Binoy Chacko

From: Sent: To: Cc: Binoy Chacko [binoy@bgassociates.in] 12 October 2011 14:23 'vmoily@kar.nic.in' 'roc.kolkata@mca.gov.in'; 'monika.gupta@mca.gov.in'; 'Secretary MCA'; 'Addlsecretary@mca.gov.in'; 'avinash.srivastava@mca.gov.in'; 'renuka.kumar@mca.gov.in'; 'manoj.kumar@mca.gov.in'; 'Ea@mca.gov.in'; 'apurvgupta.inbox@gmail.com'; 'apurv.gupta@timesgroup.com'; 'gigi@bgassociates.in' Sub: Incorporation of Confidyne Private Limited / Ref: Form 1/18/32 vide SRN B21956537 SRN B21956537 - Incorporation of Confidyne Private Limited.pdf

Subject: Attachments:

To, Dr.Veerappa Molily, The Honourable Minister, Ministry of Corporate Affairs, Govt. of India Dear Honourable Minister, Sub: Incorporation of Confidyne Private Limited Ref: Form 1/18/32 vide SRN B21956537 On behalf of our client, we have filed Form 1/18/32 for incorporation of Confidyne Private Limited vide SRN B21956537 with the office of Registrar of Companies (ROC), West Bengal. The Form has came for resubmission for the first time, with the following remarks:

Proposed name not as per guidelines u/s20, hence not allowed. Form 67 (Addendum) should be filed
by 31/10/2011 failing which the eForm shall be treated as invalid and shall not be taken on record. (Please refer Regulation 17 of the Companies Regulation, 1956) We have resubmitted the documents with a clarification as attached. After resubmission of the Form, it has come again for resubmission with the remarks: Waiting For User Clarification - Pl furnish significance of proposed name. Form 67 (Addendum) should be filed by 31/10/2011 failing which the eForm shall be treated as invalid and shall not be taken on record. (Please refer Regulation 17 of the Companies Regulation, 1956) In this connection we wish to bring to your attention that, the proposed name was approved by STP Route by us as Company Secretaries in Practice as per the revised NAME GUIDELINES 2011 issued by the ministry vide General Circular No. 45/2011. We further submit that the Name Confidyne Private Limited complies with the provisions of NAME GUIDELINES 2011 as the name is not an undesirable name as per Para 1 of the Guidelines as the name is NOT identical with or too nearly resembling with: 1. Name of a company in existence and names already approved by the Registrar of Companies; 2. Name of a LLP in existence or names already approved by Registrar of LLP; or
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3. A registered trade-mark or a trade mark which is subject of an application for registration, of any other person under the Trade Marks Act, 1999. Confidyne is a name generated by the promoter. Nowhere in the NAME GUIDELINES 2011 stipulates to provide the significance of a name for the company. The significance of name is required to be provided only at the time of name approval and in this case we have approved the name under STP route under NAME GUIDELINES 2011 after ensuring that there is no Company /LLP Name / Trademark in the name Confidyne. More over the name applied is unique and there no other company has registered in India with an identical with or too nearly resembling name. After the introduction of NAME GUIDELINES 2011 by ministry vide General Circular No. 45/2011, it is a routine process that the Registrar of Companies Office puts incorporation documents for resubmission / user clarifications for non justifiable reasons where the names are approved by professionals under STP route. Instead of encouraging and guiding the practising professionals for implementing the guidelines in a better way, the ROC offices are discouraging the professionals by delaying the incorporations through putting the documents for resubmissions and user clarifications for unwanted reasons and thereby harassing the professionals. Ultimately the advantages envisaged with the introduction of new name guidelines becomes a pain for the professionals and public at large. There are lot of cases where the aspiring entrepreneurs are losing the possible business deals due to the unnecessary delay in getting their company registered in time thereby losing the possible revenue to the national exchequer. The Ministry of Corporate Affairs and the Office of ROCs has become an anti business organisation and is really working against the growth of Indian Business sector thorough its rebellious actions against the professionals and new entrepreneurs. The cited case is a classical example of harassment on professional who approves the Company name under STP route as per the revised NAME GUIDELINES 2011. One way the Ministry proclaims decentralisation and deregulation and on the other way the Office of Registrar of Companies makes the process professional unfriendly. The following are the few names of companies that we have approved as per the powers delegated under the revised Name Guidelines 2011. 1. 2. 3. 4. 5. 6. 7. Enterpriseforce Private Limited Akshyam Chere Private Limited Networc91 Private Limited Text91 Private Limited Recharge91 Private Limited Dhung Private Limited Beagles Private Limited

However majority of the above cases got registered from the respective ROC office only with the intervention of MCA higher officers including the Honourable Minister. It shows there is a concerted action from the officials of ministry to derail the process of true implementation of revised Name Guidelines 2011. We afraid a better effective and stronger machinery is functioning negatively within the ministry, who is afraid of the loss of additional revenue due to all these proactive measures by the ministry, to ensure the derailment of revised Name Guidelines 2011 and all other proactive measures proposed by the Ministry to ease the Corporate registration and compliance process in India. All these unnecessary delay in incorporation of companies is a result of the same.
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In view of the above submissions, we request your good office to intervene in to this matter and direct the respective officers to register the company Confidyne Private Limited (SRN B21956537) in the interest of equity and justice. Considering the seriousness of the issue faced by professionals accords the country and the Indian business fraternity and the general public as a whole, we request the direct intervention of your good office to ensure the implementation of the revised Name Guidelines 2011 in letter and spirit. We hereby request the Minister to order an independent inquiry on this matter at all the ROC offices in India and call evidences from the practising professionals at respective places to understand the real gravity of this issue and take adequate measures at the Ministry level and issue directions / guidelines to the respective officers for the proper implementation of NAME GUIDELINES 2011 as envisaged by the Ministry. If the Ministry is incapable to administer and implement the revised Name Guidelines 2011 in its true and real spirit, the Ministry may withdraw the General Circular No. 45/2011 and publish an apology to the Indian Business community, practising professionals and general public at large. A copy of this mail is being marked to the Secretary and other higher officials in Ministry of Corporate Affairs (MCA) and Registrar of Companies, West Bengal and Mr.Apurv Gupta a Business Correspondent in Economic Times for information in the public interest.

Regards

Binoy Chacko Company Secretary in Practice M.No. FCS 4792 COP No. 4221

BG & Associates Company Secretaries # 463, 10th Main, 13th Cross, Wilson Garden, Bangalore 560 027 Tel : +91 80 4219 4109

Mobile : +91 99457 54280 E-Mail : binoy@bgassociates.in