director and the boardchair. They are now known as corporategovernance professionals in capital markets.

Company secretaries have helped thestakeholders to form their companies on thespot and have guided them with theirbusiness outfits.

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Angel investors, joint venture partners, andinvestors from abroad have consulted themon varied subjects like Companies Act,Corporate Restructuring, LLP, FEMA, ListingRegulations, and Agreements like JointVenture, Scheme of Arrangements andCompromise etc.

A company secretary is responsible fordrafting policies and procedures for thecompany. The board gets assistance from acompany secretary on how to formulate andimplement such procedures and policies.

He/she communicates such policies toshareholders. A CS executive also helps thecompany in formulating and implementingstrategies.

A company secretary also plays the role ofan Official legal advisor. He/she advises thecompany/organization about legal matters.The company secretary course enables thecandidate to understand and practice variousbusiness laws which businesses areconcerned about. Knowing about the variouslaws ensures that the company does notviolate any rule unknowingly. There aremany operational and financial rules,procedures and policies that the companyhas to follow. Non adherence may have anadverse result on the company'sperformance and reputation. A companysecretary makes sure that everything is doneaccordingly.

•

International Perspective:-

Many Company Secretaries are alreadyworking in various countries like the US,Canada, UK, Singapore, Malaysia,Thailand, Australia, New Zealand, Middle-east, Africa, etc. With their research andlegal bent of mind, their employers haverecognized their professional skill sets.They also possess managerial capabilitiesand analytical skills.

After the globalization of servicesthrough WTO and GATS, the field isopening in various countries for practicingCompany Secretaries as well. India isentering into bilateral ComprehensiveEconomic Cooperation Agreements withcountries like Singapore, Malaysia,Thailand, and Mauritius etc. Theseagreements recognize CompanySecretaries for free movement ofprofessionals across borders. ICSI hasentered into a MoU with the Institute ofChartered Secretaries and Administrators,UK. This MoU recognizes CompanySecretaries of both the countries oncertain conditions. The process ofglobalization and the process ofcomprehensive economic cooperationthat India is initiating has also set inmotion mutual recognition agreementsbetween the ICSI and Institutes governingthe profession in various other countries.This is opening up the world to CompanySecretaries.

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MOU with ICSA, London the ICSI and theInstitute of Chartered Secretaries andAdministrators, UK (ICSA) after satisfying thehigh standards of examination andappreciating each other’s activities inpromoting the best practices in CompanySecretaries and professional education &administration signed an MOU whichprovides for reciprocal exemptions onmutual basis.

Company Secretaries helping in NationBuilding and Economic development

Change is new constant that is required forNation Building. The speed and the tenor,with which the changes are happening incorporate world, make it imperative forprofessionals to keep pace with thesechanges in all their dimensions to surgeahead. We are moving to a new age ofeconomic revolution where capital,communications, economic and trade policy,human resources, marketing, advertising andbrands, all have global dimensions. Thisglobally changing business dynamicspresents an entirely new paradigmdemanding continuous learning, strategies,confronting challenge, adjusting values,changing perspectives and attitudes.

Changes in society, markets, and technologyand consumer preferences are compellingthem to clarify their values, deviseinnovative strategies and new ways ofoperating. The continuous learning,unlearning and relearning process is

Corporate India plays a key role in nationbuilding, and corporate governance is anintegral part of the broader governance ofthe country. Corporate governancepractices, in today’s era, play a major rolein recognizing leading corporates aspromising entrepreneurs, emerging SMEsand the broader community at large.However, further probing showcasesongoing impediments that are hinderinggrowth. No doubt, most leadingcorporates adhere to rules andregulations, but they will likely standscrutiny when their governance practicesare examined. Delving deeper will showthat while the letter of the law may havebeen followed, the spirit of regulationsturns out to be biased. This is where thecontention between letter and spirit stepsin.

Secretarial audit has been the core areafor company secretaries. The Committee,recognizing that secretarial functions arecritical to efficient board functioning,recommended that not only shouldsecretarial audit be made compulsory forall listed entities but the same may beextended to all material unlisted Indiansubsidiaries. This is in line with the themeof strengthening group oversight andimproving compliance at a group levelDuring the recent golden jubilee yearcelebrations of ICSI, PrimeMinister Narendra Modi applauded thefact that the advice given by a companysecretary is key towards impacting thecorporate governance scenario.

OCTOBER 2019

Continuing this spirit, the Sebi recommendationspertaining to the members of ICSI have givenimpetus and pace to the significance of theactivities undertaken by ICSI in general and themembers in particular.

Further, the Make in India program initiated byGovernment of India includes major newinitiatives design to facilitate investment, fasterinnovation, protect intellectual investment andbuild best in class manufacturing infrastructure.The digitalization and corporate governance arealso the few steps taken which helps in nationbuilding. Under the MCA Paradigm, all the Filingprocesses have been moved from manual todigital processes.

The role and responsibility of the CompanySecretaries have been evolving and at the currenttimes, he/she is required to be futuristic, strategistand a value multiplier. The Company Secretariesare now also responsible with respect to theinvestors and the regulators and in process haveto also ensure high standards of ethics andgovernance. In order to build the nation, theeconomy has to be accelerated and this can bedone by way of capital infusion and capitalmultiplication for which the business communityshould have confidence.

Conclusion:

Thus, we can say that the CompanySecretaries have come a long way frombeing conscience keeper to complianceofficer and now governance professionals.Having earned the trust and confidence ofthe Government, the regulators and thecorporate sector as watchdog forgovernance architecture, the time hasarrived when the Company Secretaries lookbeyond to step in a leadership role inguiding the corporates as change agent.They are playing a positive role by helpingthe Boards as a shareholder, acting as awhistle blower where they find certainfrauds or unethical practices going on withinthe Company or for certain environmentalviolations and so on. They are not just aprofessional but also a corporate/ publiccitizen serving the society, community andthe nation whenever and wherever theycan. It is now imperative for CompanySecretaries to produce change, set thedirection of that change, and surge ahead.Also it is the time for the Companies toidentify and tap the potential of CompanySecretaries, as the country with new leadersis going to achieve new heights of glory, thecontribution of CS will be an important part.

OCTOBER 2019

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OCTOBER 2019CS Payal Kataria(Payal Kataria& Associates)Company Secretaries

GST Updates

E Invoicing The GST Council has approvedintroduction of ‘E-invoicing’ or ‘electronicinvoicing’ in a phased manner for reporting ofbusiness to business (B2B) invoices to GSTSystem, starting from 1st January 2020 onvoluntary basis. This step will check to curb taxevasion.Voluntary Payment Facility to make Voluntarypayment on GST Portal, Form DRC-03 is availableon GST Portal. Payment can be voluntarily madeby taxpayer for a self-ascertained liability or inresponse to the show cause notice (SCN) raisedby the tax authority.Annual Return GSTR-9 As per Notification No.47/2019-Central Tax, Dated 09-10-2019: GSTAnnual Return GSTR- 9 under section 44(1) ofCGST Act, 2017 read with rule 80(1) of CGSTRules, 2017, in respect of financial years 2017-18and 2018-19 Shall be voluntary if turnover is lessthan Rs 2 Cr. And Return shall be deemed to befurnished on the due date if it has not beenfurnished before the due date. In case Turnoveris 2 crore or more, it is mandatory to file GSTR- 9Input Tax Credit As per Notification No. 49/2019– Central Tax dated 09.10.2019 :Input tax creditto be availed by a registered person in respect ofinvoices or debit notes, the details of which havenot been uploaded by the suppliers under sub-section (1) of section 37, shall not exceed 20 percent. of the eligible credit available in respect ofinvoices or debit notes the details of which havebeen uploaded by the suppliers under sub-section (1) of section 37.

Form CMP-08As per Notification No. 50/2019Central Tax dated 24th October, 2019:Due datefor furnishing the statement containing thedetails of payment of self-assessed tax in FORMGST CMP-08, for the quarter July, 2019 toSeptember, 2019, or part thereof, shall be the22nd day of October, 2019

GST applicability on donation or gifts byindividual Donor Circular No. 116/35/2019-GST:In the scenario, Individual donors providefinancial help or any other support in the form ofdonation or gift to institutions such as religiousinstitutions, charitable organisations, schools,hospitals, orphanages, old age homes etc. Therecipient institutions place a name plate orsimilar such acknowledgement in their premisesto express the gratitude. When the name of thedonor is displayed in recipient institutionpremises, in such a manner, which can be said tobe an expression of gratitude and publicrecognition of donor’s act of philanthropy and isnot aimed at giving publicity to the donor in suchmanner that it would be an advertising orpromotion of his business, then it can be saidthat there is no supply of service for aconsideration (in the form of donation). There isno obligation (quid pro quo) on part of recipientof the donation or gift to do anything (supply aservice). Therefore, there is no GST liability onsuch consideration.If the purpose is philanthropic (i.e. it leads to nocommercial gain) and not advertisement, GST isnot leviable.Source: www.cbic.gov.in

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OCTOBER 2019TRIGUN SHARMA

( STUDENT)

It's so late - why are you still in office?

Day 1, 10 pm – Mr. X is present in office, ‘working’

Day 2, 10 pm – Mr. X is again in office, ‘working’……

Day 5, 10 pm – Mr. X can be seen in office, ‘working’….and the pattern continues in his job life.

Ever thought about the reasons what makes Mr. X being frequently seen working late in the office.

I can understand such peak pressure periods..say month-end, year-end reporting, statutorycompliance on a specific date, client visits etc but surely this schedule of Mr. X’s routine cannot beongoing and forever.

That brings to me the few reasons contributingto this grave situation.

1. More work is being given to Mr. X toturnaround which would take more time thanusual 8-9 hours a day.

2. Productivity of Mr. X is not good and as suchhe has no option but to sit late in the office tocomplete his work.

3. Peer pressure has made Mr. X to sit for longhours considering if he is not seen in the officeduring late hours he will be considered to be notworking for enough time or not considered to bea good Team player.

Well, there are some serious problems toaddress but I wonder how many of us, asManagers, really consider this as ourresponsibility to ensure that a reasonable work-life balance is being provided to our Teammembers.

Now, the burning question would be whatshould be done about the 3 situations outlinedabove.

Can we ensure that the workload is distributedevenly among the Team members? If you areencountering scarcity of resources it should bedealt with in a timely manner!

Can we think of taking help of technology inorder to take care of certain steps in theprocess which time consuming? Can wethink about building on skill set of theindividual on technical side, timemanagement skills, prioritization, schedulingif that is where the challenge lies?

If the culture in your team is such thatworking for late hours is considered to bebusiness-as-usual than my friend, you needto rethink – think it from the effectivenessstandpoint! Does that help in a long run ifpeople continue to show up for long hoursbut actually as a Team, we are not able todemonstrate quality/results/improvement –what if people start asking you for moreincentives just because they sit late in theoffice? Keeping great Team culture andproviding right vision for your Team is yourresponsibility, isn’t it? More of a concern is ifthis results into health issues and isdetrimental to the well-being of youremployees.

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The Ministry of Corporate Affairs vide itsNotification dated October 31st, 2019 hasissued a notification regarding the extensionof jurisdiction of Registrar of Companies toUnion Territory of Jammu and Kashmir andUnion Territory of Ladakh for the purpose ofRegistration of Companies and discharging ofother function including adjudication ofpenalties. The same can be accessed at thelink given hereinafter:

http://www.mca.gov.in/Ministry/pdf/J&KAdjNotification_30102019.pdf

The Ministry of Corporate Affairs vide itsNotification dated October 22nd, 2019 hasamended the Companies (Accounts) Rules,2014 where a statement has to be mentionedin the Board Report regarding the opinion ofthe Board with regard to integrity, expertiseand experience of Independent Directorappointed during the year based on theironline self-assessment test conducted byInstitute as notified by the Government. Thesame can be accessed at the link givenhereinafter:http://www.mca.gov.in/Ministry/pdf/CmpAccAmndtRules_22102019.pdf

The Ministry of Corporate Affairs vide itsNotification dated October 22nd, 2019 hasamended the Companies (Appointment andQualification of Directors) Rules, 2014 inwhich any individual who intends to beappointed as an Independent Director in acompany can apply online to the IndianInstitute of Corporate Affairs (Manesar) forinclusion of his name in the data bank andsuch individual has to qualify an onlineproficiency self-assessment test conducted bysuch Institute within a period of one year fromthe date of his application for inclusion of hisname in the data bank. The detailedinformation can be accessed at the link givenhereinafter:http://www.mca.gov.in/Ministry/pdf/CmpFifthAmndtRules_22102019.pdf

The Ministry of Corporate Affairs vide its Notification dated October 22nd, 2019 notifies the Indian Institute of Corporate Affairs (Manesar) as an institute to create and maintain a data bank containing name, address and qualification of person who are eligible and willing to act as Independent directors of a company. The detailed information can be accessed at the link given hereinafter:

http://www.mca.gov.in/Ministry/pdf/NotificationIICA_22102019.pdf

The Ministry of Corporate Affairs vide its Notification dated October 16th, 2019 has amended the Companies (Incorporation) Rules, 2014 where a ACTIVE non-compliant company can file DIR-12 not only for Cessation but also for appointment in The Ministry of Corporate Affairs vide its Notification dated October 22nd, 2019 notifies the Indian Institute of Corporate Affairs (Manesar) as an institute to create and maintain a data bank containing name, address and qualification of person who are eligible and willing to act as Independent directors of a company. The detailed information can be accessed at the link given hereinafter:

http://www.mca.gov.in/Ministry/pdf/NotificationIICA_22102019.pdf

LEGAL UPDATES

CS ANJALI KANSAL MEMBER

SHWETA DWIVEDISTUDENT

OCTOBER 2019

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The Ministry of Corporate Affairs vide itsNotification dated October 16th, 2019 hasamended the Companies (Incorporation)Rules, 2014 where a ACTIVE non-compliantcompany can file DIR-12 not only forCessation but also for appointment in cases(1) where the total number of directors areless than the minimum required, (2) whereDIN of all or any of director(s) have beendeactivated or (3) where appointment ismade on the orders of Tribunal or courts andNow, as per Rule 28 of Incorporation Rules,

the Regional Directors (RD) shall passed anorder within 15 days from the date of receiptof application received for shifting ofRegistered Office of the company within thesame state under jurisdiction of differentROC and further, the company shall file thecertified copy of the order of RD within 30days from the receipt of such orders to theRegistrar in INC-28. The detailed informationcan be accessed at the link given hereinafter:

http://www.mca.gov.in/Ministry/pdf/CompIncEighthAmndtRules_18102019.pdf

cases (1) where the total number ofdirectors are less than the minimumrequired, (2) where DIN of all or any ofdirector(s) have been deactivated or (3)where appointment is made on the orders ofTribunal or courts andNow, as per Rule 28 of Incorporation Rules,

the Regional Directors (RD) shall passed anorder within 15 days from the date of receiptof application received for shifting ofRegistered Office of the company within thesame state under jurisdiction of differentROC and further, the company shall file thecertified copy of the order of RD within 30days from the receipt of such orders to theRegistrar in INC-28. The detailed informationcan be accessed at the link given hereinafter:

http://www.mca.gov.in/Ministry/pdf/CompIncEigh thAmndtRules_18102019.pdf

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UPDATES UNDER SEBI REGULATIONS

The Securities and Exchange Board of Indiavide its Circular No.SEBI/HO/DDHS/DDHS/CIR/P/2019/115 datedOctober 22nd, 2019 has issued the frameworkfor listing of Commercial Papers in which SEBIhas issued a disclosure framework applicableto the companies going for listing ofCommercial Papers. The circular can beaccessed at the link given hereinafter:

https://www.sebi.gov.in/legal/circulars/oct-2019/framework-for-listing-of-commercial-paper_44715.html

The Securities and Exchange Board of Indiavide its Circular No.CIR/CFD/CMD1/114/2019 dated October18th, 2019 has issued clarification w.r.t.Resignation of statutory auditors from listedentities and their material subsidiaries inwhich detailed reasons to be disclosed by thelisted entities to the stock exchanges in case ofresignation of the auditor of a listed entity assoon as possible but not later than twenty-fourhours of receipt of such reasons from theauditor. The circular can be accessed at thelink given hereinafter:

https://www.sebi.gov.in/legal/circulars/oct-2019/resignation-of-statutory-auditors-from-listed-entities-and-their-material-subsidiaries_44703.html

OCTOBER 2019

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• The Securities and Exchange Board of India vide its Circular No. SEBI/HO/MRD/DOP1/CIR/P/2019/106 dated October 10th, 2019 has issued clarification w.r.t. Framework for issue of Depository Receipts, where SEBI has prescribed the eligibility criteria and obligations of listed entity as well as Indian Depository, Foreign Depository and Domestic Custodian, issuing the depository receipts. The circular can be accessed at the link given hereinafter:

• https://www.sebi.gov.in/legal/circulars/oct-2019/framework-for-issue-of-depository-receipts_44609.html

The Securities and Exchange Board of India vide its Circular No. SEBI/HO/IMD/DF2/CIR/P/2019/104 dated October 1st, 2019 has issued circular w.r.t. Review of investment norms for mutual funds for investment in Debt and Money Market Instruments in which Mutual fund scheme shall not invest in unlisted debt instruments including commercial papers(CPs), other than (a) government securities, (b) other money market instruments and (c) derivative products such as Interest Rate Swaps (IRS), Interest Rate Futures (IRF),etc. which are used by mutual funds for hedging. The circular can be accessed at the link given hereinafter:

https://www.sebi.gov.in/legal/circulars/oct-2019/review-of-investment-norms-for-mutual-funds-for-investment-in-debt-and-money marketinstruments_44556.html

OCTOBER 2019

DR ANURAG AGGARWALSPINE & CHRONIC PAIN SPECIALIST

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Pain medicine is a super-speciality area thatmight just go a long way in making a lot ofpeople pain free. 25-30% of population inIndia is suffering from chronic pain ( BackPain, migraine, arthritis, neuropathic pain,Cancer pain etc) . Unawareness amongpatients and doctors about various painmanagement options is a big hurdle. Mostpatients either are prescribed medicationsor are given options to undergo surgery forthe chronic pain problems but interventionalpain management options are rarely sought.

Low back pain (LBP) extremely commonproblem that affects at least 80 percent ofthe population at some point in theirlifetime. It is the most common cause of job-related disability and health careexpenditure. Low back pain affects men andwomen equally. Most back pain is short-term, but about 20 percent of peopleaffected by acute low back pain go on todevelop chronic low back pain lasting a yearor more.

•

❖ Factors Contributing to Persistent,Disabling LBP:

❖ BIOPHYSICAL: structural changes in andimpaired stabilisation of lumbar muscles

❖ PSYCHOLOGICAL: anxiety, depr ession

❖ SOCIAL: low income, education levels, andwork satisfaction

❖ LIFESTYLE: high body mass index, smoking,low levels of physical activity.

CAUSES OF CHRONIC AXIAL OR RADICULAR LBP

1. LUMBAR HERNIATED DISC DISEASE

2. LUMBAR DEGENERATED DISC DISEASE(DISCOGENIC PAIN)

3. FACET JOINT DYSFUNCTION

4. SACROILIAC JOINT DISFUNCTION

5. SPINAL STENOSIS

6. SPONDYLOLISTHESIS

6. VERTEBRAL COMPRESSION FRACTURES

7. TRAUMA

8. DEFORMITIES LIKE KYPHOSIS or SCOLIOSIS

9. TUMORS

10. INFECTIONS like T.B

OCTOBER 2019

MBBS (GTB Hosp, Delhi), MD (MAMC & LNJP Hosp.), DA ( SAFDARJANG HOSP.)FELLOWSHIP NEUROANESTH.& PAIN MEDICINE (ISNACC)

Clinic: Aggarwals Gynae & Spine Pain Clinic, Shipra SunCity IndirapuramPhone Number: 9717236321, 9958830005Website: Gynaenspinepain.in

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Pain medicine is a super-speciality area thatmight just go a long way in making a lot ofpeople pain free. 25-30% of population inIndia is suffering from chronic pain ( BackPain, migraine, arthritis, neuropathic pain,Cancer pain etc) . Unawareness amongpatients and doctors about various painmanagement options is a big hurdle. Mostpatients either are prescribed medicationsor are given options to undergo surgery forthe chronic pain problems butinterventional pain management optionsare rarely sought.

Low back pain (LBP) extremely commonproblem that affects at least 80 percent ofthe population at some point in theirlifetime. It is the most common cause of job-related disability and health careexpenditure. Low back pain affects men andwomen equally. Most back pain is short-term, but about 20 percent of peopleaffected by acute low back pain go on todevelop chronic low back pain lasting a yearor more.

•

❖ Factors Contributing to Persistent,Disabling LBP:

❖ BIOPHYSICAL: structural changes in andimpaired stabilisation of lumbar muscles

❖ PSYCHOLOGICAL: anxiety, depr ession

❖ SOCIAL: low income, education levels,and work satisfaction

❖ LIFESTYLE: high body mass index,smoking, low levels of physical activity.

CAUSES OF CHRONIC AXIAL OR RADICULAR LBP

1. LUMBAR HERNIATED DISC DISEASE

2. LUMBAR DEGENERATED DISC DISEASE(DISCOGENIC PAIN)

3. FACET JOINT DYSFUNCTION

4. SACROILIAC JOINT DISFUNCTION

5. SPINAL STENOSIS

6. SPONDYLOLISTHESIS

6. VERTEBRAL COMPRESSION FRACTURES

7. TRAUMA

8. DEFORMITIES LIKE KYPHOSIS or SCOLIOSIS

9. TUMORS

10. INFECTIONS like T.B

OCTOBER 2019

***********************

OCTOBER 2019

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Ghaziabad Chapter of NIRC of ICSI organized 02 Career Awareness Programmes at SS Children Academy Girls School & SS Children Academy

School, Moradabad on October 12, 2019

OCTOBER 2019

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HEALTH CORNER

1. Navin Hospital, Sec – 03, Vaishali, Ghaziabad

Link: https://icsi.edu/media/filer_public/6b/4b/6b4b6752-abb9-4367-94c1-208c5f408eb5/proposal_letter_1.pdf

2. Aggarwal Gynae and Spine Pain Clinic, Indirapuram, Ghaziabad Link: https://icsi.edu/media/filer_public/50/4b/504b70d6-d376-40c2-a37d-31d476f25db9/mou_between_ghaziabad_chapter_and_agarwal_gynae_and_spineclinic.pdf

3. Drishti Eye and ENT Care, Vaishali, GhaziabadLink: https://www.icsi.edu/media/filer_public/18/a2/18a2a304-e1ce-4a35-ad76-e9f29aac40de/dridhti_eye_centre_letter.pdf

4. Yashoda Super Speciality Hospital, Kaushambi, GhaziabadLink: https://www.icsi.edu/media/filer_public/7d/78/7d78b5b1-717a-4da6-91c4-68b2282d01b9/yashoda_hospital_letter_compressed.pdf

5. Pathkind Diagnostics Pvt. Ltd. Link: https://www.icsi.edu/media/filer_public/b0/04/b00490f7-1025-48bb-bd72-095378a0cb4b/program_2.jpg

6. SRL Limited – Package DetailsLink: https://www.icsi.edu/media/filer_public/87/23/87236175-e7c6-4373-b908-437c6f765392/program.jpg

7. SRL Limited – Details of TestsLink: https://www.icsi.edu/media/filer_public/41/ff/41ffabfc-bd1a-4529-ab35-90291f2eddfc/srl_package_details.pdf

HEALTH INITIATIVES BY GHAZIABAD CHAPTER

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ORAL COACHING CLASSES

OCTOBER 2019

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ORAL COACHING CLASSES

OCTOBER 2019