THE DISCIPLINARY COMMITTEE

THE INSTITUTE OF COMPANY SECRETARIES OF INDIA

IN THE MATTER OF COMPLAINT OF PROFESSIONAL OR OTHER MISCONDUCT

ICSI/DC: 19212013

Date of decision : 22 nd July, 2015

ROC, NCT of Delhi & Haryana ....... Complainant

Vs.

Ms. Sonali Sharma, ACS - 29972 ....... Respondent 1 Ms. Rekha Grover, ACS - 20751 ....... Respondent 2 Mr. Abhishek Mittal, ACS - 20736 ... .. .. Respondent 3

ORDER

1. The Disciplinary Committee in terms of sub-rule (1) of Rule 19 of the Company . Secretaries (Procedure of Investigations of Professional and other misconduct and conduct of cases) Rules, 2007, vide its Order dated 1 ih January, 2015 had decided to afford an opportunity of being heard to Respondent 1, 2 and 3 before passing any order under Section 21 B (3) of the Company Secretaries Act , 1980. Accordingly, a copy of the Order dated 1ih January, 2015 passed by the Disciplinary Committee was sent to Respondent 1, 2 and 3vide letter dated 15th

January, 2015.

2. On 14th May, 2015, theDisciplinary Committee decided to call the Respondent 1, 2 and 3 to appear before it on 9th June, 2015 in terms of sub-rule (1) of Rule 19 of the Company Secretaries (Procedure of Investigations of Professional and other misconduct and conduct of cases) Rules, 2007 before passing any order under Section 21 B(3) of the Company Secretaries Act, 1980.Accordingly, vide letter dated 15th May, 2015, the Respondent 1, 2 and 3 were called upon to appear before the Disciplinary Committee on 9th June, 2015.

9th3. On June, 2015, Ms. Sonali Sharma (Respondent - 1), Ms. Rekha Grover (Respondent -2) and Mr. Abhishek Mittal (Respondent-3) appeared before the Di,sciplinary Committee and made oral and written submissiol1s. The DisciplinaryCommittee considered the submissions made by each of them.The Disciplinary Committeeis of the considered view that there has been a trend that Ms. Sonali Sharma, Respondent 1 has been working for a very short period in the companies. This raises conclusive view that this was only done to circumvent the provisions of Section 383A read with Section 215 of the Companies Act,

,. - ~

1956. Form 32 regarding her appointment! resignation as a Company Secretary in the companies is invariably certified either by Respondent 2 or Respondent 3. The Disciplinary Committee further observed that the Respondent 1 has admitted that while in whole time employment she was also assisting Respondent 2 during her free time. It shows that the assignment (Form 1A) for change of the name of the company from Mis. SCRM Properties Pvt. Ltd . to Mis. IPSA Buildtec Pvt. Ltd., was given to Respondent 2 and Respondent 1 jointly by Mis. SCRM Properties Pvt. Ltd., as per their letter dated y'h March, 2013. The Respondent 1 has never rebutted this . The Disciplinary Committee, based on the material on record and in totality of the circumstances arrived at a conclusion that Respondent 1 has indeed been deemed to be in practice while being in employment as she rendered professional services and assistance with respect to the matters of the principle or detail relating to practice of the profession of the Company Secretaries. The Disciplinary Committee also arrived at a conclusion that the Respondent 2 and 3 have ostensibly entered into an arrangement and understanding with Respondent 1 for accomplishing their professional assignment knowing fully well that Respondent 1 is in employment. The contention of the Respondent 2 and 3 that they did not associate with Respondent 1 do not give any convincing submission based on the material. More so, the Respondent 1 at any point in time has neither made a mention that after leaving Mis. Ab,hishek Mittal & Associates, she stopped using her e-maill cssonalisharma@gmail.com nor she put in any efforts to change her e-mail id in the records of the Institute. Even Respondent 3 continued to keep the DSC associated with the said e-mail id of Respondent 1. This makes amp'ly clear that all the three Respondents were working hand in gloves.

4. The Disciplinary Committee observed that writing disparaging remarks against various authorities by the Respondents are in any way will neither have approval of the society nor justified under any circumstances. The Disciplinary Committee also felt that the e-mails sent by the Respondent 1 and 2 to the Government officials are not at all appropriate and further felt that if the Respondents had any grievances with the ROC, Delhi and other authorit.ies, they, without using any derogatory or disparaging remarks, could have taken up the matter before the concerned authorities. The Respondent 2 in this regard has inter-alia submitted that the alleged e-mails were sent to ROC, Delhi and other senior officers but the intention was not to sensationalise or disgrace any .individual or any office. She further stated that the e-mails were written due to frustration and out of the spur of the moment. The Disciplinary Committee noted that it has already recorded that the Respondent 1, 2 and 3 have apologised for their act and have requested for a lenient view in the matter. It also felt that uprightness of the professiona'ls is measured by their edifying; conduct and it is by the observance of the highest standards of that, they earn confidence and respect in the society and the Company Secretaries are expected to exhibit a hig'h degree of professional ethics and they are definiltelyexpected to lead by example.

5. We, after considering the material on record; nature of issues involved and in the totality of the circumstances of this case, pass the following order against Respondent 1, 2 & 3 under Section 21 B (3) of the Company Secretaries Act, 1980 read with Rule 19(1) of the Company Secretaries (Procedure of Investigations of Professional and other misconduct and conduct of cases) Rules, 2007 -

Ms. Sonali Sharma, ACS-29972

Respondent 1 Fine of RS.5000/-.

Ms. Rekha Grover, ACS-20751

Respondent 2 Fine of RS.5000/-.

Mr. Abhishek Mittal, ACS-20736

Respondent 3 Fine of RS.5000/-.

The order shall be effective after the expiry of 30 days of the issue of the order.

~~. (Atul H Mehta)

Presiding Officer