1
[34. Coordination Committee.—The Coordination Committee constituted under section 9A of the
Chartered Accountants Act, 1949 (38 of 1949), shall be deemed to be the Coordination Committee for the
purposes of this Act.]
35. Directions of the Central Government.—(1) The Central Government may, from time to time,
issue such directions to the Council as in the opinion of the Central Government are conducive to the
fulfilment of the objects of this Act and in the discharge of its functions, the Council shall be bound to
carry out any such directions.
(2) Directions issued under sub-section (1) may include directions to the Council to make any
regulations or to amend or revoke any regulations already made.
(3) If, in the opinion of the Central Government, the Council has persistently committed default in
giving effect to the directions issued under this section, the Central Government may, after giving an
opportunity to the Council to state its case, by order, dissolve the Council, whereafter a new Council shall
be constituted in accordance with the provisions of this Act with effect from such date as may be
specified by the Central Government.
(4) Where the Central Government passes an order under sub-section (3) dissolving the Council, it
may, pending the constitution of a new Council in accordance with the provisions of this Act, authorise
any person or body of persons to take over the management of the affairs of the Institute and to exercise
such functions as may be specified in this behalf by the Central Government.
2
[36. Protection of action taken in good faith.—No suit, prosecution or other legal proceeding shall
lie against the Central Government or the Council or the Authority or the Disciplinary Committee or the
Tribunal or the Board or the Board of Discipline or the Disciplinary Directorate or any officer of that
Government, Council, Authority, Disciplinary Committee, Tribunal, Board, Board of Discipline or the
Disciplinary Directorate, for anything which is in good faith done or intended to be done under this Act or
any rule, regulation, notification, direction or order made thereunder.]
3
[36A. Members, etc., to be public servants.—The Chairperson, Presiding Officer, members and
other officers and employees of the Authority, Disciplinary Committee, Tribunal, Board, Board of
Discipline or the Disciplinary Directorate shall be deemed to be public servants within the meaning of
section 21 of the Indian Penal Code(45 of 1860).]
1. Subs by Act 12 of 2022, s. 101, for section 34 (w.e.f. 10-5-2022).
2. Subs. by Act 8 of 2006, s. 27, for section 36 (w.e.f. 17-11-2006).
3. Ins. by, s. 28, ibid., (w.e.f. 17-11-2006).
22
37. Maintenance of branch offices.—(1) Where a Company Secretary in practice or a firm of such
Company Secretaries has more than one office in India, each one of such offices shall be in the separate
charge of a member of the Institute:
Provided that the Council may in suitable cases exempt any Company Secretary in practice or firm of
such Company Secretaries from the operation of this sub-section.
(2) Every Company Secretary in practice or firm of such Company Secretaries maintaining more than
one office shall send to the Council a list of offices and the persons in charge thereof and shall keep the
Council informed of any changes in relation thereto.
38. Reciprocity.—(1) Where any country, notified by the Central Government in this behalf in the
Official Gazette, prevents persons of Indian domicile from becoming members of any institution similar
to the Institute established under this Act or from practising the profession of Company Secretaryship or
subjects them to unfair discrimination in that country, no subject of any such country shall be entitled to
become a member of the Institute or practise the profession of Company Secretaries in India.
(2) Subject to the provisions of sub-section (1), the Council may prescribe the conditions, if any,
subject to which foreign qualifications relating to Company Secretaryship shall be recognised for the
purposes of entry in the 1
[Register of members].
2
[38A. Power of Central Government to make rules.—(1) The Central Government may, by
notification, make rules to carry out the provisions of this Act.
(2) In particular, and without prejudice to the generality of the foregoing powers, such rules may
provide for all or any of the following matters, namely:—
(a) the manner of election and nomination in respect of members to the Council under
sub-section (2) of section 9;
(b) the terms and conditions of service of the Presiding Officer and Members of the Tribunal,
place of meetings and allowances to be paid to them under sub-section (3) of section 10B;
3
[(c) the form, manner and fee for filing an information or a complaint under sub-section (1), the
manner of deciding a complaint or information as actionable or non-actionable under
sub-section (2) and the procedure of investigation under sub-section (7), of section 21;
(d) the procedure while considering the cases by the Boards of Discipline under
sub-section (2) and time limit for payment of fine under sub-section (7), of section 21A;
(da) the procedure while considering the cases by the Disciplinary Committees under
sub-section (2) and time-limit for payment of fine under sub-section (7), of section 21B;]
(e) the procedure to be followed by the Board in its meetings under section 29C; and
(f) the terms and conditions of service of the Chairperson and members of the Board under subsection (1) of section 29D.]
39. Power to make regulations.—(1) The Council may, by notification in the Gazette of India, make
regulations for the purpose of carrying out the provisions of this Act.
(2) In particular and without prejudice to the generality of the foregoing power, such regulations may
provide for all or any of the following matters, namely:—
(a) the professions that may be recognised under sub-section (2) of section 2 and4
[item (2)]
and (4) of Part I of the First Schedule;
(b) the examinations and training for the purposes of clauses (c), (d) and (e) of sub-section (1) of
section 4;
1. Subs. by Act 12 of 2022, s. 102, for “Register” (w.e.f. 10-5-2022).
2. Ins. by Act 8 of 2006, s. 29, (w.e.f. 8-8-2006).
3. Subs. by Act 12 of 2022, s. 103, for clauses (c) and (d) (w.e.f. 10-5-2022).
4. Subs. by Act 8 of 2006, s. 30, for “items (1), (3)” (w.e.f. 8-8-2006).
23
(c) the manner of making an application and granting thereof under sub-section (3) of section 4 or
sub-section (3) of section 5;
(d) the fees payable under sub-section (3) of section 4, sub-section (3) of section 5,sub-section (2)
of section 6,1
[***] sub-section (2) of section15, sub-section (4) of section 19 and clause (c) of subsection (1) of section 20;
(e) the qualifications and practical experience for the purposes of sub-section (3) of section 5;
(f) the form in which an application may be made under sub-section (2) of section 6;
2
[(fa) the circumstances under which certificates of practice may be cancelled under
sub-section (3) of section 6;
(fb) the powers, duties and functions of the President and the Vice-President of the Council under
sub-section (2B) of section 12;]
3* * * * *
(h) the transaction of business by the Council for the discharge of its functions under section
15and other provisions of this Act, the place at which and the intervals at which the Council shall
hold its meetings for the transaction of such business, the procedure to be followed at such meetings
and all other matters connected therewith;
2
[(ha) guidelines for granting or refusal of certificates of practice under clause (e) of sub-section
(2) of section 15;]
(i) the regulation and maintenance of the status and standards of professional qualifications of
members of the Institute, as required by4
[clause (g)] of sub-section (2) of section 15;
(j) the carrying out of research in matters of interest to Company Secretaries as required
by5
[clause (h)] of sub-section (2) of section 15;
(k) the maintenance of libraries and publication of books and periodicals relating to management
of companies and allied subjects, as required by 6
[clause (f) of section 15A];
2
[(ka) the manner of appointment, powers, duties, functions, salaries, fees, allowances and other
terms and conditions of service of the Secretary and other officers and employees of the Council
under clause (c) of sub-section (2) of section 16;]
7* * * * *
(m) the transaction of business by the Standing Committees and other Committees referred to in
section 17, the places at which and the intervals at which such Committees shall hold their meetings
for the transaction of such business, the procedure to be followed at such meeting and all other
matters connected therewith;
2
[(ma) the maintenance of accounts under sub-section (3), the manner of preparing annual
financial statement under sub-section (4) and the manner of preparing the annual accounts of the
Council under sub-section (5), of section 18;]
(n) the manner in which the 8
[Register of members] may be maintained under sub-section (1) of
section 19;
(o) the other particulars to be included in the 8Register of members], as required by clause (e) of
sub-section (2) of section 19;
1. The words, brackets and letter “clause (a) of” omitted by Act 8 of 2006, s. 30 (w.e.f. 8-8-2006).
2. Ins. by Act 12 of 2022, s. 104 (w.e.f. 10-5-2022).
3. Clause (g) omitted by Act 8 of 2006, s. 30, (w.e.f. 8-8-2006).
4. Subs. by Act 8 of 2006, s. 30, for “clause (i)” (w.e.f. 8-8-2006).
5. Subs. by s. 30, ibid., for “clause (j)” (w.e.f. 8-8-2006).
6. Subs. by s. 30, ibid., for “clause (k) of sub-section (2) of section 15” (w.e.f. 8-8-2006).
7. Clause (l) omitted by s. 30, ibid. (w.e.f. 8-8-2006).
8. Subs. by Act 12 of 2022, s. 104, for “Register” (w.e.f. 10-5-2022).
24
1
[(p) the manner of making an application for grant of registration of a firm and the terms and
conditions of such registration under section 20A;
(pa) the manner of maintenance of Register of firms, and other particulars including details of
pendency of any actionable information or complaint or imposition of any penalty against the firm
under sub-section (1) and sub-section (2) and the manner in which the annual list of firms registered
with the Institute shall be published under sub-section (3), of section 20B;
(pb) the manner of making available status of actionable information and complaints and orders
passed under sub-section (9) of section 21;
(pc) the manner of preparing panel of persons under clauses (a), (b) and (c) of sub-section (1) and
the allowances payable to the Presiding Officers and members of the Boards of Discipline under subsection (8), of section 21A;
(pd) the manner of preparing panel of persons under clauses (a), (b) and (c) of sub-section (1) and
the allowances payable to the Presiding Officers and members of the Disciplinary Committees under
sub-section (8) of section 21B;
(pe) the salaries and allowances and conditions of service of officers and staff of the Authority
under sub-section (2) of section 22D;]
2* * * * *
(r) the manner in which Regional Council may be constituted under sub-section (2) of section 23
and the functions thereof;
(s) the conditions subject to which foreign qualifications may be recognised under sub-section (2)
of section 38;
(t) any other matter which is required to be, or may be, prescribed under this Act.
(3) All regulations made by the Council under this Act shall be subject to the condition of previous
publication and to the approval of the Central Government.
3* * * * *
4
[40. Rules, regulations and notifications to be laid before Parliament.—Every rule and every
regulation made and every notification issued under this Act shall be laid, as soon as may be after it is
made or issued, before each House of Parliament, while it is in session, for a total period of thirty days
which may be comprised in one session or in two or more successive sessions, and if, before the expiry of
the session immediately following the session or the successive sessions aforesaid, both Houses agree in
making any modification in the rule, regulation or notification, or both Houses agree that the rule,
regulation or notification should not be made, or issued, the rule, regulation or notification shall thereafter
have effect only in such modified form or be of no effect, as the case may be; so, however, that any such
modification or annulment shall be without prejudice to the validity of anything previously done under
that rule, regulation or notification.]