INDIAN CORPORATE LAW SERVICE ACADEMY

MANESAR
2022 Batch (13th PCP)

A Report on
On the Job Training (OJT) with the office of
Registrar of Companies (ROC) – Central Scrutiny
Center
(ROC-CSC)

Jithin Krishnan B, ICLS

ASSISTANT DIRECTOR
(UT)

2022 Batch (13th PCP)

 Central Scrutiny Centre (CSC), an initiative of Corporate
Affairs Ministry, to scrutinize the filings by users under straight
through processes. The objective behind the launch of CSC is
to ensure that data quality is uncompromised and free from
flaws. CSC will primarily scrutinize the filings made by users
under straight through processes, identify data quality issues
and irregularities, and communicate the same to the concerned

This training program for the ICLS officer trainees of the

2022 batch (13th PCP) with the Office of Registrar of Companies
(ROC)- CSC is part of the overall training program given to the
ICLS officer trainees. The duration of the training program is 6
working days (23.08.2023 to 30.08.2023). The main aim of this
attachment with the ROC-CSC is to know about the functioning
of ROC- CSC.
The focus is to move towards role based learning with
proper application of rules so as to make them fit for the role of
Assistant ROC- CSC at the end of the training, as envisaged
under “Mission Karma yogi”.

The training began with brief introduction of the program

by ROC- CSC Shyam Sundar sir. D- ROC Shefali Gupta Mam
gave detailed overview of the activities of CSC along with
insights into procedures for scrutiny of the forms.
Every 200th form filed is randomly picked by the system and
is scrutinized in the CSC. D-ROC mam told that violations are
detected in close to 10% of the forms scrutinized.
Details of activities to be covered during OJT in ROC- CSC are :

1. Learn about the key components of various STP forms

2. Scrutiny of e-forms filed as STP through the checklist
of scrutiny process
3. Major areas to be scrutinized which has possibility of fraud
4. Checking the related applicable provisions and rules of
companies act, 2013
5. Any other activity of the office of ROC-CSC as
considered relevant by ROC-CSC

Details of the forms scrutinized in CSC

Registrar of Companies so that corrective steps can be taken to

restore authenticity and correctness of data and it can be
seamlessly shared with other regulators, if required.
The forms that will be considered for scrutiny at CSC shall
include the following forms when the same are processed in STP
mode:
AoC-4 Non-
XBRL AoC-4
XBRL MGT-7
ADT-1
DIR-12
PAS-3
CHG-1
CHG-4
 PAS 3:

PAS-3 is required to be filed pursuant to Section 39(4)

and 42(9) of the Companies Act, 2013 and rule 12 and 14

Companies (Prospectus and Allotment of Securities) Rules,

2014.

The following details shall be provided:

List of Allottees stating their names, address, and

occupation.
Number of securities allotted
List of Allottees shall be certified by Signatory
of Form-3 as being complete and correct.
For allottement of shares other than case,
particulars of contract along with valuation report
from registered valuer
Copy of Resolution passed in General Meeting
in case of issue of Bonus shares
In case of private placement offers
 and acceptances in Form PAS-5

The e-form should be mandatorily certified by CA or CMA

or Company Secretary by digitally signing the e-Form.

ADT-1:

ADT-1 is required to be filed pursuant to Section 139 and

140 of the Companies Act, 2013 and pursuant to rule 4(2) of the
Companies (Audit and Auditors) Rules, 2014.
On appointment/ reappointment of an auditor at the annual
general meeting, the company shall file a notice of such
appointment / reappointment with the Registrar within fifteen
days of the meeting in which the auditor is appointed/
reappointed.

The following details shall be available in ADT-1

Income Tax PAN of Auditor/Auditor’s
firm Name of the Auditor/Auditors firm
Member number of Auditor or Auditors firms
registration number
Address of Auditor o Auditors firm
Period for which auditor is appointed
Number of financial years to which appointment relates
Whether the appointment of auditor is within the limits of
twenty companies.
Whether auditor has been appointed in the AGM or
in EGM
Resolution number and date of Board Resolution
authorizing the signatory to sing and submit the e-Form.
 E-Form shall be digitally signed by the Director, Manager,
CEO, CFO or Company Secretary.
The following attachments are mandatory:
Copy of written consent given by
auditor Copy of Board Resolution
Copy of NCLT order in case appoint by Tribunal

The above mentioned details are checked for

their correctness.

CHG-4:

CHG-4 is required to be filed pursuant to Section 82(1) of the

Companies Act, 2013 and Rule 8(1) of Companies (Registration
of Charges) Rules, 2014
Company shall within thirty days from the date of the payment
or satisfaction in full of any charge registered under Chapter VI,
give intimation of the same to the Registrar in e-Form CHG-4
along with the fee.
When the e-Form is filed beyond 30 days but within 300 days
from the date of satisfaction, user is required to give reasons
for

CHG-1:
CHG-1 is required to be filed pursuant to Section 77, 78
and 79 and Section 384 and Rule 3 of the Companies Rules, 2

Registration of charges shall be regulated as under:

On or before 6th July 2018 – filing allowed upto 1st May
2019 – No condonation allowed.
From 7th July 2018 to 1st November 2018 – T+200 – No
condonation allowed.
From 2nd November 2018 – T+120 – No
condonation allowed.
[“T” refers to date of charge creation/modification]

Instrument of creation or medication of charge is mandatory. If

number of charge holder is more than one, particulars of all joint
holders are required.
The above mentioned details are checked for their correctness.

DIR-12:
 DIR-12 is required to be filed pursuant to Sections 7(1) (c),
168 & 170 (2) of the Companies Act, 2013 and Rule 17 Of
Companies (Incorporation) Rules , Rule 8, 15 & 18 of
Companies (Appointment and Qualification of Directors) Rules,
2014.

The particulars of each person mentioned in the articles as

first director of the company and his interest in other firms or
bodies corporate along with his consent to act as director of
the company shall be filed
Every person who has been appointed to hold the office
of a director shall on or before the appointment furnish to
the company a consent in writing to act as such.
For filing of details of two or more events (for example,
appointment and cessation) relating to the same person,
you are required to file separate forms. These cannot be
filed through the same e-Form.
In case of appointment of a director the person being
appointed should not be associated with more than 20
companies as a Director and in case of public company, the
appointment of director shall not be allowed if he is already
a Director in more than 10 public companies.
The e-Form should be digitally signed by a director or
manager or secretary or CEO or CFO of the company
duly authorized by the board of directors.
The person signing the e-Form should be different from
the person in whose respect the form is being filed.
Declaration of the appointee director, managing director, in
 Form No. DIR-2 is mandatory to attach in case of
appointment of a Director / Manager / Company Secretary /
CEO / CFO.

Notice of resignation is mandatory to attach in case of

cessation of a Director / Manager / Company Secretary
/ CEO / CFO.
Evidence of cessation is mandatory to attach in case of
cessation of a Director / Manager / Company Secretary
/ CEO / CFO.
Interest in other entities of director it is mandatory to
attach in case number of entities entered is more than one.

The above mentioned details are checked for

their correctness.

MGT 7:
This e-form deals with annual return
Details mentioned in MGT 7 is cross verified with AOC-4.
AOC-4:

Every company needs to file its financial statements and

mandatory attachments, via e-Form AOC4 within the prescribed
time limit as per section 137.
 In case financial statements are not adopted in AGM then
un-adopted financial statements shall be filed within 30 days
of date of AGM (due date of AGM if AGM not held or
extended due date if any).

In case of revised filing, SRN of INC-28 filed for

submission of order of the competent authority as
specified under section 130 or 131 is required.

In case of revised filing, SRN of form AOC-4 filed latest for

the same financial is required.

Whether any extension for financial year or AGM was granted.

If yes, extended due date of AGM after such grant has to be

provided along with copy of extension approval of ROC.

If the company is a subsidiary company as defined under

clause (87) of section 2, details of Holding company has
to be verified.

Whether any adverse remarks/qualification of Auditors

reported, if yes reply of Board has been furnished by
way of Addendum.
Whether Secretarial Audit Report is required, If
yes, qualification of PCS has to be verified.

Whether CSR requirement is applicable, If yes verify

on the compliance of Section 134 & 135.

Details of salient features and justification for entering into

contracts/ arrangements/transactions with related parties as
per sub-section (1) of section 188 in Form AOC-2 has to be
verified.

Verify whether the e-Form is digitally signed by

Director/ Manager/ Secretary/ CEO/ CFO.

Ensure Disqualified Director have not signed the form.

In case of Increase in Authorized capital & allotment of

shares– verify requisite SH-7/ PAS-3 have been filed.

Verify the details provided in the financial statements are

matching with the details furnished in other e-forms. For
eg. Secured Loan vis a vis charge documents; Reduction of
capital vis avis INC-28 for court Order; Buy Back of
shares
– SH-8,9,11 etc.
 The above mentioned details are checked for
their correctness.

KEY LEARNINGS DURING THE ATTACHMENT

 Organizational structure of ROC-CSC

 Day to day functioning of ROC-CSC
 In depth conversation with ICLS officers of ROC-CSC
regarding various aspects of ROC-CSC
 Ease of doing business and the role of ROC-CSC
 Stakeholder interest and ways and means to promote it
 Application of various theoretical concepts learnt in
ICLS academy
 Insights about various IT related improvements
and applications in the functioning of ROC-CSC

Suggested Improvements:
 Greater in hand experience on the forms.
 More formal and informal interactions with
various ICLS officers of ROC-CSC
 Increasing the attachment days.