IMPERFECTION IN PROFESSIONAL WORK IN FORM 32 BY INDRANI MUKERJEA (SHEENA BORA MURDER CASE)
On 28.08.2015, I was watching DNA on Sheena Murder Case on Zee News. The reporter Sudhir Choudhary disclosed the companies in which the Indrani Mukerjea was acting as Director. They showed on National Television the Form 32 being filed by the Indrani for her resignation from the directorship of the company in 2009 from 9X MEDIA PRIVATE LIMITED. Indrani was CEO and founder Director Promoter of such company and left the management roles in March 2009.
What was shocking to them was that Form 32 had been filed by the Indrani for giving her resignation but the photo attached along with her resignation letter in Form 32 was of her Ex Husband Sanjeev Khanna. This matter was disclosed by the reporter Sudhir Choudhary to create the connection between Indrani Mukerjea and her Ex Husband Sanjeev Khanna that even after their divorce in 2002 she kept the documents/ photographs of her husband in her records and provided the same in various departments which is the case where she had cheated MCA or the investor who may have invested in the company.
DNA revealed that the Indrani, herself, was shocked that she even does not know that how all it happened. If we look into the serious node under companies act 2013, the false statement/ documents have been produced by the Indrani which will come under section 447 as Fraud which has been done intentionally to gain some advantage or to injure the interest of the company or its shareholders, and the punishment of the same is imprisonment for at least 6 months which can be extended up to 10 years under the act.
But as the mistake has been done under Companies Act 1956, where no specific definition of fraud was given but still imprisonment of 2 years was specified under section 628. But to my mind, why Indrani was shocked for this, was not the fault of Indrani who had submitted the photo of her ex husband rather this could be because of the Professionals who might be CA, CS or CWA who had submitted the documents on behalf of its clients and ignore the important aspects of attachments at time of filing of Form 32 with MCA.
Why I am emphasizing on Professionals here is just because the documents are submitted by the clients with CA/CS/CWA and these are being uploaded at MCA by the professionals only via using their Digital Signatures and via their login provided by MCA. That’s why I have named my article as IMPERFECTION IN THE PROFESSIONAL WORK. I am not blaming the Professionals here for their work but many a times, unknowingly these mistakes happen.
But what is happening during filing of documents in no. of cases, is it right. This is not only the case of Indrani but in no. of companies the things are happening and this is just because of the nature of “JANE DO” by a no. of Professionals. If you download the documents and e forms from the records of MCA for 10 companies, you will find the silly mistakes in 8 of the companies. The quantum of mistakes increase in documents filed with respect to annual filings. As at that time because of tension of last dates and heavy rush, professionals do not take the matter seriously and they file the documents with incorrect attachments or non-attachments of important documents. In many of the companies, we may also find that the attachments of balance sheets and related documents attached in e forms belongs to some other companies.
This nature of “Jane Do” must be left apart at time of filing the documents with MCA specially as the documents now being filed with MCA are via online through STP mode and once filed cannot be changed later on. In case of Income tax, when someone realize about some mistake, he can revise the return but this not in case of ROC filings. Moreover, most of the documents are approved via STP and not being checked by the concerned Registrar instantly and no objection is being raised from their end, in case wrong filing is done. So precautions must be taken by We Professionals only at time of filing of documents with the MCA/ ROC or with any other departments because filing of these documents may affect our clients in future or in another way can hit the Professionals also.
The reason is that these mistakes are being noticed as documents filed with ROC are public documents and can be viewed by any person for any company by paying fees of Rs. 100 with concerned Registrar of companies. Rather in other cases like Income Tax, Service tax, sales tax, no person can view documents of any other unknown person from any departments. So Professionals especially we Company Secretaries have to be cautioned in such cases.
What silly mistakes, we can notice many times when documents are inspected and downloaded from MCA Site are:
1. Attachment of one company in E Forms of another company just like happened in case of Indrani while filing of her Form 32
2. Attaching of unsigned documents with E Forms. Use of word “Sd/-’ in place of signatures of Director on the documents.
3. In most of the cases, even the word “Sd/-” not being used and word is directly converted into .pdf and attached with E Forms
4. Scanning not clear. In most of the cases, the whole page is black and even a word is not being able to read.
5. The basics of Section 12 are not followed by the companies in attachments of their letter head i.e. not showing Registered Office address, email ids, phone nos. websites names and CIN.
ROLE OF MCA TO AVOID SUCH MISTAKES:
The ministry is also cautious on this matter. That is the reason that MCA now has started a Para for Professionals especially at end of each E Form which has been reproduced as follows: Certificate by practicing professional I declare that I have been duly engaged for the purpose of certification of this form. It is hereby certified that I have gone through the provisions of the Companies Act, 2013 and Rules thereunder for the subject matter of this form and matters incidental thereto and I have verified the above particulars (including attachment(s)) from the original/certified records maintained by the Company/applicant which is subject matter of this form and found them to be true, correct and complete and no information material to this form has been suppressed. I further certify that:
i. The said records have been properly prepared, signed by the required officers of the Company and maintained as per the relevant provisions of the Companies Act, 2013 and were found to be in order;
ii. All the required attachments have been completely and legibly attached to this form; Moreover at the end of every Form, special instructions in form of NOTE have been given for Professionals and for companies which has been reproduced as follows:
Note: Attention is drawn to provisions of Section 448 and 449 which provide for punishment for false statement/certificate and punishment for false evidence respectively. Conclusion: Conclusion is only that the Professionals should in this Online Era of filing of returns and other documents, should perform their work and duties with a responsibility with perfection.
Regards: CS Mohit Saluja,
Mohit Saluja & Associates,
2nd Floor, Malhotra Complex, Sehdev Market, Jalandhar
E-Mail Id: email@example.com
Tags Corporate Law