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REGD. No. D. L.-33004/99
The Gazette of India
CG-DL-E-27072023-247645
EXTRAORDINARY
PART III—Section 4
PUBLISHED BY AUTHORITY
THE INSTITUTE OF COMPANY SECRETARIES OF INDIA
NOTIFICATION
New Delhi, the 27th July, 2023
No. 710/1(M)/2.—In exercise of the powers conferred by sub-section (1) of Section 46 read with clause (i) of sub-section (2) of Section 46 of the Company Secretaries Act, 1980 (56 of 1980), the Council of the Institute of Company Secretaries of India, with the previous approval of the Central Government, hereby makes the following regulations further to amend the Company Secretaries Regulations, 1982, namely:-
1. (1) These regulations may be called the Company Secretaries (Amendment) Regulations, 2023.
(2) They shall come into force on the date of their publication in the Official Gazette.
2. In the Company Secretaries Regulations, 1982 (hereinafter referred to as the said regulations), in regulation 2, in sub-regulation (1),-
(i) after clause (ea), the following clause shall be inserted, namely:-
"(eaa) "Multi-Disciplinary Partnership firm of CSs" means a firm in which one or more members are partners along with other professionals, as may be permitted by the Council from time to time, and which has been registered as such with the Institute;"
(ii) after clause (n), the following clause shall be inserted, namely:-
"(na) "Regional Council" means Regional Council of the Institute constituted under section 17 of the Act;"
(iii) In regulation 15AA, after clause (b), the following clauses shall be inserted, namely:-
"(c) he has applied to be adjudicated as an insolvent and his application is pending; or
(d) he has been convicted by a Court of an offence, whether involving moral turpitude or otherwise; or
(e) an order disqualifying him from holding any post has been passed by a Court or tribunal or
(f) an order under Section 21(A) or 21(B) of the Chartered Accountants Act, 1949 or the Cost and Works Accountants Act, 1959 or the Company Secretaries Act, 1980 has been passed imposing any punishment by the Board of Discipline or the Disciplinary Committee, as the case may be."
(iv) After Regulation 15AA, the following shall be inserted, namely:
"[15AB - Allowances payable to the Presiding Officer and members of the Board of Discipline and Disciplinary Committee constituted under Section 21A and Section 21B of the Act.
(1) The Presiding Officer and the Members of the Boards of Discipline and the Disciplinary Committees shall be eligible for daily allowances and reimbursement of expenses of travelling, lodging and local conveyance for attending the meeting and related functions of the Board or the Committee, as the case may be, as follows: -
A. Reimbursement of Travelling expenses shall be as admissible to the Vice President of the Council.
B. Daily allowance and reimbursement of lodging expenses shall be as admissible to the Vice President of the Council.
C. Local Conveyance
The local conveyance shall be provided by the office and in case the same is not provided, they will be reimbursed as per actuals not exceeding the rates admissible to the Vice President of the Council.
In addition to the allowances at sub-regulation (1), the Presiding Officers and the members of the Boards of Discipline, Disciplinary Committees, shall also be eligible for sitting fees @ Rupees Twenty thousand and Rupees Eighteen thousand respectively for each day, subject to a maximum of Rs. 2,00,000/- in a calendar month or as modified by Central Government from time to time."
(v) After Regulation 15AB, the following shall be inserted, namely:
"[15AC-Status of actionable information and complaints in public domain
(1) The status of actionable information and complaints pending before the Disciplinary Directorate, the Board and the Committee shall be made available on the website of the Institute and shall be updated every month.
(2) The status of such pending information and complaints shall contain the following details: -
(i) Total number of actionable information and complaints pending.
(ii) Number of cases which are pending for investigation before the Directorate prior to the stage of preliminary examination report.
(iii) Break up of cases where Preliminary Examination Report has been submitted by Director (Discipline) to the-
a. Board of Discipline
b. Disciplinary Committee
(iv) Break-up of cases pending for hearing (including recalled hearings, if any) before the-
a. Board of Discipline
b. Disciplinary Committee.
(v) Break up of cases where hearing has been concluded but findings have been kept reserved by the:
a. Board of Discipline
b. Disciplinary Committee.
(vi) Break-up of cases where findings have been issued but punishments are yet to be awarded by the -
a. Board of Discipline.
b. Disciplinary Committee.
(vii) Break-up of cases in which punishments have been awarded by the -
a. Board of Discipline.
b. Disciplinary Committee.
(viii) Break-up of appeal cases filed before Appellate Authority with statistics of
a. Appeals allowed,
b. Partly allowed,
c. Dismissed.
(3) Disposal Statistics to also include break-up of disposal i.e.; number of cases in which penalty of reprimand, removal from the register, fine or both removal from the register and fine, have been awarded.
(4) Information in the following format shall also be displayed on the website of the Institute and will be updated every month. This information shall be prepared for all firms/ CSs whose cases are either pending at the beginning of the financial year (before BoD/DC/Appellate Authority/Court) or in whose case, the PER has been filed during the financial year:
Financial Year _____ Updated upto month _____
1. Sl. No.
2. Name of the Firm
3. PER filed on
4. Status at BoD/DC - Pending/ Decided
5. Final Decision of BoD/DC - Not Guilty/Guilty under Section__/Schedule__/Guidelines __
6. Decision in Higher Forum - No case filed in Higher Forum/ Case filed before ____ a/w Status
(5) The final Order passed by the Board of Discipline under sub-section (5) and (6) of Section 21A and by the Disciplinary Committee under sub-section (5) and (6) of Section 21B of the Act shall be made available on the website of the Institute in respect of each case after the same is communicated to the parties concerned."
(vi) In Regulation 46AB, after the clause 1 (b), clause (c) shall be inserted, namely: -
"(c) completed learning credit hours for such duration and in such manner as may be determined by the Council by laying down guidelines in this regard time to time."
(vii) After Regulation 114, regulation 114A shall be inserted, namely: -
"[114A- Disputes regarding election of office bearers to the Regional Council
Where any dispute arises regarding any election under Regulation 119 to a Regional Council, the matter may be referred by the aggrieved member of the Regional Council within thirty days from the date of the declaration of the result of the election, to the President and the decision of the President shall be final."
(viii) In the said regulations, in regulation 115,-
(a) In sub-regulation (1),
(i) for the word "Six" the word "Seven" shall be substituted.
(ii) for the words "such minimum number of members as may be decided by the Council for each election" the words "seven and half percent of the eligible voters or 1000 voters, whichever is less, in such Regional Constituency" shall be substituted.
(b) In sub-regulation (2),
(i) for the word "twenty one" the word "fifteen" shall be substituted.
(c) In sub-regulation (3),
(i) After the words "Regulation 111, may" the words "at its first meeting" shall be omitted.
(ix) In the said regulations, for regulation 152 the following shall be substituted, namely:-
"152- Appointment of auditors
(1) The Council shall appoint a firm of chartered accountants as auditor every year in accordance with the provisions of sub-section (5) of Section 18 of the Act.
(2) The auditors once appointed by Council shall be eligible for re-appointment for two more consecutive years provided if the Council wants to change such appointment, they shall seek the consent of C&AG and appoint another auditor from the panel of auditors maintained by C&AG."
(x) In the said regulations, for regulation 153 the following shall be substituted, namely:-
"153. Auditor's remuneration.-
The Council shall determine the remuneration, if any, to be paid to the auditors."
(xi) In the said regulations, for regulation 154 the following shall be substituted, namely:-
"154. Casual vacancy in the office of auditors. -
If any vacancy occurs in the office of an auditor the same shall be filled up from the fresh panel of auditors maintained by C&AG."
(xii) In the said regulations, for regulation 156 the following shall be substituted, namely:-
"156. Powers and duties of the President –
(1) The President shall exercise such powers and perform such duties as are specified by the Act and as may be delegated by the Council (except for approval related to Budget, Audited Annual Financial Accounts, powers to make regulations, guidelines and procedures) or its Standing Committees from time to time.
(2) The President may direct any business to be brought before the Council or any Standing Committee for consideration."
(xiii) In the said regulations, after regulation 156 the regulation 156A shall be inserted, namely: —
"156A Powers and duties of the Vice-President
The Vice-President shall exercise such powers and perform such duties as are specified by the Act and as may be delegated by the Council or its Standing Committees from time to time."
(xiv) In the said regulations, for regulation 157 the following shall be substituted, namely:-
"157. Powers, duties and functions of the Secretary
Subject to the overall control, guidance and supervision of the Council, the Secretary shall execute the following functions:
(a) being in charge of the office of the Institute as its Chief Executive Officer;
(b) maintaining registers, documents and forms as required by the Act and these regulations;
(c) being incharge of all the property of the Institute;
(d) making necessary arrangements for receiving moneys due to the Council and also issuing receipts therefor;
(e) incurring revenue and capital expenditure within the limits sanctioned by the Council or its Committees;
(f) causing proper accounts to be maintained and delivering of account books, information etc. to the auditors appointed by the Council for the purpose of audit of accounts of the Institute;
(g) making all other payments as sanctioned by the Council or its Committees;
(h) paying salary and allowances to the staff, granting of leave etc. to them, and other perks to them, and sanctioning their increments in accordance with the regulations;
(i) exercising disciplinary control over the officers and employees except dismissal in respect of which the sanction of the Council shall be necessary;
(j) refunding or transferring fees received under these Regulations for the examinations;
(k) recognising practical experience, sponsoring candidates for practical training, granting exemption from practical training requirements as may be delegated by the Council and the Committees concerned from time to time;
(l) signing and issuing all communications, guidelines, circulars, orders, decisions and notifications on behalf of the Council;
(m) taking necessary steps in matters of any civil or criminal or other proceeding on behalf of the Institute in courts or forums or judicial or quasi-judicial authorities and signing vakalatnamas on behalf of the Council, appointing solicitors or advocates on behalf of the Council, and filing papers in Courts, etc. on behalf of the Council, within the financial and administrative powers as may be approved by the Council or its committees from time to time;
(n) signing and execution of agreements, contracts, deeds, documents and undertaking, etc., on behalf of the Institute within the financial and administrative powers as may be approved by the Council or its committees from time to time.
(o) performing such other duties and functions as are incidental and ancillary to and may be required for the performance of the above duties and exercising such other powers as may be delegated by the Council.
(p) authorizing any officer or officers of the Institute to exercise or discharge any powers or duties under items (b), (d), (e), (f), (g), (j) & (k) as may be considered necessary from time to time."
(xv) In the said regulations, for regulation 161 the following shall be substituted, namely:-
"161. List of members
(1) The list of members of the Institute as on the 1st day of April each year shall be published region-wise, under sub-section (3) of section 19 of the Act and shall be made available at the website of the Institute. Physical copy shall be made available to member(s) on request, for sale at such price as may be fixed by the Council from time to time.
(2) The list of Members may contain the following details of members:
(i) Name – Member's Name as per records of the Institute.
(ii) Gender – Male, Female and Others
(iii) Qualification –Member's qualification as per records of the Institute
(iv) Membership No. -
(v) Whether Associate or Fellow
(vi) Year of enrolment as Associate or Fellow
(vii) Whether holding Certificate of Practice
(viii) Professional Address (refer Regulation 167)
(ix) Members residing abroad - Member's Region and residential address in India.
(x) Details of pendency of any actionable information or complaint against it under Chapter V of the Act.
(xi) Details of imposition of any penalty against it under Chapter V of the Act."
(xvi) In the said regulations, for regulation 165 the following shall be substituted, namely:-
"165 Manner of registration of firm and terms and conditions
(1) A company secretary in practice or a firm of such company secretaries orMulti-Disciplinary Partnership firm of CSs, shall, before commencement of practice in a trade name or firm name, apply to the Council in the form approved by the Council for permission to use a trade or a firm name as per the guidelines issued by the Council from time to time.
(2) For permission to use the existing trade or firm name or modification in trade or firm name, all the existing firms within 30 days from the date of commencement of these regulations, shall apply to the Council which may allow use of the existing trade/firm name or any modification in the name of the existing Firm as per the guidelines issued under sub-regulation (1) above.
(3) The Council may, refuse to approve a particular trade or firm name if
(i) the name of such firm is identical or similar to the name of any other firm already registered as per the records of the Institute; or
(ii) the name is in use by any firm within or outside India; or
(iii) If it bears the name of a god/goddess/deity and which has no relationship with the name of member(s); or
(iv) if the trade/firm name is descriptive; or
(v) if the trade/firm name smacks of publicity; or
(vi) if such name, in the opinion of the Council is undesirable; or
(vii) if in the opinion of the Council, the registration of the firm is undesirable.
(4) The firm of company secretaries shall within one month of the approval of the trade or firm name, or commencement of practice or change in the constitution or change in particulars of the firm or office, as the case may be, inform the Council of such particulars regarding his office, firm and changes as the case may be, in the appropriate Form.
(5) Where the same trade or firm name has been registered in the past in the register of firms in the case of two or more members or firms, the Council may direct the member or the firm, as the case may be, other than one whose name was registered first in the register of firms, to alter the name in such manner as the Council may consider appropriate and member or firm inform to the Council of such alteration within six months of the issue of the direction.
(6) The Council may recall, within one year, any Firm or trade name already registered and may direct to apply for a change in the name within six months from the issuance of directions of the Council, in case it finds the name earlier approved was not in accordance with the guidelines as per above sub-Regulation (1) which were in force at the time of approval of firm / trade name.
(6A) The Council may recall, within one year of registration of any firm, such registration in case it finds that the registration is undesirable;
(7) No member shall practice under a trade or firm name in respect of which a direction has been issued under sub-regulation (5) & (6) after the expiry of six months from the date of issue of the direction and the Council shall remove the name of such firm from the register of firms.
(8) The Council may, in its discretion, condone the delay in filing the particulars under sub-regulation (4) in appropriate cases."
(xvii) In the said regulations, for regulation 165A the following shall be substituted, namely:-
"165A-Register of Firms
(1) The Council shall maintain a register of firms in appropriate form in Schedule A in Part-III and shall enter therein the following details-
(i) particulars which are furnished by the firm under Regulation 165.
(ii) details of pendency of any actionable information or complaint, against the Firm under Chapter V of the Act.
(iii) details of imposition of any penalty against the Firm under Chapter V of the Act.
(iv) details of pendency of any legal proceedings related to penalty in the Appellate Authority or before any Court;
(v) In respect of clauses (ii), (iii) and (iv) above, the entry in the Register shall be updated within 60 days.
(2) The Council shall remove the name of a firm from the Register of Firms which is subject to any of the disabilities under section 20C of the Act."
(xviii) In the said regulations, the following shall be inserted, namely:-
"165B List of Firms
(1) The List of Firms of the Institute as on the 1st day of April each year shall be published region-wise and shall be made available at the website of the Institute. Physical copy of the list of firms may be provided to such member or firm from which a request has been received at such price as may be fixed by the Council from time to time.
(2) The list of Firms shall be in two segments i.e., proprietorship firms and partnership firms (including Limited Liability Partnership) and may contain the following details of firms:-
(a) In the case of Proprietorship Firms
(i) Firm Name
(ii) Firm Registration Number
(iii) Proprietor Name (Member)
(iv) Membership No.
(v) COP Status of the Member
(vi) Firm Complete address
(vii) Member's Association in any other Firm
(viii) details of pendency of any actionable information or complaint against it under Chapter V of the Act.
(ix) details of imposition of any penalty against it under Chapter V of the Act.
(x) Any other particulars as may be decided by the Council from time to time.
(b) in the case of Partnership Firms
(i) Firm Name
(ii) Firm Registration Number
(iii) Partner Names
(iv) Membership No. of partners
(v) Partners COP Status
(vi) Partners' Association in any other Firm
(vii) Address of head office
(viii) Number of Branch(es)
(ix) Address of Branch Office(s)
(x) details of pendency of any actionable information or complaint against it under Chapter V of the Act.
(xi) details of imposition of any penalty against it under Chapter V of the Act.
Any other particulars as may be decided by the Council from time to time."
(xix) In the said regulations, Schedule A shall be substituted, namely:—
"SCHEDULE A
PROFORMA
(See Reg. 3)
Register of Members
1. Particulars of membership
(a) ACS No. and Date of entry in the Register
(b) FCS No. and Date of admission as Fellow
2. Name in full…………….……………………………..
3. Date of birth……………….……………………………..
4. Gender-: Male/Female/Others
5. (a) Nationality……………..……………………………...
(b) Domicile……………….……………………………..
6. Qualification……………….……………………………
7. Address……………….……………………………….
(a) Professional……………….……………………….
(b) Residential……………….………………………...
[(c) Mobile No…………………….…………..…..
(d) Tel. No. ……………………………………………
(e) Email id. …………………….………………]
9. Whether the member holds a certificate of practice ………………………………………………………..…..
10. Particulars of practice as Company Secretary..……..
(a) Certificate to Practice No…………….……………
(b) Date of effect……………………………………..
(c) Whether practicing independently, in partnership, or employed in a firm of Company Secretaries in practice ……………….……………………………
11. Whether holding a salaried employment, if not in practice ……………….……………………………
12. Change of address, if any ……………………………
13. Particulars of fees received ……………………………
14. The details of actionable complaint or information pending or any penalty has been imposed against him under Chapter V in the tabular form as indicated below:
Details of actionable complaints/information against the member :-
+---------------+---------------+---------------------------------------------+----------------------------------+----------------------------------+------------------------------------+
| Complaint/ | If complaint/ | Details of information or complaint pending | If found guilty of professional | If not found guilty of | If penalty imposed, details of case |
| Information | Information | for inquiry before the Board of Discipline | or other misconduct by the Board | professional or other misconduct | filed before the Appellate |
| Reference No. | actionable | or the Disciplinary Committee | of Discipline or the Disciplinary| by BoD or DC, the details thereof| Authority/Higher Court, if any. |
| | | | Committee after the inquiry, | along with Order Number | |
| | | | details of penalty imposed along | | |
| | | | with Order Number | | |
+---------------+---------------+----------------------------------------------+----------------------------------+----------------------------------+------------------------------------+
| (1) | (2) | (3) | (4) | (5) | (6) |
+---------------+---------------+----------------------------------------------+----------------------------------+----------------------------------+------------------------------------+
| | | | | | |
+---------------+---------------+----------------------------------------------+----------------------------------+----------------------------------+------------------------------------+
| | | | | | |
+---------------+---------------+----------------------------------------------+----------------------------------+----------------------------------+------------------------------------+
15. Remarks ……………………………………………"
(xx) In the said regulations, in Part III the following form shall be inserted, namely:-
" Form 'A'
(See Regulation 165A read with Section 20B of the Act)
Register of Firms of The Institute of Company Secretaries of India
1. Firm Registration Number
2. Firm Name
3. Date of Constitution
4. Type of Firm – Proprietary/Partnership/LLP/MDP
5. Date of approval of Firm Name
6. Address of the Head Office
7. Details of Partners (Along with their date of joining and leaving)
8. Branch office(s) of the firm- along with their address, date of opening, closure and in-charge details
9. Second Office(s) of the Firm
10. Details of Paid Assistants along with their date of joining and leaving
11. PAN of the Firm
12. GSTIN of the firm
13. Contact Number and email ID of the firm and Partners
14. Details of Merger and Demerger along with dates and firm numbers
15. Other association of the partners
16. Details of Network of the Firm
17. Details of dispute among the partners, if any.
18. Whether any actionable information or complaint is pending or penalty imposed, if any, against the firm under Chapter V in the tabular form as indicated below:
+---------------+---------------+---------------------------------------------+----------------------------------+----------------------------------+------------------------------------+
| Complaint/ | If complaint/ | Details of information or complaint pending | If found guilty of professional | If not found guilty of | If penalty imposed, details of case |
| Information | Information | for inquiry before the Board of Discipline | or other misconduct by the Board | professional or other misconduct | filed before the Appellate |
| Reference No. | Actionable | or the Disciplinary Committee | of Discipline or the Disciplinary| by BoD or DC, the details thereof| Authority/Higher Court, if any. |
| | | | Committee after the inquiry, | along with Order Number | |
| | | | details of penalty imposed along | | |
| | | | with Order Number | | |
+---------------+---------------+----------------------------------------------+----------------------------------+----------------------------------+------------------------------------+
| (1) | (2) | (3) | (4) | (5) | (6) |
+---------------+---------------+----------------------------------------------+----------------------------------+----------------------------------+------------------------------------+
| | | | | | |
+---------------+---------------+----------------------------------------------+----------------------------------+----------------------------------+------------------------------------+
| | | | | | |
+---------------+---------------+----------------------------------------------+----------------------------------+----------------------------------+------------------------------------+
Separate row to be used for each complint/ information
19. Remarks ……………………………………………"
By Order of the Council,
ASISH MOHAN, Secy.
[ADVT.-III/4/Exty./307/2023-24]
Note: The principal regulations were published in the Gazette of India vide Notification ICSI No.710/2 (1), dated the 16th September, 1982 and subsequently amended vide:
(i) Notification No. ICSI/710/2/M(1) dated the 30th March, 1984;
(ii) Notification No. ICSI/710/2/M(1) dated the 3rd May, 1984;
(iii) Notification No. 710:2:(M)(1) dated the 30th December, 1985;
(iv) Notification No. 710(2)(M)(1) dated the 23rd February, 1987;
(v) Notification No. 710(2)(M)(1) dated the 9th March, 1987;
(vi) Notification No. ICSI/710(2)(M)(2) dated the 22nd August, 1988;
(vii) Notification No. 710(2)(M)(2) dated the 23rd August, 1988;
(viii) Notification No. 710/1(M)/1/18 dated the 20th August, 1993 and 24th November, 1993;
(ix) Notification No.710/1(M)/17 dated the 21st February, 1995;
(x) Notification No.710/1(M)/20 dated the 28th November, 1996;
(xi) Notification No. ICSI/710/2/M/26 dated the 10th August, 2001;
(xii) Notification No.710/1(M)/1 dated the 4th May, 2006;
(xiii) Notification No.710/1/(M)/1dated the 26th June, 2006;
(xiv) Notification No.531:legal:710/1(M)/1 dated the 26th July, 2010;
(xv) Notification No.710/1(M)/2 dated the 4th June, 2012;
(xvi) Notification No.710/1(M)/1 dated the 1st April, 2014;
(xvii) Notification No.710/1(M)/1 dated the 3rd February, 2020.
(xviii) Notification No. 710/1(M)/2 dated the 3rd April, 2023
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