No 17/102/2011 CL-V Circular 14/2011

Government of India

Ministry of Corporate Affairs

5th floor, ‘A’ Wing, Shastri Bhawan,

Dr. Rajendra Prasad Road, New Delhi

Dated: 08.04.2011

To

All the Regional Directors,

All the Registrar of Companies/ Official Liquidators

Subject:- Certification of e-forms under the Companies Act,1956 by the Practicing professionals

Ministry of Corporate Affairs has been steadily progressing towards total electronic filing and approval regime. Objective is to do away with human intervention in MCA approvals to the maximum extent possible.

2. For this purpose, Ministry of Corporate Affairs has entrusted practicing professionals registered as Members of the professional bodies namely, ICAI, ICSI & ICWAI with the responsibility of ensuring integrity of documents filed by them with MCA in electronic mode. Professionals are now to be responsible for submitting/certifying documents (to be signed digitally by them) and system would accept most of these documents online without approval by Registrar of Companies or other officers of the Ministry.

3. However, to ensure that the data integrity is maintained at all times, there will be checking of such submissions to guard against fraudulent filing. In addition to the penal actions against the companies and their officers in default for furnishing incorrect or false information in the documents as provided under the Companies Act, 1956, action would also be taken on receipt of any complaint, anonymous or otherwise, against such professionals in the following manner:-

a) Alleged wrong submissions: In such cases, quick enquiry will be conducted by the concerned RD who will be assessing prima facie, cases of wrong doing by the professionals. Concerned professionals will be given time for furnishing explanation before conveying to a cancellation.

b) This report will be submitted to e-Governance Cell of MCA. The Cell will inform in the concerned Professional Institute to initiate an enquiry and complete the same within a month’s time.

c) Simultaneously, the concerned professional shall be debarred and shall not be allowed to enter to submit any document on MCA Portal. This debarment will be for a period of 30 days or till the final enquiry report is received from the respective Professional Institute.

d) MCA will take a final decision after considering the report so received.

Yours faithfully,

(Sanjay Shorey)

Dy. Director

Copy to:

The Secretary, ICAI, ICSI, ICWAI :- With a request to publish it in their respective journals

and give wider publicity to their practicing members

Certification of e-forms by professionals creates digital filing responsibility with potential temporary portal debarment during institutional inquiry. Professionals registered with recognised institutes must digitally certify e-forms filed under the Companies Act, 1956; many submissions will be accepted online without officer approval. Complaints trigger a Regional Director enquiry and opportunity to explain, while the e-Governance Cell notifies the relevant institute to conduct an inquiry; the professional is temporarily debarred from portal submissions pending the institute's report, and MCA will decide further action thereafter.