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11. 3 ^ f ^ ^ T O . ^ ^ i -£ 3TS2T̂ 3% 3T̂ T ^ ^ f ^ #CT ^ frTO 3TR W ? 3?R £RJf, $3*Ff ^ T?1R 3?R ^ ^ft ^33Jf 3 3T%Kt ^ "SfT̂ ft Hf^TI 3 "*fsffacT f w f ^ *fa'v Tf, T* fwff ~$ ^ i *rf^T^T "3TOV 1?T f ^ T F̂TT f, eft TR^37 iTFT^ Tf ^ t ^ fsff^rq ^ %ir ^ p r ^T^R ^T " f t f e R̂fT 3fR ^ T ^ ^ ^ T -^R^R ^T faf*f?^T, ^ , 37^ej 3TR 3X̂ T ̂ RPTf ^T 3IH4+I FRTf I [•TO. ^ . 5/27/2006-^t."q^T-5] MINISTTRY OF COMPANY AFFAIRS NOTIFICATION New Delhi, the 27th November, 2006 G.S.R. 736(E).—In exercise of the powers conferred by clauses (e) and (1) of Sub-section (2) of Section 38A, read with Section 29C and Sub-section (1) of Section 29D of the Company Secretaries Act, 1980 (56 of 1980), the Central Government hereby makes the following rules namely :—
1. Short title and commencement.- (1) These Rules may be called the Company Secretaries Procedures of Meet ings of Oualily Review Board, and Terms and Conditions of Service and Allowances of the Chairperson and Members of the Board Rules, 2006.
(2) They shall come into force on the date of their publication in the Official Gazette.
2. Definitions.—(1) In these Rules, unless the context otherwise requires,-—
(a) "Act" means the Company Secretaries Act, 1980;
(b) "Board" means the Quality Review Board formed under Sub-section (1) of Section 29A of the Act;
(c) "Council" means the Council constituted under Section 9 of the Act;
(d) "Institute" means the Institute of Company Secretaries of India set up under the Act.
(2) Words and expressions used but not defined in these Rules and defined in the Act shall have the same meaning as assigned to them in the Act.
3. Procedure for Meetings of the Board.— (1) All meetings of the Board shall, ordinarily, be held at the headquarters of the Institute.
(2) The date and time of any meeting shall be fixed by the Chairperson:
Provided that a notice of not less than 15 days before the scheduled dale of every such meeting shall be given by the Chairperson or any person so authorised by him lo (he other members of the Board:
Provided further that the Chairperson, for reasons to be recorded in writing, may call for a meeting at a shorter notice.
Provided also that not more than six months shall elapse between any two meetings.
(3) The quorum for transaction of any business at a meeting of the Board shall be of three members, of which at least one must be nominated by the Central Government under Sub-section (3) of Section 29A of the Act.
(4) The Chairperson shall chair all the meetings of the Board;
Provided that in the absence of Chairperson, the members shall elect any of the members present on the day of the meeting to chair the meeting.
4 THE GAZETTE OF INDIA: EXTRAORDINARY |PA*I 11 Si-.c._3(i)J
(5) AH questions which come up before any meeting of the Board shall be decided by a majority of the members present and voting, and in Ihe event of an equality of votes, the Chairperson or in his absence, the member presiding, shall have a second or casting vote.
4. Transaction of Business.—The business of the Board shall ordinarily be transacted al a meeting of the Board,
5. Agenda for the Board meeting.—(1) The agenda for a meeting of ihe Board shall be decided by the Chairper son.
(2) Any matter referred to it by the Central Government or the Council shall be included in the agenda for the meeiingof the Board within time limits specified, if any, in such a reference.
(3) The Chairperson may, in appropriate cases, circulate the agenda note and related papers on any issue among members of Ihe Board for resolution by circulation.
Provided thai if three members of the Board require that any question be decided at a meeting, the Chairperson shall withdraw the papers from circulation and have [he question determined al a meeting of the Board.
(4) A decision laken by the circulation of the papers shall be communicated to all the members and shall be noted at the next meeting of the Board.
6. Procedures to be followed by the Board.—-In the discharge of its functions, the Board may ;
(a) on its own or through any specialized arrangement set up under the Institute, evaluate and review the quality of work and services provided by the members of the Institute in such manner as it may decide;
(b) lay down the procedure or evaluation criteria to evaluate various services being provided by the members of the Institute and lo select, in such manner and form as it may decide, the individuals and firms rendering such services for review;
(c) call for information from the Institute, the Council or its Committees, members, clients of members or other persons or organisations in such form and manner as it may decide, and may also give a hearing to ihem;
(d) invile experts to provide cx-pert/technical advice or opinion or analysis or any matter or issue which the Board may feel relevant for ihe purpose of assessing the quality of work and services offered by the members of the Institute;
(e) make recommendations to the Council to guide the members of the Institute to improve their professional competence and qualifications, quality of work and services offered and adherence lo various statutory and other regulatory requirements and olher matters related thereto.
7. Assistance to the Board- The Institute shall set up a specialised technical unit to—
(a) provide secretarial assistance, as required, lo the Board in the discharge of its functions:
(b) lo assist the Board in carrying out review of quality of services provided by the Members.
8. Terms and conditions of service of the Chairperson and Members of the B o a r d . — ( ! ) The tenure of the Chairperson and Members of the Board shall be four years.
(2) The Chairperson and other members of the Board shall be part-time members.
(3) No Chairperson or member of the Board shall be removed or withdrawn except as provided under Rule 10.
9. Allowances.— (1) The Chairperson and other Members shall be entitled to travelling and daily allowances as admissible to them in their official capacity, and in case, the member is not a Government Servant/he will be entitled to the travelling allowance and daily allowance as admissible [o an officer holding a post carrying a scute of pay of a Joint Secretary to the Government of India for attending meetings of the Board al the headquarters of the Institute if their place of residence is different from (he headquarters of the Institute.
(2) The Chairperson and olher Members of the Board whose place of residence is the same as the venue of the meeting oi the Board shall be provided local conveyance or allowance for [he local journeys lo be performed in connection wiih the meetings of the Board.
(3) The Chairperson and other Members of the Board, while on lour, shall be entitled to travelling and daily allowances at Ihe above rates.
10. Resignation, Removal and filling up of casual vacaney.— (1) The Chairperson and each Member of the Board shall cease lo remain Ihe Chairperson or Member, as the case may be, in case of his resignation or removal.
(2) The Chairperson or a Member of the Board may resign his office by a notice in writing under his hand addressed to the Central Government which shall be effective from the date of resignation.
section 10B of the Act within, as far as practicable, 45 days of receipt of an application forwarded by the Secretary of the Institute under section 10A of the Act.
(2) The Presiding Officer or a member of the Tribunal may resign his office by a notice in writing under his hand addressed to the Central Government.
(3) The Presiding Officer and each member of the Tribunal may cease to remain the Presiding Officer or member, as the case may be, due to any of the following reasons, -
(k) death; or (I) resignation; or
(m) becoming physically or mentally incapable of acting as the Presiding Officer or a member, as the case may be; or
(n) his being no longer being eligible to be the Presiding Officer or a member, as the case may be; or
(o) removal by the Central Government.
(4) A casual vacancy in the Tribunal shall be filled by the Central Government, by a notification, from out of the categories in which such vacancy occurs,
4. Terms and conditions of service of the Presiding Officer and Members of the Tribunal:- The Presiding Officer and other members of the Tribunal would be part-time members and would be appointed for the term of the Tribunal,
5. Allowances:- (1) The Presiding Officer and other members of the Tr-ibunal would be paid the following amount as allowance for each day of sitting, namely, -
(a) Presiding Officer - Rs.500;
(b) Members - Rs.400.
L _ THE GAZETTE OF INDIA: EXTRAORDINARY [PART IT—SEC. 3(i)j
(2) The Central Government may revise the sitting fee or honorarium from time to time, through notification in the official gazette.
(3) If the presiding officer or member is in employment with the Central Government or State Government, he would be eligible only for a lump sum honorarium of Rs 5000/- and would not be eligible for any sitting fee.
6. Travelling and daily Allowance:- The Presiding Officer and other Members of the Tribunal, while on tour, shall be entitled to the travelling allowance and daily allowances as admissible to them in their official capacity and in case the member is not a Government Servant, he will be entitled to the travelling allowance and daily allowance as admissible to an officer holding a post carrying a scale of pay of a Joint Secretary to the Government of India.
7. . Meetings of Tribunal:- ( i ) All meetings of the Tribunal shall be held at the headquarters of the Institute:
Provided that, if the Tribunal 'is of the opinion that in the interest of justice it is expedient to hold' a meeting at any other place than the headquarters of the Institute, it may hold a meeting at such a place.
(2) The date or dates and time of meetings shall be fixed by the Presiding Officer in consultation with other members of the Tribunal:
Provided that, a notice of not less than 15 days before the scheduled date of every such meeting shall be given by the Presiding Officer to the other members of the Tribunal, Secretary of the Institute and the parties involved.
' i
(3) The quorum for transaction of business at a meeting of the Tribunal shall be two.
(4) The Presiding Officer shall chair all the meetings of the Tribunal:
[MPTII— T3^3( i ) ] MR^ ^T <NH^ : 3raT^m?T 7
Provided that in the absence of Presiding officer, the member appointed under clause (c) of sub-section (2) of section 10B of the Act shall chair the meeting.
(5) All questions which come up before any meeting of the Tribunal shall be decided by a majority of the members present and voting, and in the event of an equality of votes, the Presiding Officer or in his absence, the member presiding, shall have a second or casting vote.
8. Procedure to be adopted by the Tribunal:- (1) In the discharge of its functions, the Tribunal shall be guided by the principles of natural justice and, subject to the other provisions of the Act and these Rules, the Tribunal shall regulate its own procedure:
Provided that, as far as practicable, the Tribunal shall try to ensure that a dispute is heard and decided, by i't within six months from the date of its constitution.
(2) Every party appearing before the Tribunal shall have the right to be represented before it by a legal practitioner or, with the permission of the Tribunal, by any other person.
(3) At the time of giving its decision, the Tribunal may, -
(a) dismiss the application;
(b) declare the election of alt or any of the elected candidates to be void;
(c) declare the election of all or any of the elected candidates to be void and the applicant or any other candidate to have been duly elected; and
(d) may pass such order as to costs as it may consider appropriate.
s THKGAZETTEOFINDIA: EXTRAORDINARY [PARTII—SEC. 3(I)1
(4) All orders and decisions of the Tribunal shall be authenticated by the Presiding Officer and other members of the Tribunal.
9. Powers ofths Tribunal:- (1) For the purpose of deciding a dispute under these Rules, the Tribunal shall have the same powers as are vested in a Civfl Court under the Code of Civil Procedure, 1908 in respect of the following matters, namely:-
(a) summoning and enforcing the attendance of any person and examining him on oath;
(b) the discovery and production of any document;
(c ) receiving evidence on affidavit; and
(d) cross-examining the witnesses produced before it.
10. Duration of the Tribunal;-' The term of the Tribunal shall be over within 15 days from the date of announcement of its decision on the dispute under reference.
11. Residuary provision:- Matters relating to the terms and conditions of services of the Presiding Officer and other members of the Tribunal, the place of meetings and allowances, with respect to which no express provision has been made in these rules shall be referred in each case to the Central Government for its decision and the decision of the Central Government thereon shall be binding on the Tribunal, the Presiding Officer and other members.
[F.No-5/27/2006/CL-V] JITESHKHOSLA.Jt.Secy.
Printed by the Manager, Govt of India Press. Ring Road, Mayapuri, New Delhi-110064 and Published by the Controller of Publications, Delhi-110054.