INSTITUTE OF COMPANY SECRETARIES OF INDIA CHALLENGES FACED

INSTITUTE OF COMPANY SECRETARIES OF INDIA CHALLENGES FACED BY COMPANY SECRETARIES DURING CORONAVIRUS AND LOCKDOWN PERIOD

ROLES & RESPONSIBILITIES OF A COMPANY SECRETARY Ensuring Compliance of Regulatory & Statutory Requirements Legal Advisor Secretarial Audit Company Administration Signing of Various Documents Link Between Company And Stakeholders Maintain Company Records Filing of Various Financial Statements

COVID-19 (THE WORLD PANDEMIC) What a year it has been so far. After the first couple of months of the year, our worlds were thrown upside down by Covid-19 and the lockdown. This has clearly presented many challenges for our organizations. Covid - 19, a disease spreading from a deadly virus called CORONOVIRUS which is reportedly first found in China, unexpectedly has taken a worst ever turn and has reached to every corner of the world. More than 5, 73, 000 people have lost their lives till now due to Covid-19. Not only this, all countries have suffered major social issues, other health problems, food and commuting issues and losses of employment, etc. One such section hit hard by this pandemic is Corporate World. Firms and Organizations have been through many problems from accessing their own offices to complying quarterly, half yearly and annual regulations and requirements. Owners, management, committees, employees and even the customers have faced difficulties in smooth operations.

Major Challenges Faced By Company Secretaries Increased complexit y Timely compliance of regulations Conductin g various meetings On-time filing of annual reports Balancing new working methods Accessing company’s physical documents and registers Conducting smooth secretarial audit

Relaxations Provided By Ministry Of Corporate Affairs (MCA) REGULATIONS PREVIOUS LAST DATES EXTENDED LAST DATES Nomination & Remuneration Committee, Shareholder Relationship Committee, Risk Management Committee Meetings 31 March, 2020 30 June, 2020 AGM by top 100 listed entities 31 August, 2020 30 September, 2020 Submission of half yearly Compliance Certificate 30 April, 2020 31 May, 2020 Investors’ Complaints Statement (Quarterly) 21 April, 2020 15 May, 2020

Secretarial Compliance Reports filing 30 May, 2020 30 June, 2020 Shareholding Pattern Quarterly Report 21 April, 2020 15 May 2020 Quarter Financial Results 15 May, 2020 30 June, 2020 Annual Financial Results 30 May, 2020 30 June, 2020 Annual Disclosure 15 May, 2020 30 June, 2020 Certificate from Practicing Company Secretary (half yearly ) 30 April, 2020 31 May, 2020 Corporate Governance Quarterly Report 15 April, 2020 15 May, 2020

Other MCA Notifications Providing Ease To Business Players And Company Secretaries Board & Audit Committee Meeting have been exempted for 120 days. March 18, 2020 notice followed by Companies (meeting of board and its power) Amendment Rules 2020 has relaxed holding of board meeting with physical presence. SEBI exempted requirement of publication of advertisement in newspaper under regulation 47 of LODR until May 31, 2020. For Issuance of Non Convertible Debentures and Preference Share and Commercial Paper, listed entities can use audited financial statements of September 30, 2019 until May 31, 2020 to March 31, 2021.

Conclusion In current scenario of the lockdown and restrictions being imposed, the temporary relaxations will enable companies to avoid penalties on account of unavoidable delay in meeting their regulatory compliances. However, companies ought to comply with any regulatory requirement that has not been specifically relaxed such as the disclosures under regulation 30 of LODR. Specific objectives of providing “Greater Ease of Doing Business” to all stakeholders has resulted in faster processing of incorporation related applications, uniformity in application of rules and eradicating discretion.

Commendable Efforts of Company Secretaries and ICSI Hon’ble president of ICSI, Mr. Ashish Garg informed that total of 5, 788 companies were registered with collective authorized capital of Rs. 804. 61 crores in the month of March 2020, and in total of 3, 209 companies were registered in April, 2020 with authorized capital of Rs. 1, 429. 75 crores. Again, 2, 356 LLPs were registered in March 2020, attributing the credit to the unstinted honest efforts of the Company Secretary Professionals in preparation of filing and compliance under the company law within the extended time period provided by MCA. The ICSI has also shown its refutable support by organising webinars, crash courses, online workshops and online classroom teaching throughout the lockdown period of March, April, May, June and July, to deliberate on such measures, clarifying matters with the help of MCA Officers and Company Secretaries.

Submitted By: Muskan Singh Level: Executive Registration Number: 240774202/2019