Circular Issued by: – Government of India, Ministry of Corporate Affairs, Office of Registrar of Companies.
Issued to: Local Chapter, ICAI/ICSI/ICWAI
Sub: - Panel for outsourcing of work of Technical Scrutiny of Balance Sheets.
This office (ROC Office) is in process of preparing a panel of professionals for outsourcing the work of Technical scrutiny of Balance sheets filed with this office as per the provisions of the Companies Act, 1956 on the following terms and conditions:-
You are requested to give a wider publicity to the said process and send the names applications of interested member professionals to this office at the earliest.
Registrar of Companies,
MODEL AGREEMENT TO BE ENTERED BETWEEN THE REGISTRAR OF COMPANIES AND THE OUTSOURCING PROFESSIONALS ON CASE TO CASE BASIS.
This agreement is made on this _______ day of ________ 2009/2010 between the Registrar of Companies (herein after called ROC) and Sh._________ _________ _________ _________ CA/CS/ICWAI, Membership No________having his office at__________ _________ _________ ______ (hereinafter called Professional) for outsourcing of the work of Technical Scrutiny of the Balance Sheet as at ________ (date) and documents annexed there to of M/s.________ _________ _____ ( Company) ____________ _________ _having its Registered office at__________ _________ _________ _________ _____. The Paid up capital of the company is Rs._________ _________ _as on the date of Balance Sheet as at ( Date) under on the following terms and conditions.
1. The professional undertakes to have received the subject Balance Sheet and documents annexed thereto and other relevant documents from the ROC.
2. The total fee payable is Rs………………………….…. The said fee shall be paid on completion of the Technical Scrutiny i.e., after sending the report to the office of Regional Director/MCA.
3. The professionals shall submit his draft order under section 234(1) on behalf of ROC, pointing out the prima facie contraventions of the provisions of the Companies Act and irregularities, violations, secretarial non compliances, prima facie contraventions of the Companies Act, 1956 and further information to be called from the company and other observations on examination of the Balance Sheet and documents annexed there to and other documents being given to him by the ROC within _______ working days from the date of this agreement.
4. The professional shall be provided with a copy of the reply submitted by the company by the ROC and the professionals shall submit his observations, irregularities/ violations detected on examination of the reply of the company within _____ working days from the date of receipt.
5. There shall be a penalty of 5% cut in fee for every one day of delay if the professional fails to submit his report within the time limit. If the professional fails to deliver within maximum of 10 days the work shall be assigned to the other professional without any claim of fee to the professional and he shall not be assigned any such assignment in future.
6. The ROC has sole discretion to withdraw the assignment if he is not satisfied with the quality of the service.
7. The professional shall not sign any communication directly to the company or any of its Directors or shareholders or creditors. All the letters or notices shall be sent and signed by the ROC or any of its authorized officers.
1) The professional further declares that:-
(a) He shall maintain absolute integrity and secrecy in respect of the assignment under agreement.
(b) He takes an oath of confidentiality and breach of this condition will make him liable for penal action under IPC, Cr.PC or any other relevant provisions besides, action for breach of agreement.
(c) He is not related to the subject company, its holding or subsidiary company or any of its competitor or any other company, partnership concern or sole proprietor concern in which any of the Directors or their relatives is interested as Directors, partners or sole proprietors.
(d) He has not handled any assignments from the subject company in the last one year and he further undertakes to inform ROC before accepting any assignments from the subject company in the next one year on his own name or in the name of any of his partners.
Signed on this day of ____________ _________ ____2009 (Registrar of Companies)