CS Family- Interview with CS Venkat and CS Sailakshmi

 

1. Please share us your journey as a Student; how you were attracted to CS Course?

 CS Venkatasubramanian (Venkat)

 When I was in 12th std, there was a chapter in commerce subject wherein the role of company secretary was taken by my teacher and he explained that a company secretary is a person who acts as a bridge between company directors and their shareholders. Honestly, with my limited knowledge I understood the role of a CS as like an intermediary person who solves problems and I felt I could do this course.  

 Journey as a student, with the blessings of God I have cleared both foundation and intermediate in the first attempt but final took four attempts.

 CS Sailakshmi

 I came to know about CS course during 1^st year of college. Initially, I thought of joining the CA course and my friend told me we can do CS instead and then I gave a thought and joined the CS course. Journey as a student, Like Venkat, I have also cleared my foundation and intermediate in the first attempt but final took four attempts.

 2. Where did you meet your spouse? How did the parents accept your marriage proposal?

 Cs Venkat

 Undoubtedly I met Mrs. Sailakshmi first in SIRC Institute when I came to pay my MSOP joining fee. We didn't know each other before. We become good friends post MSOP and which developed and progressed till marriage.

 When I opened up about our relationship, my parents understood things and took steps to approach her parents. Though it was like a congeneric arrangement, her parents took time to approve the scheme of arrangement.

 Cs Sailakshmi

 I met him first in MSOP.  We both and four other friends have become a group for all the events and presentations during our MSOP days.  We both became good friends and it turned to an everlasting relationship.

 Initially, it was a cold war when I opened up about our relationship to my parents. They took time to understand us and finally after 2 years, we got their approval and we got married in the year 2015.

 3. Do you think both being in the same profession as positive or negative? Are there any challenges in being in the same field?

 Cs Venkat

 Yes, Positive. Being in the same profession we know each other’s work clearly and hence could easily help each other in times of need.

 Cs Sailakshmi

 Being in the same profession, he not only understands my work, but also knows my behavioural positives and negatives and he will be able to offer better guidance than any other person.

 4. Share us about the Companies you worked as Cs and your progress in corporate/ Practice

 Cs Venkat

 I started my career with Everonn Education Limited under the mentorship of CS S Vijayanand. Initially, I was doing an internship there and later joined as an employee. I take this opportunity to thank CS Vijayanand who is my GURU and mentor both for my personal and professional life. It was wonderful learning to me from that Company. Later I worked with Matrimony.com, Laurus Edutech (P) Limited and currently, I am working with S.M.I.L.E. Microfinance Limited as Company Secretary and compliance officer. I have been working for this Company for the past five years. It gives me immense pleasure to work with directors and senior management people in SMILE.

 Cs Sailakshmi

 Initially, I started my career as a Secretarial trainee in R.Sridharan and Associates under the mentorship of Shri. R.Sridharan, Past president of ICSI and later worked as an employee for three years. It was like Gurukulam for me to start from scratch and I have gained good experience doing secretarial audits and mergers & acquisitions.  Post qualification I was working with Aspire Systems India Private Limited as Company Secretary for two years. Later I have started practice.

 5. Employment Vs Practice.. how do you see it?

 Cs Venkat

 We as CS family, post-marriage took a call that I will be in employment and she will take practice. It worked well for us.  A decade I was in employment with corporates as assistant company secretary and Company Secretary. Both practice and employment has its own advantages and disadvantages.  Though I was not into practice, I had the opportunity to understand it through my wife. We both work together and share knowledge more often.

 Cs Sailakshmi

 Initially, it was new to me to work in a corporate environment and later I have gained comfort working in corporates.  Post marriage I started to practice and it worked well and it was helpful for me to maintain the work-life balance. It is also financially advantageous to have fixed and variable income in a CS family. 

 6 Your marriage invitation was widely circulated in the CS Circle and was well appreciated. Can you elaborate on the same

 Cs Venkat

 We had three sets of invitation for our wedding.  One traditional card as parents suggested and one with full fun freak for our friends. The third one we thought as we both are in the CS profession our invite to CS and CA professional friends must be unique and catchy. It crossed my mind that we do have an agenda for the wedding so why not we can create a notice to our shareholders (i.e. well-wishers).

 Cs Sailakshmi

 We started pouring our thoughts and ideas to create the content in the style of an EGM notice ‘Eternally Granted Marriage’ and used the provisions of merger and acquisition and scheme of arrangements and edited suitably. It was shared in Facebook by CS Mohan Kumar and we have received lots of wishes and blessings from CS friends. We have given the link of the EGM Invitation once again here https://photos.app.goo.gl/2mYs9VCBaFdr7Ph46

 

7. How do you think that the CS profession progress in the years to come?

Cs Venkat

Any business new or old, big or small needs efficient Secretarial compliance services to sustain and grow. Compliances of a Company in top shape are a remarkable achievement that can help the business function smoothly and provide grounds for sound and promising business decisions. The statutory compliance needs will continue to grow with the business. Hence our profession will be a vital role for any business.

Cs Sailakshmi

In addition to what Venkat said, in the coming years, to ensure good corporate governance we can expect more stringent rules and regulations that the companies are required to follow. Our institute is also taking steps to make CS professionals as multidisciplinary. Hence our profession will play a vital role in the coming years.

 

Interview by: CS Mohankumar, Past Chairman ICSI SIRC

 

Eulogy- Desikan

Desikan… what an irreparable loss to student community!  He died of Post covid complications after a prolonged battle today around 2 PM.

He was just 32 years old. He has achieved more than what a man who lives for 70 years can achieve. Had God given him a full life, the heights he would have reached would have been humongous.

He was a wonderful faculty and human being. Gentle, soft spoken and ever smiling.  Extremely knowledgeable in Company Law and very passionate about the profession. He started taking classes for students immediately after finishing CS and he proudly stated few years ago that he completed 10 years as a law faculty (He was just 30 years then!)

The best aspect about Desikan is the individual/ personal attention he gives to the students; analyzing their strength and mentoring them.

Passing a professional course is a tough task for many young minds and this is where Desikan played a great role. He gave them confidence, hand holding and personal guidance at every stage of their study. Today whats app is filled with many such students sharing how he inspired him/ her in their status. One of the student rightly mentioned that "He made students believe being a close friend to a celebrity". 

When CS syllabus was changed, he advised few students to voluntarily shift to New syllabus; his logic was very simple. Module 2 in old Syllabus had FM and Information Technology, which many struggled. He suggested that by shifting to new syllabus they can crack it quickly since Module 2 had law papers. His analysis was spot on and many succeeded in the next attempt.

He always expected the students to understand the law clearly and also they should excel in the exams.  He focused on both these aspects on the students. He ensured that students start gaining great interest over the law papers and he was very successful in that.  

There has been many interesting hearsays about Desikan. He locked himself for 2 days after Companies Act 2013 was introduced – to familiarize himself with the new sections and provisions.

His respect for his Guru Late Anantharaman is huge. He treated his Guru almost like God. He used to quote Lord Denning also many times. 

We had invited him to speak at SIRC and in Chennai West Study Circle on various occasions. He never missed any invitation and will accommodate his professional commitments/ classes and will speak in the Forums. As organizers, we used to tell that there will be a separate fan club/ attendees since Desikan is speaking, which is absolutely true. After every Members meeting where he addressed, lot of people who were his students and now a qualified CS used to wait for him and speak to him.

He last spoke in Chennai West Study Circle on April 10, 2021 and understand that it was the last physical meeting he addressed. That was the last time I met him. Never knew it !

Apart from profession he loved acting in Dummies Drama troupe as well. When I write film reviews in Facebook, he will suggest some very good movies and I have never missed the movies that he has recommended, since his taste and selection about movies was very good.

CS Family – column was regularly published and Desikan commented that we must write about me and daughter Sneha as well in it. I told him “When I am publishing this series, how can I write about myself"; Desikan was immediate to reply: I will write about you and your daughter. He could not write about us and Fate has made me to write this Eulogy about him.

His books are always best sellers and sought after by students. He will live in his writings/books even after his death.

Having lost his father at a very young age, he was brought up by his mother. He did not have siblings and is survived by his mother. Our heart goes to his mother and may God give strength to her to overcome this toughest period of her life.

Desikan- you will be remembered every day by thousands of your students and well wishers like me.

Rest in peace dear Desikan!

Written by: Cs Mohan Kumar, Company Secretary, Chennai

CS Family - CS Raghavan & CS Gayathri- Father- Daughter Duo

1. How CS profession attracted you? Your student days and how you finished the course.

Cs. Raghavan:

Basic qualification is B.Sc; (Geology). Becoming a geologist was my ambition. As I could not pursue further studies, joined UCAL GROUP as an Accounts Assistant. Maintained statutory registers even during probation. Advised by the group CS, pursued CS course. As there was no study material, I used  reference books available in the office. The long journey time in suburban train was my study time. Immediately after the completion of CS (within one month) I joined THANJAVUR TEXTILES LIMITED, a listed company as a Company Secretary and served in the company for more than 21 years. Now, I am proud as a CS professional.

 Cs Gayathri Raghavan

Though I knew about this profession from my kindergarten days through my father, my aim was not this while in school. I was more inclined towards Chemistry, and after my high school by chance I entered commerce stream. I started with CA course but ended up finishing CS, as I had a better aptitude in theory subjects. Now I’m definitely in love with the profession.

 2. Father and Daughter being in the same profession – How do you see it

 Cs. Raghavan:

It is really an advantage if two people in a family are in the same profession

Cs Gayathri Raghavan

When compared to starting your practice as a standalone professional, being in it with some one you know well definitely gives better understanding towards the subject and also towards how to approach your profession.

3. What are the positives, negatives and challenges in two people being in the same profession.

Cs. Raghavan:

Everything is positive only.

Cs Gayathri Raghavan

First thing is the course and the profession itself being a known thing. I had a set platform to start my career from. I had his guidance always. I could easily get his opinions and nuanced handling of clients. I could learn many things from observing his actions.

Biggest challenge for me is to sustain the level of professionalism and develop myself as there will be an expectation on me. Coming out from his shadow and creating a space for myself would be my aim. No negatives to list out.

4. Do you discuss work related matters at home?

Cs. Raghavan:

Yes. We do not hesitate to discuss, whenever required. People are asking me to consult Gayathri also before giving opinions.

 Cs Gayathri Raghavan

Having my office at home and dad being the senior and mentor, yes we obviously discuss work at home.

5. What was the thought of Mrs. Raghavan on their only daughter taking up CS profession similar to father

 Cs. Raghavan:

 She was very happy, when Gayathri completed the course. She could not believe, when Gayathri had an offer from a group of companies immediately after passing the examination. At present Gayathri is a consultant there.

 Cs Gayathri Raghavan

She was always very supportive and encouraged me to pursue the field of my choice. Motivated me to never loose hope during student days. Bad luck that she couldn’t see me as a professional.

6. Passing out CS course 25 years ago by father & now by daughter– which one is tough

 Cs. Raghavan:

As no study material was available at that time, I had to depend on reference books available in the office. Pursuing a course when in employment was very difficult.

 Cs Gayathri Raghavan

When compared to the old system, now there are lot more new legislations and acts to study. To negate that difficulty we get good study materials.

 7. Your relationship with ICSI & SIRC and any memories that you would like to share

 Cs. Raghavan:

I had an opportunity to have personal contacts with most of the past presidents of ICSI from Chennai. I have good rapport with Ms. SARAH madam.

 Cs Gayathri Raghavan

Through my father I could get in touch with many esteemed seniors, faculties and even the administrative side of SIRC.  ICSI has provided me with a professional path and SIRC along with giving a professional platform to succeed has also been a place to develop friendships at personal level. SIRC would always have a special place in my life.

8 Any final thoughts you would like to share

 Cs. Raghavan:

My status and economic condition improved after becoming CS. This profession has given me an opportunity to have high level contacts.

 Cs Gayathri Raghavan

Two people in same profession is a boon, which only a few of us get. I see a growing trend here where the next generation following their parent’s/elder’s footsteps. Good for the CS profession too.

Interview: CS Mohan Kumar, Past Chairman ICSI SIRC

CS Family- Achuthan and Indrani

1. Where you did your CS course? How was your journey as a CS Student

 

Cs. Achuthan

 

I did my CS Inter in Coimbatore and CS Final in Chennai.

 

During the journey as a student we had the opportunity to mingle with students from various backgrounds and also had the privilege to interact with successful professionals which provided the impetus for us to move forward over coming the challenges.

 

Cs Indrani

 

I did my CS Foundation in Hyderabad, CS Inter in Coimbatore and CS Final in Chennai.

 

In the whole CS journey we were fortunate to meet our mentors, experienced professionals, and many more interesting people who gave us the confidence and a glimpse of what life would be as a CS Professional which always kept us moving forward towards our goal.

 

 

2. Husband and Wife being in the same profession – How do you see it. In your case, there is one more very young CS in your family.

 

Cs. Achuthan

 

Every profession throws its own challenge to work life balance. The positive side of having the spouse in the same profession brings an understanding of these challenges in a much easier manner.

 

Cs Indrani

 

I see a growth when both the partners are in the same profession as one would always lend a helping hand for the other enabling both to grow together.

 

The young man is one and half yr old and has a lot to see before he chooses what he likes. 

 

 

3. What are the positivesand challenges in husband and wife being in the same profession.

 

Cs. Achuthan

 

Positive is, you can understand what your partner is going through. Challenge is, both have the stress period around the same time.

 

Cs Indrani

 

Better half being in the same profession is always an added benefit as one is always able to understand what the other is going through even without uttering a word. The challenge is managing work life balance during the stress period.

 

4. Do you discuss Companies Act at home? Who wins on subject related arguments?

 

Cs. Achuthan

 

Yes, a CS can't live without Companies Act. Most of the time my partner is the first person whom i reach out, to discuss.

 

Cs Indrani

 

Discussions do take place at home leading to a healthy argument enabling us to understand and look at things from a different perspective.

 

5. One of you is employed and the other is practicing; Is that a planned move. Tell us about your journey in corporate

 

Cs. Achuthan

 

The choice of practice or employment is more of a need based decision. We wanted one of us to be always available for our kid. We decided mom is a better choice in the initial years.

 

My career has progressed through roles in various companies in manufacturing and financial service sectors, handling secretarial, compliance and legal portfolios giving me the confidence to move forward.

 

Cs Indrani

 

Moving into practice after our baby’s birth was a planned move as we wanted one of us to be with our Little Prince who is our Whole World.

 

My journey in corporate as a CS took me through roles in general insurance company, financial service sector, manufacturing and aviation industry, which taught me how to perceive things/ situations from corporate perspective, which is helping me in my practice to now sit on the other side of the table and satisfy my client’s requirements.

 

6. Both of you had been a great resource persons by writing backgrounders and remember you taking a Quiz for students in SIRC conference earlier, but has been inactive now in that front

 

Cs. Achuthan

 

We did take a short break for family reasons, but now, we are back and see a big window of opportunity with most of the things going online. Looking forward to contributing in any possible way to the profession.

 

Cs Indrani

 

As family was our priority we happened to pause for a while, however we are making a comeback shortly.

 

7. How do you think that the profession will grow in the coming years

 

Cs. Achuthan

 

With the growing focus on transparency and governance, the avenues for a CS are likely to move from the traditional secretarial & compliance, to governance . Hence we should gear up and be ready to adapt on the go.

 

Cs Indrani

 

There are a lot of opportunities for a CS professional  invarious roles as a company secretary, compliance officer, in house legal expert, board advisor, corporate and strategic planner, valuation professional, insolvency professional and so on. With an urge to expand our wings in various areas we can fly high raising ourselves and our profession to great heights.

 

Interview by: CS A Mohan Kumar, Past Chairman ICSI SIRC

FAQS ON PROCESS OF APPOINTMENT OF DIRECTOR THROUGH ROC BACK OFFICE

 

FAQS ON PROCESS OF APPOINTMENT OF DIRECTOR
THROUGH ROC BACK OFFICE

 

1.    What is the regulatory provisions for backend appointment of Directors under the Companies Act, 2013 (the Act)?

As per Section 168(3) of the Act, when all the directors are disqualified under Section 167 of the Act, then the Central Government (ROC/ RD) shall appoint the required number of directors based on the request received from the Promoters.

 

2.    How shall we decide as to under whose ROC jurisdiction we have to file the application?

Application shall be filed with the ROC under whose jurisdiction the registered office of the company is situated.

 

3.    Can a Company which is struck off for non-filing of Annual accounts and Annual return and because of which the Directors are disqualified appoint Directors through back end process?

A Struck off Company need to first file a Petition for revival under Sec.252 to NCLT and if Hon’ble NCLT is convinced that there is a fit and proper case, it may order for the revival of the Company. Though the Company is revived, the disqualification will still continue for the Directors. In this case, the Company may either approach High Court for removal of Disqualification of the Directors or appoint different Directors who are not disqualified through the back end.

 

4.    Typically which are the Companies which may require its Directors to appoint through back end.

A Company might have filed all its statutory returns like AOC 4, MGT 7 in time. But the Directors of the Company may be part of another Company and it has not filed its Annual accounts and Annual return for the past three years. The Directors of the Active Company will be disqualified because of the non-filing of returns by the other Company in which they are Directors. In this case, the Directors have the option to either approach the High court for removal of disqualification or appoint Directors through ROC office back end process.

 

5.    How much time does it take for the entire process of appointment of Directors through back end?

It usually takes 15-30 days for appointment of director through back end based on the facts and circumstances.

 

6.    Is there any statutory fee for appointment of Director through backend?

No, there is no statutory fee for appointment of Director thorough backend

7.    How can the documents be submitted to ROC?

Original signed copy of all the documents in Legal or A4 sheet and Soft copy of the documents in PDF format in a CD with a file size not exceeding 2.5 MB shall be submitted with ROC office.

 

8.    As all the directors disqualified then whose DSC will affix on the form?

DIR-12 need to be filled and printed; in this printed physical copy of DIR 12, both the new director and the promoter will sign and submit.

 

9.    Who have the authority to propose the appointment of new director?

Promoters holding major shares of the Company can appoint the Director at the General Meeting of the Company.

 

10.   How can the promoters of the Company be identified?

Promoters of the Company shall be the person who is named as such in the Annual Return or who has control over the Company. Generally, in a closely held private company, the Shareholders may be the promoters of the Company.

 

11.   Who can call for EGM when all the directors are disqualified?

Shareholders of the Company shall call for the extra ordinary General Meeting as per Section 100 of the Act.

 

12.    Whether the procedure is similar to all the ROC in India?

There will be minor changes in the documents required and procedures to be followed from ROC to ROC. But the overall procedure remains the same in all the ROC.

 

13.    How many directors can be appointed through back end?

ROC can be approached for appointment of only one director. If ROC is satisfied with the documentary proofs submitted, then name of one director will be updated in its record and the same will be reflected on MCA website.

 

14.    Can the other Directors be appointed through E-filing of Form DIR-12?

Once the ROC appoints the first director through backend, the Company can file E-Form DIR-12 for appointment of other Director by using DSC of first Director.

 

- A Mohan Kumar & 

  Vidhyesvari