Corporate governance - inside story

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Clean cheat to Satyam CS - ICSI’s successful attempt in hindering the truth

Same Role of Company Secretary is been taught to CS Students in the Foundation, Executive and Professional Programme of CS Course and more interesting thing is the Questions on Role of Company Secretary are very popular amongst Examiners also and question related to it are asked in almost every exams.

Satyam Computers Limited’s Company Secretary Mr. G. Jayaraman, is been assigned the designation “Global Head of Corporate Governance”. Clean cheat to Mr. G. Jayaraman is given by the 7 member core group of ICSI included Keyoor Bakshi, (ex-president of ICSI) along with six other council members which includes Preeti Malhotra (ex-president of ICSI), SN Anantha Subramaniam, Anil Murarka (current president of ICSI), B arasimhan, R Sridharan, Nesar Ahmad (current vice president of ICSI) in case of fraud.

NK Jain, secretary, ICSI told FE, “On the basis of the investigation done by the core group and the information provided by the two company secretaries, the institute is of the view that there is no cause of concern with reference to the company secretaries.”

ICSI has made its stand clear in the Satyam matter by saying that “There is no cause of concern with reference to the company secretaries in the country’s biggest corporate fraud worth Rs 7800 crore and our company secretaries have done their job well.”

As per the Clause 49 of the Corporate Governance, Company Secretary shall act as the Secretary of Audit Committee.

At this point the question arises; Company Secretary gets clean cheat just because he has not done certification in Corporate Governance Report??

So, what dude?? He is the Global head of Corporate Governance. He must have the knowledge of all facts of Corporate Governance. If he had not the knowledge of the facts, then we can conclude some other things like;

There are chances that CEO of the Company doesn’t know the name of the Company (because he has not filed/signed the Form 1A with the ROC).

Finance Head doesn’t know the figures of Profit & Loss Account and Share Capital (because he has not made data entry of the figures in Tally).

Marketing Head doesn’t know, which products are being sold by the company (because he has not selected the names of products).

Managing Director doesn’t know that, who are the other Board Members (because he has not filed/signed form 32 of other directors or he was absent in the meeting in which other directors were appointed) and the examples goes on.

The case was clear cut. If the Core Committee of ICSI has looked at the Role of Company Secretaries, which is printed in the Books of CS Course and whose advertisement are being shown in the Newspapers, TV, Magazines, etc., then also they come to know that Mr. G. Jayaraman is guilty of Professional Misconduct and Fraud.

thanks                                

MCA is not taking any strong step towards those compnies who are not complying section 383 A, i suggest to make a inspection team by MCA to check the secretarial data of companies, so that companies can know about the importance of the role of Company Secretary. 

Thanks for sharing information

awasome artilcle... study..whatever name u called..

hats of to ankur....

Ankur

It was great posting this. Your efforts are laudible.

I believe there are many CSs who are also either CA or CWA or MBA etc. I am also a CA cum CS. Look what is the role of a CS nowadays ? In a quoted company the RTA will do all the job. In unquoted companies there is no work practically unless you also are involved in accounts, taxation etc.

Therefore companies look for people who are at the least doubly qualified.

Regards,

You are talking about which council member. They are just there to develop their relationship and business at the cost of institute

I support CS Bhavesh Rawal, Please go ahead. I think there should be stringent Penalising provisions in Section 383A for not employing CS and penalty  must exceed the remuneration of CS because nowadays company going to see the cost of employing CS and  not seeing  the benifits to the stakeholders and company name must be put on the list of defaulters and should be put under the head of wanishing Company.

This is a Gud efforts. But One thing that I could'nt understand is that why are u using "C.A Club India" a C.A site for the purpose.

For the benefit of CS faternity I support you completely. Further I would like to add one more thing i.e. all the officers at Registrar's office, CLB's office and RD's office must be companies secretaries and not the promoted government clerks, who even cann,t understand the requirements of the profession.

I really appreciate!!!!!!

Mr. Ankur lets us unite and fight for our profession.......because its now or never....

lets find the solution of this disease...as its not the problem any more.......

We all should go ahead for this noble cause

Dear Mr.Ankur,

             You have done a wonderful and selfless job for our CS community and the public. I was also applied a RTI application with ROC-Chennai for the same compliance u/s 383-A of the Companies Act, But the registrar in his reply, you can get all the information in ROC website. It was not a good reply for me. After that, I doesn't continue my efforts in this aspects on the reason of my personal problem.

         In every council, there is a regional member participated in the ICSI Central Council. But these regional central council members and regional council chairman & members doesn't come to forward to take any action under the non-compliance of u/s 383-A of the Companies Act. So, we should urge these members to take action on these or otherwise we should not vote for these selfish members in future. We should vote to new & young member for the benefits of CS community.

          Because, the elder people has more selfish rather than younger people. Because the elder people have family and some more responsiblity than younger one. So that the older people are doing mistakes continuously in all fields such like politics, corporate etc. So, in future, we should support more younger people rather than elder one. The younger doesn't have more corrupt mind at his/her age. Even if I attain older age in future, I will support more younger generation than elder one.

Finally, the penalty on the non-compliance of u/s 383-A for not appointing CS in the company should be minimum 5 lakhs. The heavy penalty and legal action on defaulting companies only will provide the good solution & future to CS community and prevent the corporate frauds.

     Thanking you,

Note: I have attach my previous RTI application here. If anybody want you can use it.

We the CS are at the mercy of Law maker, if one day fine morning they remove Company Secretary words from companies Act, 1956 or any other laws, we all loose bread and butter. likewise other professionals will double their earnings, if law maker do someting in their favour.