By: Praveen Kumar Sharma

Long time ago, people who sacrifice their sleep, family, food, laughter and other joys of life were called SAINTS But now, they are called

What a Company Secretary do Company Secretary can do various tasks defined under the scope by ICSI. One of the major task which is generally performed by company secretaries is e- filing. E-filing refers to filing of various documents in the electronic repository of Ministry of Corporate Affairs under the provisions of Companies Act, 2013.

Implementing e-filing E-filing was implemented by MCA in year Like in manual system the problem of delay also continued in e-filing. To overcome this issue the processing of forms filed under MCA was divided in two parts.

E-filing Straight Through Process Back end process

Straight Through Process Documents are taken on record on the basis of statement of correctness given filing company. In order to make the process more reliable and to make the documents complete, error free and meeting the expectation of regulators in all respect, the concept of pre-certification was brought. Pre-certification of forms is applicable for many forms which are under straight through process and approval based process depending upon the nature.

What is pre-certification Pre-certification means certification of correctness of any document by a professional including Company Secretary in Practice before the same is filed with the Registrar in terms of the requirements of the Companies Act, If any defect or incompleteness is observed by the professional it is corrected beforehand prior to filing the document to the regulators.

Who are eligible Based on the type of forms, following are eligible for pre- certification: Company Secretaries in Practice Chartered Accountants in Practice Cost Accountant in Practice Auditor of the company

Forms filed byOne Person CompanySmall CompanyDoes not require pre-certification

Pre-Certification: How to handle Knowledge Process Practice Companies Act, 2013 Applicable Rules Forms required to be filed Documents to be attached Document of Engagement Requisites of filing

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Points to keep in mind Read the relevant provisions of the Act and rules Familarise yourself with practices followed Take a letter of engagement Alternative Board Resolution appointing him may be taken. Obtain the documents which are required to be filed. Ensure the correctness of the documents. Whether the documents are as per the books and records of the company.

Points to keep in mind Ensure that the documents are signed in his presence. Scan the documents in the manner so that it is clear and legible for attaching them as attachment. Fill up the form and attach relevant document to it. Get it digitally signed by the authorised signatory in his presence. Professional should certify the form only after satisfying himself in all respect.

Discrepancies Observed Attaching irrelevant documents. Attachments not clear and legible. Documents not signed by the person named as signatory. No original signature on documents. Scanning and copy-paste of signatures. Misplaced digital signature used Mismatch between data entered and document attached.

Penal Provisions When it is proved that: the document he certified has failed to disclose or omits material fact or He does not exercised due-diligence or He fails to obtain sufficient information or He is grossly negligent in performing his duties, Under Company Secretaries Act, 1980 Reprimand Removal of membership Fine which may extend to Rs. 5 Lac following actions can be taken:

Penal Provisions Where any instance of filing containing False or misleading information, or Omission of material fact. Under Companies Act, 2013 Action under Section 447 (punishment for fraud). Action under Section 448 (punishment for false statement) Action under Section 449 (punishment for false evidence) His digital signature shall be disabled by Central Government till final decision is taken in this regard. The person shall be liable for

Penal Provisions Imprisonment for minimum 6 months which may extend to 10 years. Fine of an amount not less then involved in fraud which may extend to thrice the amount. Punishment for Fraud Imprisonment for minimum 3 years which may extend to 7 years. Fine which may extend to 10 Lac rupees. Punishment for false evidence

Always think like a Company Secretary

Thank You Praveen Kumar Sharma Cell: Practicing Company Secretary Research Scholar, Dept. of Accounting, JNVU