Copy of june 2020 udaan (1)

UDAAN RAISING STANDARDS HIGHER JUNE 2020 Quarterly Magazine of ICLS Academy

03 04 05 FROM THE PEN MESSAGE MESSAGE OF EDITORIAL FROM THE FROM THE DESK OF JOINT DESK OF JOINT TEAM DIRECTOR DIRECTOR 06 TABLE OF CONTENTS ABOUT ICLS ACADEMY 08-11 12-13 14-16 CORPORATE ROUTE BACK WRIT NEWS THROGH JURISDICTION 17-20 UNDEFINED AS JUDICIAL SHELL REMEDY COVID- 19 & COMPANIES COMAPNIES 21-22 23- 39 40-50 INTRODUCTION GAME EXPERIENCES STORY CHANGERS TIME 51-52 53-57 58-59 PICTURE POEMS CREATIVE GALLERY CORNER

FROM THE PEN OF EDITORIAL TEAM We are delighted and privileged to present the second issue of UDAAN before the ICLS fraternity. UDAAN is a humble effort of 10th batch ICLS Officer Trainees, to condense the various achievements, experiences, and creative works of ICLS officers, who are posted across the length and breadth of the country. UDAAN documents the valuable experiences of in-service officers from various batches. We hope that the young officers of our coveted service are inspired from these write-ups, and utilize these findings into their learning curve. Every crisis is an opportunity in disguise. Sailing through the hard realities of COVID_19 pandemic, ICLS Officers, being the regulators and facilitators of the most dynamic sector in the Indian economy, could not just be,mute spectators to the changes unfolding around them. UDAAN attempts to rope in the suggestions of ICLS officers from their experiences. UDAAN also aims to capture the beautiful moments of 9th and 10th batch Officer trainees, during their training module into a tapestry of memories. We thank the Officers from all batches for their contribution towards the magazine in terms of originality and expressiveness. The journey of UDAAN from the realm of imagination to its actualization would not have been possible without the support of the Joint Director and the Deputy Director of ICLS Academy. We would also like to thank the Consultants to ICLS academy for their technical expertise in making UDAAN a visual treat. As Albert Einstein rightfully said, “The only source of knowledge is experience”Hence, we unravel the experience of Indian Corporate Law Servants through UDAAN. 3

MESSAGE FROM THE SECRETARY DESK (MCA) RAJESH VERMA SECRETARY, MCA 4

RAISING STANDARDS HIGHER MESSAGE FROM THE DESK OF JOINT DIRECTOR NAADU With the virtual launch of maiden edition of “UDAAN” by Mr. Sanjay Kumar Gupta Hon’ble Secretary, Ministry of Corporate Affairs the (Joint Director) \"UDAAN” is ready to fly high. The initiative has really delighted our ICLS fraternity who has contributed Mission immensely for its second edition. The academy seeks to Good things remain good only because they are always impart high quality scarce. I am glad to pen down for this wonderful magazine as an appreciation of the commendable efforts training towards put forth by the team of Officer Trainees and the officials building a very of the ICLS Academy. responsive and caring professional cadre The world is braving COVID-19 and I can recall shlokas ensuring good Corporate of Sanskrit, which gives hope to deal with the situation Governance with ethics firmly and bravely. Sooner then expected the Vaccine will and transparency in arrive. The discovery by the medical fraternity will provide the courage to deal with the situation. The shlokas working. appropriately says that व ान द पेन संसार भयं नवतते ॥ व ानं के द प से संसार का भय भाग जाता है । The Academy was remain active in organizing virtual online training of the Officer Trainees of the 9th Batch and 10th Batch through Blackboard during this testing time. In fact, the Academy was proactive in visualising the impact and converted the same into opportunity. The OJT with CRC was advanced and started since 25 th March followed by online classes from 10 th May onwards. So there was no idle sitting for OTs and the Academy. With this initiative both the batches are on schedule. The Academy is soon expected to conduct the Mid-Career Training Programme (MCTP) along with in- service training Programme (ISTP) for the newly promoted officers in the ICLS Cadre. न वा यः मते ना तवस त कमणः । अव यकालो व या मा स वै प डत उ यते ॥ जो कसी भी काय- वहार को न यपूवक आरभं करता है, उसे बीच म नह रोकता, समय को बरबाद नह करता तथा अपने मन को नयं ण म रखता है , वही ानी है । 5

About ICLS Academy The Indian Corporate law Service Academy was founded in the year 2002 to cater the training needs of the officers of the Indian Corporate Law Service (ICLS) and its subordinate feeder cadre. The Academy was shifted to the present campus in the year 2010 with provision of a fully residential training programme. The Academy seek to impart high quality training towards building a very responsive and caring professional cadre ensuring good corporate governance with ethics and transparency in working. The ICLS Academy is housed inside the premises of Indian Institute of Corporate Affairs. The Indian Institute of Corporate Affairs (IICA) was registered as a society on September 12, 2008 under the Societies Registration Act; 1860 and is situated at IMT Manesar, Haryana. IICA is an Autonomous Institute that works under the aegis of the Ministry of Corporate Affairs to have opportunities for research, education, and advocacy. It is also a think tank that curates a repository of data and knowledge for policy makers, regulators as well as other stakeholders working in the domain of corporate affairs. The Institute, spread across a sprawling 14-acres, has state-of-the art infrastructure. Its main building is eight storey high and is eco-sensitive. The campus has residential blocks, hostel facilities for staff and students, recreational centre, a well-stocked Library and, an in-house auditorium. Key activities carried out by IICA include induction and in-service training to Indian Corporate Law Service (ICLS) officers, capacity-building and training programmes, policy advisory functions, public outreach and stakeholder consultations through seminars, conferences and forums. Manesar is an Industrial Model Township in Gurgaon district of the State of Haryana in India, and is a part of the National Capital Region of Delhi. Manesar tehsil is part of Ahirwal Region. It is one of the fastest-growing townships in India. It has many factories, offices, hotels, IT parks and educational institutes. There are several sightseeing spots around the area, some overlapping with Gurgaon. Manesar is 32 kilometres (20 mi) from Indira Gandhi International Airport and is located on National Highway 48, making it well connected with Delhi, Rewari, Dharuhera, Jaipur, Ahmedabad and Mumbai. 6

ICLS MILESTONES 1967 COMPANY LAW SERVICE Company law service was created as technical service to administer companies act 1956 , under Ministry of Finance 2002 INDIAN COMPANY LAW SERVICE Company Law service was renamed as Indian company law service. 2002 INDIAN INSTITUTE OF CORPORATE AFFAIRS FOUNDED 2004 MINISTRY OF CORPORATE AFFAIRS Independent Ministry of Corporate Affairs created to regulate and facilitate the corporate sector 2008 INDIAN CORPORATE LAW SERVICE The service was renamed as Indian Corporate Law Service and was brought into the fold of civil services exam. 2010 ICLS ACADEMY ICLS Academy shifted to the present campus thereby starting the fully residential program to mould the future Corporate leaders. 7

CORPORATE NEWS Content to Connect IBC: Ordinance Issued to suspend Insolvency and Bankruptcy Code for Six Months The Indian Government has suspended initiation of fresh insolvency proceedings for a period of six months to shield companies impacted by the outbreak of Covid-19. The government introduced the Insolvency and Bankruptcy Code (Amendment) Ordinance, 2020 (the \"Insolvency Ordinance\"), which became effective on June 5, 2020. The Insolvency Ordinance has inserted a new Section 10A (Suspension of Initiation of Corporate Insolvency Resolution Process) in the Insolvency Bankruptcy Code(\"IBC\") and has modified Section 66 (Fraudulent Trading or Wrongful Trading) of the IBC. A summary of the changes brought in by the Insolvency Ordinance: 1. Suspension of initiation of Insolvency Proceedings Section 10A of the, IBC prohibits the filing of applications under Sections 7, 9 and 10 of the IBC (i.e., by financial creditors, operational creditors and corporate debtors themselves) for the initiation of corporate insolvency Resolution Process (CIRP) of a corporate debtor in respect of defaults arising during the six (6) month period from and including March 25, 2020 . This date coincides with the date of commencement of the national lockdown in the country, The Insolvency Ordinance further mentions that the six month period for suspension may be extended up to one (1) year. Section 10A of the IBC also prohibits in perpetuity the filing of applications for the initiation of CIRP of a corporate debtor in respect of any such default. 8

CORPORATE NEWS Content to Connect 2. Suspension of Liability for Wrongful Trading The Insolvency Ordinance also inserts sub-section (3) to Section 66 of the IBC, which prohibits making any applications under Section 66(2) of IBC in respect of any default for which initiation of CIRP has been suspended under Section 10A. COVID 19 : MCA Continues To Reduce Compliance Burden For Companies And LLPs In order to support and help the Companies and Limited Liability Partnerships (\"LLPs\") in India to focus on taking measures to address the COVID-19 threat and revive themselves from economic disruptions caused by it, the Ministry of Corporate Affairs (\"MCA\") has taken some measures by reducing certain compliances under the Companies Act, 2013 on the corporates and LLPs. The measures have been implemented by the Ministry of Corporate Affairs, Government of India vide General Circular No. 11/2020 dated March 24, 2020. The details of the reliefs provided by MCA are explained as under: 1. As per the Circular, no additional fees shall be charged for late filing during a moratorium period from April 01, 2020 to September 30, 2020, in respect of any document which is required to be filed with the Registrar of Companies, irrespective of its due date. 9

CORPORATE NEWS Content to Connect 2. The mandatory time interval between holding two Board Meetings i.e. 120 days has been extended by a period of 60 days till next two quarters i.e., till 30th September 2020. 3. The application of Companies (Auditor's Report) Order, 2020 has been postponed to financial year 2020-2021 instead of being applicable from the financial year 2019-2020 as notified earlier. 4. As per the existing compliance, Independent Directors (\"ID\") are required to hold at least one meeting without the attendance of Non-Independent Directors and members of management. For the financial year 2019-20, if the lDs of a company have not been exempted from the mandatory requirement of holding such a meeting. 5. The minimum residency requirement for a period of at least 182 days by at least one director of every company has now been waived off for the financial year 2019 -2020 Contributions to PM CARES Fund to be considered as CSR, under Companies Act 2013 The Ministry of Corporate Affairs vide notification dated 26th May, 2020, added \"Prime Minister's Citizen Assistance and Relief in Emergency Situation Funds (PM CARES Fund) as one of the items in the point \"viii\" of Schedule VII of the Companies Act 2013 (\"Act\") . This notification had a retrospective application, and is deemed to have come into force on 28 March, 2020, Schedule VII of the Act lists down activities, in pursuance to Section 135 of the Act. 10

CORPORATE NEWS Content to Connect NCLAT quashes NCLT order to make MCA party in all insolvency cases The National Company Law Appellate Tribunal (“NCLAT”) quashed an order of the NationalCompany Law Tribunal (“NCLT”) which directed that the Ministry of Corporate Affairs(“MCA”) should be made a party to every case under the Insolvency and Bankruptcy Code (“IBC”). The NCLT, Delhi, in its impugned order, had directed that the MCA would be a party to all the cases under IBC, so that authentic records could be made available by the officers of the MCA in the IBC proceedings. This order was quashed by the NCLAT, which held that the NCLT’s order suffered from material irregularity and patent illegality in the eyes of law. The NCLAT ruled that the MCA need not be a party to all applications under the IBC. However, the MCA may be impleaded in certain cases, based on exercise of judicial principles and following principles of natural justice. The NCLT, by necessarily impleading MCA to be a party to all suits, had acted beyond its jurisdiction, and thus the order by NCLT was not tenable. 11

ROUTE BACK THROUGH UNDEFINED \"SHELL COMPANIES\" - GOKULNATH, AROC KOLKATA In an economy where unaccounted income is a big menace, there are always efforts made by the tax evaders to bring their unaccounted income back to their books of account without paying any tax on the same. Numerous methods and techniques are used for this purpose, many of which the authorities know about, and probably countless others that have yet to be uncovered. When we refer to an entry of loan transaction as ‘fake loan’ received from a ‘paper company’, it invariably means that such entry represents unaccounted money of the person, in whose books of account the money has been credited as loan and the lender company is only a channel for routing the money back to the books of account of that person. However, it remains a huge challenge for the authorities to bring all material facts and evidences on record, so as to prove the wrong doings of the companies beyond doubt. One of the method used by tax evaders to route the unaccounted income back to the books of accounts is by disguising monies as loan or share capital of the company. This method is probably the most prevalent one, and is perhaps one of the most organized way to bring the unaccounted money back to the books of account of the companies/ other such legal entity. In fact, even well established business entities resort to this method, to bring their unaccounted money back to their business without paying any tax on the same. The process to bring the money back in this manner is, commonly referred to, in business jargon, as ‘accommodation entries’. It is mostly done by “Jamakharchi companies”, commonly known as “shell companies”. However, the term “shell company” has not been defined under the Companies Act, 2013. Many well-organized rackets controlled and conducted by persons known as entry operators carry out such operations at the behest of companies. Kolkata is undoubtedly the Mecca of such operations, and is well known for liberally providing entries to business entities all over the country; other business hubs such as Mumbai and Delhi are also not far behind in having organized rackets for providing accommodation entries to the willing tax evaders. Although there is no uniformity of methodology or approach, or certainty of estimation of unaccounted income being brought back in the books of accounts in this manner, the magnitude is same, without any doubt, is significant and huge. The method of providing ‘accommodation entry’ entails breaking up large amounts of money into smaller, less-suspicious amounts. In India, this smaller amount is kept at below Rs. 50,000/-, as deposits of cash below this amount does not require providing PAN of the depositors. 12

The money is then deposited into one or more bank accounts either by multiple people or by a single person over an extended period of time. Often, even large amounts of moneies are deposited in the banks, with PAN numbers of individuals who may even be illiterate, and/or work for these entry operators for small salary or commission. The money is then routed through paper companies controlled by these operators. These operators take care of all the formalities and compliances, such as incorporation of ‘shell companies’, which often do have fictitious registered addresses with no real office or employees. The directors of such companies are again individuals who are mostly illiterate or known local persons and work for the entry operators for small salaries or commission. At first sight, most of these companies are incorporated as finance, investment or technology companies. But the entry operators have many times secretly admitted that the companies carry out no real operations, and are only paper companies used to route the unaccounted income and, at the same time, clean hoards of unaccounted income for their clients. These companies thus essentially exist for no other reason than to ‘layer’ the entries or pass it on to the beneficiary company as loan or share capital. Such layering may exist at many levels, wherein companies take in unaccounted money as “loan or share capital” and pass it on to either another such paper company for deeper ‘layering’ of the transaction or directly to the beneficiary as loan or share capital. Such transactions create an appearance of legitimate transactions through fake entries in the companies’ books of account. Such entry operators controls hundreds of bank accounts for depositing cash and hundreds of companies for routing the entries. Limited resources and infrastructure of the Registrar of Companies (ROC) perhaps makes it easier for entry operators to incorporate large number of such paper companies without any difficulty. This process, prima facie, may appear very simple but it is extremely difficult to expose the whole chain of money deposited and ‘layers’ through which it is routed back to the beneficiary entity. The biggest problem is that there is no effective deterrence to curb the activities of these entry operators. Even conducting inquiries and inspections against them has not really worked as a deterrence. People with a lot of unaccounted income typically hire such ‘financial experts' to handle the process to bring the money back to books of account without paying tax on the same. The whole idea is to make it extremely difficult for any regulatory authorities to trace the unaccounted money, and its source, and bring it back to the books of account. However, currently, we do not have specific provisions in Companies Act, 2013 to put such operators behind bars. Hence, the solution at the moment is to handle the individual cases of such entries routed back through paper companies at the time of inquiry or inspection in the purview of available provisions of companies Act and judicial pronouncements in respect of the same. 13

WRIT JURISDICTION AS JUDICIAL REMEDY The concept of writ jurisdiction owes its origin to the 13th century England, when ‘writ’ or ‘royal order’ emerged as a prerogative with the Crown to prevent the other authorities to act beyond their jurisdiction. Thus, writs essentially provided an extraordinary remedy to the King to take appropriate action against the excesses committed by executive and administrative authorities. The writ jurisdiction in India goes back to the Regulating Act, 1773. The Supreme Court established by this Act had the power to issue writs as were issued in England. Since the remedy of writs had been time tested, and effective, our constitutional forefathers decided to incorporate it within our Constitution. This meant that writs enjoyed the status of constitutional remedy, and thus had higher prestige and a more encompassing public profile. Writ Jurisdiction in the Indian Constitution Article 32(2) of the Constitution stipulates that the Supreme Court has the “power to issue directions or orders or writs in the nature of habeas corpus, mandamus, prohibition, quo warrant and certiorari, which ever may be appropriate” for the enforcement of fundamental rights, conferred under Part III of the Constitution. Hence, writs are instrumental in guaranteeing fundamental rights to the citizens of our country. This right has been famously described as ‘soul of the constitution and very heart of it’. Dr. B.R. Ambedkar had emphasized on the significance of the right to constitutional remedies, and the right to move the Supreme Court and the High Courts for the enforcement of fundamental rights. Article 226 of the Constitution provides the power to issue writs to the High Courts of the country. It stipulates that the High Courts have the power to issue writs for enforcement of rights conferred by Part III ‘or for any other purpose.’ Hence, the power of the High Courts to issue writs is much more expansive as the High Courts can issue writs for enforcement of ordinary legal rights also.In recent times the scope of writ jurisdiction has become so expansive that writs can now be issued against constitutional bodies, statutory bodies, non-statutory bodies like companies and cooperative societies, and even private bodies and persons. The writ jurisdiction is supervisory in nature and it is different from appellate or revision jurisdiction. The basic purpose of writs is to correct the defects of justice and thus, while exercising the writ jurisdiction the court has to put its focus on the application of law rather than facts. 14

The court concerns itself with the decision making process more than the decision itself. The court has to enforce the right and not to create a right. Similarly, it has to enforce the law and not to enact law. Due to limitation of space, I will not elaborate on the types of writ; rather I will try to give a brief overview of functionalities of writs, and the limitations of writ jurisdiction. The Functionalities of Writ Jurisdiction To protect Fundamental Rights This function of the writ jurisdiction has been instrumental in creating a strong rights’ framework, as a mere declaration of fundamental rights without an adequate remedy would have been akin to a hollow promise. For example, the writ of ‘habeas corpus’ is majorly used to challenge violations of Article 21, 22 in cases of illegal detention by the government. The writ of quo warranto, has often been used to protect the complainant against violation of his rights under Article 14, 15, 16. For instance, this writ has been used to quash illegal government orders based upon favouritism. Since rights without remedy are nothing but a meaningless formality, the writs as mentioned in Article 32 and Article 226, are essentially the backbone on which the essence of fundamental rights depends. Judicial review of Administrative Actions Basic purpose of judicial review is to enforce constitutionalism and to guard against majoritarianism. Hence an important aspect of public law review is not to merely enforce fundamental rights; rather to keep the administrative and quasi administrative machinery within proper control. The writ jurisdiction enables the High Courts and the Supreme Court to exercise their power of judicial review.. A writ of certiorari may be issued to quash an action when the judicial/ quasi-judicial/ administrative action is no more valid due to its improper constitution, lack of jurisdiction, excessive jurisdiction etc. If the action is being carried out during the Court proceedings, then the Court may issue a writ of Prohibition, which will thus prevent the authority from carrying out its proceedings. Hence, the writ jurisdiction allows the Court to discontinue the unconstitutional proceedings, as and when they are pending, and also quash any unconstitutional order that may have been given. Emergence of Public Interest Litigation/ Social Action Litigation (PIL/SAL) The writ jurisdiction enabled the Supreme Court of India to transform itself into a ‘Supreme Court for Indians’.[1] Rather than merely protecting the rights of the people, the Court started taking a proactive role to improve the conditions of the repressed classes in the society such as convicted prisoners, women in protective custody, bonded labourers etc. 15

By relaxing the rules of locus standi, and by allowing epistolary jurisdiction, the Court made itself more accessible and responsive to the needs of the society. Public Interest Litigation was a distinctive by-product of the catharsis of the 1975-1976 Emergency, which eventually gave rise to \"juridical democracy\" through innovative uses of judicial power.Thus, the court through its pro activeness, humanitarianism, and its constitutional ethics, could earned a high standard of moral authority in the eyes of the people of India. [1] Upendra Baxi, ‘Taking Suffering Seriously: Social Action Litigation in the Supreme Court of India,’ Third World Legal Studies: Vol. 4, Article Limitations of Writ Jurisdiction Rules of evidence are easily dispensed with A serious limitation of the writ jurisdiction is that as a court of first instance, it often is not able to give adequate emphasis on the facts, and instead deals with abstract questions of law and justice. This is problematic as justice cannot be done without a proper consideration of facts and events. Conclusion India is touted as republic of writs. This is because the writ jurisdiction has witnessed a very wide and encompassing scope in India. The Constitution transformed the scale and scope of writs applications in India. The Supreme Court and the High Courts through their exercise of mandate given under Articles 32 and 226 respectively have generated trust in people with respect to their writ jurisdiction. By using innovative means such as “continuing mandamus” and “creeping jurisdiction”, the Courts have evolved new ways to establish a strong rights’ framework for the people. Thus, although such innovations are appreciable, they also indicate a crisis of legitimacy that our democratic institutions are going under. The overuse of writ jurisdiction has, in the recent times, has impacted the certainty, predictability, and the apolitical culture of the higher judiciary in India. Thus, self-imposed fetters such as, guidelines to entertain PILs, guidelines to ascertain facts in writ applications etc are needed so as to have a more robust mechanism of writ jurisdiction in India. BY HIMANI SHARMA ASSISTANT DIRECTOR MINISTRY OF CORPORATE AFFAIRS 16

COVID-19  AND COMPANIES INTRODUCTION   “In the midst of every crisis lies great opportunity”- Albert Einstein. Covid-19 has changed the equations of lives, societies and countries in an unprecedented way. The greatest challenge after healthcare would be reviving the economy once normalcy returns. Covid-19 would create several problem areas but not without new avenues and opportunities ever imagined. This article presents the key problem areas which the corporate economy including the startups and MSMEs would face during the crisis and the opportunities that lie ahead. SHORT TERM: 1)    Cash crunch for companies: Providing salaries and wages for employees without getting enough business/projects/customers due to fall in demand would be a major problem. Managing liquidity and working capital needs would be a challenge for most of the companies. SOLUTIONS: Short term Interest free loans repayable in a year Stimulating demand by government by creating a special portal(dealt in a separate article) for companies to market and for public to order online so that where demand can meet supply(Eg. GeM, Amazon). Indian Postal Service can be utilized as delivery agents. Cash management workshops by experts to companies Minimized regulatory compliances   2)   Job Loss and repatriation: Economic crisis would leave have left many employees job less. A reversal ofbrain-drain resulting in the movement of quality employees from abroad to India can be expected. Providing standard jobs matching their skills would be challenging. SOLUTIONS: Creating special database of Indian employees and foreign return Indians in public domain to enable companies to pick up right talents. Entrepreneurship development by easing the norms for start-ups to the bare minimum Creating job oriented and prospective courses for skill development to match future job requirements Setting up R&D units and using the technical knowhows of foreign returned employees for future benefits 17

3) Health and Sanity: Work areas require a stringent level of sanitation. Another Covid-19 cycle is very much possible when personal and public hygiene are compromised. SOLUTIONS: Companies should keep only minimum staff in office and allow work from home to others  Personal protection equipment like hand sanitizers to be placed at various spots in work areas Regular health checkups for employeess should be arranged by companies Health and Sanity workshops for employees/employers   4)    Supply Chain Management: Logistic issues in supply chains would be another challenge in the short term   SOLUTIONS: Collaborating with logistics partners for safe and expedite delivery of supplies to various places Online tracking portal for supply chains Vigilance to prevent price surge, hoarding etc.   MEDIUM TERM 1)  Productivity and Efficiency : Quantity and quality of delivery are key factors which can differentiate Indian products from competitive countries products. SOLUTIONS: Continuous skill development for employees Incentivise “Zero defect” companies Infrastructure development to help logistics Facilitate Innovation and changing technology adaptation   2)   Manufacturing/Service Clusters Economies of scale is vital to survive in competitive markets and to maintain price stability.   SOLUTIONS: Creating planned manufacturing/service sectors with backward and forward linkages in towns and villages. Food processing and packaging clusters near agricultural lands Facilitating clustering of existing MSMEs to achieve economies of scale Incentivising heavily industries which employs women can help to bridge the gap in workforce participation rate by women. This can have rippling effects in the economy and help to overcome many social issues too. 18

3) Ease of Doing Business : Entrepreneurship development can be realized only when there is ease of starting, doing and exiting business. SOLUTIONS: Single Window System for all compliances management Straight through process for company incorporation: (e-Verification by Aadhar database, Registered Office can be verified by using banking channels, Indian Postal Service) Separate Grievance Redressal Unit for businesses Government and Businesses Connecting Platform Auditing by Government allocated Auditors  4) Convergent Industrial Policies Planne development with convergent policies on Agriculture, Industry, Commerce, Export and Import policies. SOLUTIONS: Centralized plan by NITI Aayog. Various ministries would derive plans out of the Central Plan Global market: Positioning India in global market based on competitive advantage and global demand is another important step. SOLUTIONS: Expanding national e-commerce markets gradually to other countries Planned Special Economic Zones with improved logistics to match global demand   5) Environmental sustainability: Chinese growth model by polluting the globe at the cost of development cannot be pursued by India. Sustainable development is the key to the future. SOLUTIONS: Installing pollution detectors (air, water, soil) in every big plant and sensors sending signals to authority when there is a breach of allowed limit. Companies must arrange accommodation close to office so that employees can walk or cycle to office and can reduce traffic, sound and air pollution, road accidents. It can also help save Forex reserves which is spent on crude oil Using Energy efficient technology for manufacturing Replacing old machineries regularly Efficient Waste disposal methods Complaints Management Cell to receive complaints on environmental degradation 19

LONG TERM 1)  Employee database An employee database similar to the olden day Employment Exchanges should be made online which would be connected to Aadhaar database. National Career Service Portal has to be enhanced for this reason. Status of every citizen whether ‘Employed’ or ‘Unemployed’, whether ‘Looking for job’ or ‘Pursuing higher studies’ must be stated along with qualifications. Private players can post their skill requirements to Government and the government will send notifications to the candidates whose qualifications and skill set match with such requirements. Students who avail educational loans and get placed in jobs: Their employment status will be notified to the banks for loan repayment. This can help avoid default on educational loans and more such loans would be disbursed for the benefit of students. 2)   Automation via Artificial Intelligence Automation on most of manual labour by deploying AI can help improve efficiency and in creating quality and creative jobs in future. 3)   Education and Industrial Connect Higher Education must be connected to the Industrial requirement to improve employability. New courses must be designed on prospective jobs and technologies. Every course on completion must promise a job creation. 4)   Smart Career Progression Career progression curve of every job must be made available for students to choose courses/jobs which match their interest and provide promise for future. 5)   R&D to drive future To innovate and adapt to latest technologies by widening R&D is the only way to drive future. Rarely do events occur in history that can provide time for introspection and transformation. Covid-19 is one such occurrence to transform the economy. By, Uma Maheshwari G, Indian Corporate Law Service Officer Trainee(10th batch). 20

GAME CHANGERS COVID FUND: Crowdfunding Initiative by 8th batch ICLS Officers in collaboration with GOONJ NGO Among the plethora of good initiatives being done to help the Corona affected Indians across the length and breadth of the country, one initiative has been to target the food aid segment of the relief works. The ICLS officers of the 2017 batch initiated a commendable effort to feed thousands of Indians in the country, who, in these desperate times were struggling to have two square meals a day. They started a crowdfunding initiative, in collaboration with GOONJ, a non- governmental organization, which is currently providing services in more than 23 states in the country. The relief work initiated by the ICLS Officers focused on migrant labourers and the local vulnerable population of the targeted areas. As a part of this initiative, an estimated cost of relief work in the form of dry ration and community kitchens was analyzed and the corresponding target was set, based on the capacity of the good Samaritan donors. As of now (June 2020), the platform has raised more than half of the targeted amount ( 5 lakhs INR) and it keeps growing with time. It would continue as long as our help can reach the hungry souls, our own people. This compassionate crowdfunding initiative deserves a standing ovation.· INNOVATING IN GOVERNMENT: XBRL Analysis Tool for financial statements in XBRL format“ You never change things by fighting against the existing reality. To change something, build a new model that makes the old model obsolete.”- Buckminster Fuller. The Story of XBRL Analysis Tool by Ms. Aparna H S, AROC, Karnataka and Mr. P Suryaprasad Reddy, AD, E-Governance is in line with the quote. Government departments and organisations are a fertile ground for innovation, as there are numerous problems, both big and small, which can be solved, if one has the inkling to do so. It could be in the form of developing a standard format for certain reports, creating a SOP for routine yet complex tasks, or like in their case, developing a valuable digital tool. This tool helps in automated analysis of financial statements in XBRL format, thereby reducing the time required to read them, and thereby increasing the efficiency of technical scrutiny. The features of this tool include Compliance Checks and Analysis, computation of basic profitability ratios, report generation etc. They presented this project before Hon’ble Secretary and several senior officers of our Ministry who welcomed the tool and gave a fabulous response. A task force of several senior officers of the Ministry along with Ms. Aparna H S and Mr. P Suryaprasad Reddy, was constituted, to explore how the tool can be incorporated in the MCA21 system and put to use in the field offices. Surely, things may take time to change in the government, but the governmental organizations are definitely receptive and eager for positive systemic changes; thus, we who form the system, should continually strive for such changes which are sustainable. The acumen of these innovators merits a special applause and recognition. 21

GAME CHANGERS SUPPORT IN A CRISIS: OJT of 10th batch ICLS Officer Trainees at CRC Waves of crisis have confronted humanity through the ages, but resources andinsights have always sprung up in response. Throughout Covid-19 Lockdown, MCA21Registry functions have been considered as an essential service.Wide spread Covid-19 as well as circumstances of complete lockdown did not however permit theoutsiders(officials) to enter into the IICA campus in which Central Registration Centre (“CRC”) is located. This created unexpected resource crunch at the CRC. At this crucial juncture, the prompt decision to prepone On-the-Job-Training of 10th batch ICLS Officer Trainees at CRC, so that they could lend their support in the crisis, led to the smooth continuation of Company and LLP Registration Services at CRC. The CRC team with Officers, Officer Trainees and staff worked on holidays and Saturdays to reduce the pendency of e-forms processing. Our Honourable Secretary sent a mail of appreciation encouraging and recognizing the efforts of the entire CRC team including the 2019 batch of ICLS Officer Trainees. Kudos to the good work done during crisis. SUGGESTIONS FOR CHANGE: Ease of Companies incorporation at CRC Central Central Registration Centre (“CRC”) is one of the biggest reforms in terms of Ease of Doing Business. It is an initiative of Ministry of Corporate Affairs with specific objective of providing speedy incorporation related services in line with global best practices. Mr.Pankaj Srivastava and Ms. Uma Maheshwari G, 2019 batch ICLS Officer Trainees, based on their experience in CRC as part of On The Job Training, documented certain suggestions to improve the efficiency and effectiveness of incorporation of companies. This attains special relevance considering the large number of incorporation requests being received daily. Suggestions included automation of specific features, changes in SPICE+ eformand changes in FiLLiP eform. Further, changes suggested in SPICE+ and FiLLiP eform seek to reduce redundancy of efforts. The suggestions promise to ensure ease of business incorporation for users and ease of processing at CRC and were welcomed positively besides being forwarded to e- Governance Cell for necessary action. A special applause to the efforts of these Officer Trainees. 22

EXPERIENCES 23

A YEAR OF FIRSTS - Purnava Ganguly ( ICLS Officer Trainee , 9th Batch) It was 10 th December 2018. With dreamy eyes 10 individuals from different parts of the country met in the campus of IICA. As freshly recruited ICLS OTs, we were finally living our dream of learing UPSC and joining civil services.          In many ways, ICLS Academy, the training academy for ICLS officer trainees was also entering a new phase. Being a new academy mandated to train a newly organised civil service cadre, very year was like reaching new milestones. And as the academic year unfolded it was one of the better phases for the academy with so many firsts along the way. Ranging from academic breakthroughs to the first foreign study tour to a life beyond academic rigour, it was indeed a year of many firsts for ICLS academy and for the entire ICLS fraternity.       To start with, the 9th batch was the first ICLS OT batch to have a formal inauguration ceremony held in campus itself. Itwas an event decorated by many senior officers of our service who apprised about what lay in front of us. Next came a very important milestone for our service training.  The first foreign study tour for ICLS OTs involving the seniors of 8th batch. The destination being the National University of Singapore, one of the best universities of Asia, added to the excitement and prestige. Yet another feather in the cap of the academy from a curriculum point of view were two new academic breakthroughs. They were the newly designed SRCC module for finance and accounting and the business law module by the country’s best law school, National Law School of India University, Bangalore. Both the courses were a first for ICLS OTs and will definitely keep us in good stead in our future assignments. 24

Beyond the academic rigmarole, for the first time we went to an official service trek to Mussorie. It was an amazing one week where apart from the mountain trek we were involved in various adventure sports such as river gliding, zip line etc. Apart from the experience, it strengthened the bond between the fellow officer trainees of 9th batch.       As the year rolled on, the best was yet to come; it was the valediction ceremony of our seniors, 8th batch OTs. This was the first time that an outgoing ICLS OT batch was given a valediction ceremony. The event was a big success been attended by honourable MoS Sh. Anurag Thakur, secretary MCA and the senior most ICLS officer DGCoA. So the day which marked the transition from OT to officer for our seniors in the 8th batch was indeed special.        The year passed by really fast and at the fag end of our training when we look back at all these firsts for our academy it fills us with lot of joy and we miss our campus life a lot. It won’t have been possible without the leadership of the officers and support from the staffs in ICLS academy, other fellow officers in campus, the support from ministry and obviously the  OTs of both  8th and 9th batches.       So, as we look forward to complete our training and transition into service life we feel confident and hope to carry forward the good work done by our seniors. At the same time we wish that the academy continues the wonderful traditions that it started this year and keep adding many firsts in the years to come! 25

Start of a new office at Srinagar- Part 1 Hours before we were supposed to get valedictory certificates with Diploma in Business and allied laws & the culmination of a long training to formally allow us to designate ourselves officers by trimming the 'suffix' trainee, I was glad to see my posting order for Srinagar office. The order had directions for Regional Directorate (NR) to effectively operationalize Srinagar office immediately. This has happened after a gap of 3 decades for an ICLS officer to reder services from Srinagar, J&K. Among many Central Government offices relocated from Kashmir valley during early 1990s in the wake of rise in militancy, RoC was one of them. It was the happiest moment for me as I came to Kashmir with my aspirational projects not just to make visible on ground the work of my Ministry & Service to which I belong, but to work for the people in whatever capacity I can. Thanks to Alagh Committee for their conceptual framework of Farmer Producer companies, my hopes were high for getting them incorporated more and more in number so as to transform the informal Agrarian economy into an organised Agro-entrepreneurship. Soon after getting Relieving letter from academy with instructions to join at Srinagar, I was keen to meet RD (NR). I knew that i'll need few DO letters addressed to top officials in Government of J&K to get an access to basic office accessories in Kashmir valley at a time when there was a communication clampdown in the valley post change in its constitutional status. As always, supportive and optimist to the highest degree, worthy RD (NR) wrote a letter addressed to IGP, Kashmir Range for getting my BSNL Cellular number Whitelisted.This was privilege of the time enjoyed only by senior Government functionaries in the valley. Availed few days of my joining time to spend in Delhi with my JNU friends, took the entitled air India flight for Jammu where I had to report to ROC J&K, Mr Ruvit Kumar, ICLS to furnish my joining report before enroute to onwards journey to Srinagar. 26

As soon as I landed at Sheikh-ul-Alam Airport at Srinagar, I drove straight to Police Head Quarters and with the help of a cousin who is an IPS officer of J&K cadre, I met IGP, Kashmir to handover him the million dollar DO letter for breathing life to my cellular connectivity. His Staff Officer after getting Nod from IGP asked Concerned SP Cyber Security to dispatch a letter to BSNL for white listing of my cell number in quickest possible time. This way, I conquered Barrier no 1. Sigh of Relief. Dialled my ROC back in jammu intimating him about my well-being. He was genuinely worried. I wish I could have got some more time to spend with Ruvit Sir. The next task, an uphill and taller one, was to restore Broadband connection in the office so that I can establish MCA Portal connectivity through VPN. With overflowing optimism, I dialled SP Cyber Security, Kashmir and asked him to whitelist my official broadband connection. Contrary to my expectations, I was told that it needs an approval from Principal Secretary to the Government of J&K, Department of Home. I immediately drafted a letter addressed to ROC through proper channel and sent a copy to worthy JS 'e-gov' Mr Manoj Panday Sir asking for a DO letter addressed to Home Secretary. Thanks to all seniors posted in e-gov cell in particular, Vivek Meena Sir, I got the DO from worthy Secretary addressed to Chief Secretary, J&K. Overwhelmed with the response right from the top in MCA Headquarters, I drove the car to Secretariat and got an appointment from Chief Secretary, J&K. He marked the letter for Home Secretary to examine and without waiting for the file to move of its own through their departmental channel, I took the file in person, walked few stairs and a floor down and entered into Home Secretary's office. Thanks to Mohit Bhaiya, my Batchmate, for getting us all, the visiting cards with an embroidered National Emblem, I was allowed to meet Home Secretary soon I showed his PA my visiting card. Home Secretary of my State is a humble soul. He offered me chair to Sit and had a small chit chat. Inquired about ICLS. Was happy to know that Government of India has posted me in hometown and have assigned a great task to perform. Immediately he directed the concerned officers to whitelist my broadband number. That's how I surmounted Barrier No 2. Two sighs of relief. I had a great experience of starting this office from scratch. Now, the third task in hand was to ensure Security of my staff & their transportation in the absence of public transport, purchase of new Infrastructure through GeM, establishment of VPN Connectivity and making an outreach with the stakeholders to inform them about new office. To be continued.......in next edition! By: *Haamid Bukhari, ICLS* ARoC (UT of J&K and UT of Ladakh) cum AOL(attached to J&K Highcourt) 27

Part 1: Introduction, Plan and Design of OJT Concept and outlined objectives behind on the job training (OJT) On-the-job training is preparation of employees for the experience that takes place at work. OJT typically involves a combination of observing others and hands- on experience and completing tasks under the supervision of a training manager, co worker or outsourced professional trainer. When undergoing OJT, the objective was to learn the processes, procedures, workflows and understands the environment of various offices. Also to learn how to operate in any position required for one’s position. The purpose of OJT is to prepare a civil servant for his position. The instruction and hands-on practice completes an officer trainee to develop the skills, competencies and knowledge one need to carry out the role of a bureaucrat. On the Job Training (OJT) program for ICLS Officer Trainees (9th batch) With the above purpose, a detailed and holistic OJT program was designed for 9th batch of ICLS OTs. Serious Fraud Investigation Office (SFIO), Delhi· Learning and observation National Companies Law Tribunal (NCLT), Delhi Competition Commission of India (CCI)· Understanding the structure and working of the Investor Education and Protection Fund (IEPF)· various wings legal, prosecution, forensic audit, Central Registration Centre (CRC)· investigation and co ordination between them. Field Offices For the sake of convenience and better learning experience at our ojt locations, the 9thbatch was divided into 2 groups, with each groups going to different offices at a givenGprooiunpt 2of time: Group 1 Sushmita Selvaraj Purnava Ganguly Abhay Deshmukh Chetan Shelke Sai Krishna Avula Yashwant Takelapally Sachin Yadav Rao Himani Sharma Mitika Raja Part 2: Experiences and Learning at various offices 1. Serious Fraud Investigation Office The Serious Fraud Investigation Office (SFIO) is a Understanding the various powers under statutory corporate fraud investigating agency in India. statute especially the provisions and It is a multi-disciplinary organization having experts interpretation of section 211 and section 212 from financial sector, capital market, accountancy, of CA 2013. forensic audit, taxation, law, information technology, company law, customs and investigation. 28 Mrs A Year

Detailed knowledge of investigation procedure along with some case studies such as Jet Airways and Medeor Hospital Visit to data lab which is one of the few labs having such credentials and knowing about digital forensics and the process of data extraction first hand After foundational level understanding of the organisation we were divided into 4 groups being attached to one additional director level officer, I was attached to smt Harpreet Kaur. From her experience I got to know the challenges faced while carrying out investigations and how to prepare a case in detail. She shared investigation reports on real estate companies which I went through in detail. 2. National Company Law Tribunal The National Company Law Tribunal is a quasi-judicial body comprising of judicial and technical members that adjudicates issues relating to Indian companies. The tribunal was established under the Companies Act 2013 and was constituted on 1 June 2016 by the government of India. It replaced the erstwhile the Company Law Board created under Companies Act 1956. Along with matters related to companies act, NCLT also deals with Insolvency and Bankruptcy code (IBC) Learning and observation · Overview of the powers of NCLT under CA 2013 and related NCLT rules Understanding of procedures to be followed while filing a petition to NCLT from Registrar and Assistant registrar of NCLT Delhi Visit to the court rooms and got a real life experience of proceedings of cases in NCLT Various steps undertaken by NCLT Delhi to facilitate all stakeholders such as digital display of cases, efficient queue management etc. 3. Competition Commission of India (CCI) CCI is a statutory body of the Government of India responsible for enforcing The Competition Act, 2002 throughout India and to prevent activities that have an appreciable adverse effect on competition in India. It was established on 14 October 2003. Its vision is to promote and sustain an enabling competition culture through engagement and enforcement that would inspire businesses to be fair, competitive and innovative; enhance consumer welfare; and support economic growth. 29

The working of CCI follows the philosophy of modern competition laws. The commission prohibits anti-competitive agreements, abuse of dominant position by enterprises and regulates combinations (acquisition, acquiring of control and M&A), which causes or likely to cause an appreciable adverse effect on competition within India. Learning and observation Our session was divided into sessions covering the following aspects: Understanding CCI and its organisation structure Currently The commission comprises of Chairman and two members Chairman Member 1 Member 2 Further the organisation is structured in the following way: COMMISSION Secretary Director General Advisors Secretariat, Advocacy Economy Anti Combi- Legal International Capacity HR, Division Division Trust nation Division Cooperation Building Division Division Division Finance Division and Service Div. Schematic diagram of organisational structure of CCI · Overview of Competition Act, 2002 & CCI Function & Structure of CCI, Rules and Regulations of CCI and Salient features of Competition Act, 2002. Concept and practices regarding anti-Trust in India Understanding anti trust division role and function and discussion of important cases Handled. · Concept and practices regarding merger and acquisition Understanding the role and function of combination division, discussion of major cases handled with remedies. 30

· Interaction with Investigation Division Understanding role and function of Investigation division, insights regarding developing Suo motu cases and discussion of settled major cases. Interaction with DG Office Introduction with the Structure of the O/o DG, CCI along with the powers and duties of DG and procedure of conducting enquiry/ investigation procedure. 4. Investor Education and Protection Fund (IEPF) The government of Indi established IEPF Iin 2016 under the provision of section 125 of compaies act 2013. to promote investor’s education, awareness, interest and to make refund of shares/unclaimed dividends, matured debentures/ deposits etc that has been transfered to IEPF. Learning and observation · Understanding the organisation structure of IEPF The statutory powers of IEPF under the companies act The activities undertaken by IEPF especially the new communication strategies to broaden tits reach by Sh. Mangesh (ICLS) We got to know recent achievements of IEPF especially Peerless General case and how the authority went about it especially by Sh. Gaurav Gupta (ICLS) We also had a very insightful interation with General Manager, IEPF about the challenges faced by the authority and the future path it envisages 5. Central Registration Centre (CRC) The Central Registration Centre (CRC) is an initiative of Ministry of Corporate Affairs (MCA) in Government Process Re- engineering (GPR) with the specific objective of providing speedy centralised incorporation related services in line with global best practices. Learning and observation Overview of the process of incorporation of companies and LLP from Sh.Keerti Tej (ICLS) Understanding of the various forms such as SPICE , EMOA, EAoA and other forms related to incorporation Knowledge about the various checks and balances, documents and required scrutiny of forms before approval Hands on experience of processing various forms such as SPICE. We were given daily targets of processing of forms which was a great real time learning experience of CRC 6. Field office; Registrar of Companies (West Bengal) In my OJT, I was assigned to Registrar of Companies, West Bengal in Kolkata. RoC offices being the main arm of MCA in enforcing various acts administered by ministry, the tenure at RoC, West Bengal provided valuable exposure of working of field offices of MCA as well as of corporate regulation in India. 31

Working of RoC office (West Bengal) RoC , West Bengal is divided into the following divisions for efficient workflow and fixation of responsibility and accountability ROC Deputy ROC Deputy ROC Deputy ROC Deputy ROC Deputy ROC (legal) (Admin & est ) (Record) (Inquiry, Inspection, (Complaints, RTI Asst ROC Asst ROC Investigation) Asst ROC etc) Asst ROC Asst ROC STA, JTA, UDC, YP, MTS Work assigned and learning · STK drive RoC, WB office carried out strike off drive in the month of October/November. The drive saw close to 7000 companies struck off. It was a important learning exercise as I got a hands on experience to understand the process of strike off and processing of various forms such as STK5/6 etc . · Understanding CA 2013 from the practical point of view Being the main field office to enforcement various corporate laws, it gave a wide understanding of various important sections of CA 2013 and its related rules. · Processing of forms Processing and approval of forms are one of the most important jobs in RoC office. During my ojt, I was given the opportunity to process forms hand on. Most of the forms processed were MGT 14, GNL 1, GNL 2, DPT 3, MGT 7 etc. Processing of forms is a source of great learning and awareness building about CA 2013 and rules. Record management process As large form documents are filed with RoC office and it is the main repository of information on corporate sector, efficient record management process is important. It is more so because various other law enforcement agencies such as CBI, CID , RBI, SEBI etc ask for information from RoC. I got an opportunity to learn and understand the record management process from Sh. Gokulnath A (ICLS). 32

Understanding the complaint management process Various stakeholders complain to RoC office. Under Sh. Vineet Rai (ICLS) and Sh. Mohit Kumar (ICLS), I got a firsthand experience of how complaints are routed to respective officers, their management and disposal. Checking compliance of KMP appointments During my ojt tenure, I also got an opportunity to check compliance of appointment of KMP as per sec 203 especially of company secretary appointment in eligible companies. Technical scrutiny and Inspection I was attached to Sh. Karl Marx (ICLS) to assist him in inquiry and inspection. Understanding the scrutiny process, going through inspection manual of MCA, important areas to look for. I was given a list of companies to prepare draft questionnaire and scrutiny framework. sec 206, 207 etc. Few companies for which I assisted in technical scrutiny were Mahim marketing, Gupta Corporation, Suryoday Vanijya among others. The exercise helped in understanding balance sheets effectively. Visit to NCLT Got a practical experience in how officers prepare for NCLT cases and appear before the bench. Interaction with various stakeholders During the tenure, continuous interaction with various stakeholders helped me to understand their issues and gain confidence to handle grievances in a better way. Online training modules Considering the ongoing situation, ICLS academy arranged online modules to continue training for 9th batch officer trainees. The online sessions covered the following domains: Online Modules Forensic accounting Direct Corporate & fraud detection Taxation Taxation Brief of Online training modules 33

Learning and observation Overview of different kinds of corporate fraud, fraud hypothesis and different models of fraud ( such as fraud triangle, diamond model of fraud etc ). Conceptual and technical understanding of fraud detection, forensic accounting and digital forensics. Exposure to different methods of forensic accounting and digital forensics through case studies. This was added by hands on experience of various digital forensic tools such as Autopsy, FTK imager etc.· Legal provisions related to cyber crime, electronic evidences, money laundering etc. Lucid explanation of Indian Penal Code and various other related laws were also given. Understanding of various provision of income as well as corporate tax Special session on tax audit report which will help us in our technical scrutiny in RoC office Part 3: Recommendations and Suggestions Recommendations based on OJT experience · Rotation of officers Every ICLS officer is given a particular set of roles and responsibilities in the RoC office. But there is limited change of roles over a period of time. In this situation there should be periodic rotation of officers. Regular rotation helps in giving every officer an understanding of the entire spectrum of the work in RoC office. At the same time there is institutionalisation of the process of work, because if there is change in role only on transfer, the person joining will work in her own way without any consultation with the previous personnel. Rotation of job role also helps in better co ordination, idea generation and improvement in process. Hence, there should be a regular and periodic rotation policy in field offices ·Standard Operating Procedure (SOP) for inquiry, inspection and investigation RoC offices play a critical role in implementing CA 2013 and carrying out inspection and investigation. Most RoC offices have a large number of pending inspection and investigation cases. In this scenario there should be a standard operating procedure in RoC offices. Though there is inspection and investigation manual, those are less used and every RoC based on the geography will have unique challenges. Hence a RoC level SOP and a report template drawing on the best aspects of other law enforcement agencies such as CBI, SEBI, ED etc will be very helpful in streamlining the inspection process and faster completion. Coordination and engagement with self regulatory and trade bodies There should be more broad based communication and regular interaction with self regulatory an industry bodies such as ICSI, ICAI, CII, ASSOCHAM etc. Most of the work related interaction is with professionals, hence periodic interaction, joint seminar, conferences, idea sharing is very important for knowledge sharing and being upto date with the progress of the corporate sector. Co ordination between regional field offices Quarterly regional level meet of all the offices of MCA including RoC, RD, OL as well as SFIO (wherever applicable) should be organised which will lead to better co ordination among various offices and efficient workflow. · 34

Cross training and engagement with other law enforcement agencies in respective regions As we undertake similar investigation like SEBI, ED, DBI, there should be more engagement between RoC/RD/SFIO and other law enforcement agencies including cross training. This will help us adopt the best practices of each other and improve investigation procedure. Annual stakeholders symposium An annual symposium connecting all stakeholders such as companies, professionals, government can help in better co ordination, idea generation and understanding various issues with current rules and regulation which will help in better governance of company affairs. Splitting field training in two location During our career in civil services, as we have to around different places, to acclimatise OTs with how to adjust to new offices quickly, OJT can be split into two locations which will prepare to accept the challenges to work in different offices frequently. Conclusion As I conclude, first of all I want to thank Sh. Sanjay Gupta (ICLS), Director, ICLS Academy and Sh. Jayant Arya (ICLS), Deputy Director, ICLS Academy for providing us with this opportunity to learn through such a well planned OJT. Along with the insightful and knowledgeable experience at various offices, the on the job training tenure provided a holistic experience. From understanding the technical aspects of the working of the field offices to the positive work culture of the office, the entire experience was very rich. At the same time, the OJT experience also provided an opportunity to interact with seniors and work with them which also helped to create relationship which will keep us in good stead in times to come. By Purnava Ganguly ICLS, OT, 9th Batch 35

OJT REPORT BY- HIMANI SHARMA Introduction ICLS, OT, 9TH BATCH As a part of our On the Job Training (OJT), I was required to Central Registration Center (CRC) understand the functioning of various offices functioning under the Ministry of Corporate Affairs. The training The first leg of our training was at the CRC, consisted of visits to the Central egistration Center, Serious Manesar, which is the nodal office for all Fraud Investigation Office, Competition Commission of India, National Company Law Tribunal, Registrar of applications of incorporation of companies and Companies, Regional Director, Official Liquidator, and Limited Liabilities Partnership within the finally, Ministry of Corporate Affairs (hereinafter referred territory of India. During this period, I learnt to as “MCA”). In this report, I intend to give a short overview about the process of registering a name for a of my training at the abovementioned offices. company through RUN, and the process of (Unfortunately, due to outbreak of CoVid 19 pandemic, I incorporation of company through SPICE form. I have not been able to undertake visits to Regional Director, also gained an insight into · Official Liquidator, and Headquarters of MCA, hence those offices have not been included in this report). I have Suggestions incorporated a few suggestions after every section, which, Understanding the incorporation of the in my humble opinion, if incorporated for the future company is the first step to understand the batches, would make the training working of a company. Since the CRC is experience even more constructive and fruitful for the housed within the campus of Indian Institute future batches of the ICLS Officer Trainees. of Corporate Affairs, the training at CRC can be held after 2 - 3 months of our academic training, and does not need to be integrated with the other legs of Delhi On-Job-Training. This will have the following advantages: i. It will provide a break to the OTs from a continuous stint of classroom training. ii. It will also give a practical exposure to the OTs about the working of the CRC, and will enhance their understanding of the incorporation provisions and rules under the Companies Act, 2013, at an early stage. iii. This will ensure that all the OTs get an overview of the CRC functioning before their visits to the other offices under the Ministry of Corporate Affairs. (In the 9th batch, ICLS, 1 group of the OT had their CRC OJT after their visit to the other offices such as CCI, SFIO etc. In my opinion, natural progression demands that the CRC OJT be conducted before the visits to the other offices under the MCA). 36

The duration of our training at CRC was for a period of 3 weeks. Since the work of CRC is slightly repetitive, the training period can be reduced to a period of two weeks. An overview of the complaint mechanism of the CRC may also be given to the OTs for a comprehensive understanding of the working of the CRC, and the issues faced by the stakeholders in registration of the companies. Serious Fraud Investigation Office (SFIO) At SFIO we were attached with different units in the office, such that each of us got exposure to the cases being undertaken by our specific units. I along with Avula Sai Krishna, was attached with Unit 3, and we were directly reporting to Deputy Director Mr. Arun Prasad. The officers at SFIO allowed us to witness and participate in the ongoing investigation in several cases. Thus, we also witnessed interrogation of parties involved in the fraud cases which are being investigated by the SFIO. This participation gave us an exposure towards the working of SFIO, and provided us with an insight into the powers of SFIO to gather information, collect evidence, and resolve cases. We also learnt about the different modus operandi adopted by the companies to undertake illegal activities. · Suggestions The training at SFIO can be extended up to 4 weeks, as 2 weeks’ time was not enough or us to understand the modalities of the working of the Serious Fraud Investigation Office. Forensic accounting and data extraction classes have made us more equipped to understand the intricacies with which companies use fraudulent strategies to undertake diversion of funds. Hence, the training at SFIO would be even more fruitful if it is planned after forensic accounting, data analysis and data extraction classes. If it is possible, then a case study may be framed by the Academy in collaboration with the officers at SFIO, modelled on an actual case that may have been resolved by the SFIO, and is already in public domain. Sessions may be organized with ICLS Officers deputed at SFIO, to discuss the said case study. This exercise would enhance the understanding of the Officer Trainees with respect to the working of the SFIO. Competition Commission of India (CCI) The CCI was established under the Competition Act, 2002, and works to prevent activities that have an appreciable adverse effect on competition in India. The CCI functions as a regulatory as well as a quasi-judicial body, and the visit to CCI helped bring about clarity with respect to many aspects about its functioning. Although, currently ICLS Officers are not deputed within the CCI, however the Report of the Competition Law Review Committee, published in July 2019, suggested that representative from Ministry of Corporate Affairs should be an ex officio member of the Governing Body of CCI. Thus, it won’t be long before ICLS Officers also are involved in the functioning of CCI. Hence, the time is appropriate to put more focus on learning about Competition law, and incorporate the necessary changes in our training module. Moreover, competition law is a developing field of law, and having ICLS officers are who are well acquainted with the nitty-gritties of this law, will enable them to involve themselves in futuristic policy making. · Suggestions ICLS Academy may collaborate with a leading law firm with specialization in competition law, to deliver lectures to the OTs to help them get an idea of competition law, and the working of CCI, before their visit to the office of CCI. CCI OJT may be extended to about 5 – 7 days, with focus on both, the regulatory functions of the CCI, and the investigative functions carried out by the Director General – CCI. 37

National Company Law Tribunal (NCLT) NCLT and NCLAT are quasi-judicial bodies established under the Companies Act, 2013 to adjudicate issues relating to Indian companies. Our OJT at NCLT mainly consisted of witnessing proceedings in these tribunals Registrar of Companies (RoC) During the course of my OJT at the office of RoC, New Delhi, I was undertasked with various aspects of the functioning of the RoC. My learnings and observations have been given below: · Striking off of companies by the RoC and the consequent litigation in NCLT During the course of Ministry of Corporate Affairs’ drive against shell companies, the RoC struck off the names of more than 90,000 companies, which were not in active operations for the preceding two financial years. Such striking off of the aforesaid shell companies was notified through various public notices (Form Number STK- 5) published between 2017 and 2018. Notably, none of the struck-off companies had made any application for obtaining the status of dormant companies under section 455 of the Act. Consequently, many companies filed applications under Sections 252(1) and 252 (3) of the Act, seeking revival before the Hon’ble National Company Law Tribunal (NCLT), which has been empowered to restore companies which have been struck off by the ROC. I had the opportunity to review some of these petitions filed before the Hon’ble NCLT, and draft appropriate response to these petitions which was then filed before the Hon’ble NCLT on behalf of the ROC. · Complaint and Inquiry jurisdiction of the RoC In pursuance of the section 206(4) of the Companies Act, 2013, the Registrar of Companies may “call on a company to furnish in writing any information or explanation on matters”. This is a widely worded provision which enables the Registrar of Companies to act as a facilitator as well as the first responder to redress the grievances of the people, aggrieved by the violations of the Act. Working in the Complaints Division of the RoC, I could gain an insight into the working of myriad provisions of the Companies Act, and their impact on the stakeholders. It also gave me an opportunity to work on diverse range of issues such as provisions relating to disqualification of directors, issues relating to satisfaction of charge, issues relating to appointment and resignation of Key Managerial Personnel, and issues relating to discrepancies in the financial statements submitted by the companies. I also had the opportunity to witness an inquiry conducted by the ICLS Officers relating to a group of companies which was allegedly falsifying its accounts and inflating its profits to avail credit facility from financial institutions. Conducting an inquiry requires a detailed scrutiny of documents, maintenance of record of actions taken by the companies, observing discrepancies etc. Thus, it is an interesting process, and a better understanding of accounting standards, technical scrutiny of accounts would make us better equipped to carry out inquiry and investigation of the companies. ·Disclosure of deposits by the Companies The term ‘deposit’ under the Companies Act, 2013 includes any receipt of money by way of deposit or loan by a company, except such categories as may be prescribed in consultation with the RBI. Section 73 of the Act, relating to disclosure norms for deposit seeking companies, aims to ensure that members/ depositors are well apprised of the financial conditions of the company before giving deposits to the company. Moreover, in accordance with Companies (Acceptance of Deposits) Rules, 2014, companies have to file DPT 3 with the office of the RoC, detailing any deposits that they may have taken from the public. Pursuant to a 2019 amendment, Rule 16A mandates that all companies file a one-time receipt of money or loan taken by the company, not considered as deposit. This provision has created a huge pendency of DPT 3 forms with the RoC- which is impacting the functioning of the office of RoC, and creating discontent among the stakeholders. There is a proposal to allow DPT 3 Form in STP mode, up to a certain threshold, so as to facilitate ease of doing business. 38

Suggestions More classroom sessions on Indian Accounting standards would be helpful to carry out technical scrutiny of financial statements, and thus would make the OTs better equipped to deal with investigation and inquiry procedures of the RoC. An overview of working of Insolvency and Bankruptsy Board of India would also be helpful for the OTs Conclusion Overall, the training organized by ICLS Academy has been well planned, and well executed. I did not face any difficulty in understanding the mandate of the work assigned to me, and I tried to do it to the best of my abilities. The OJT has been an enriching experience and has provided me with valuable insights into the working of the various offices under the Ministry of Corporate Affairs. 39

A STORY TO TELL An Unusual Day 40 BY UMA MAHESHWARI G. (O.T, 10TH BATCH)

AN UNUSUAL DAY Just like every day, the morning dawned with the sun spreading its wings and waking up the sleeping souls. It was not a normal morning for Kavya and she was already awake. In fact, she didn’t sleep the whole last night. Her eyes looked so reddish to compete with the morning sun. The tears even after flowing the entire night had not exhausted but continued. Shiva, her husband was still asleep near to their little daughter Anu who was 5 years old. Thanks to the mechanical way of life in cities which doesn’t care about emotions, the day had to be kickstarted. Unmindful of everything, Kavya completed the morning marathon in the family and was out for work. Thoughts about what would happen that day began to haunt her again and it felt like hell thinking about the same thing again and again since last evening. When she reached her office, she found a sense of strangeness, like the first day in school after an annual leave. She felt herself completely alienated to the environment in which she had spent nearly 7 years. Kavya, a central Government Group ‘A’ Officer having cleared UPSC Civil Services exams,2013 was always known for her integrity and straightforwardness. She was not new to office politics and petty politics by companies. But this day was not something of that kind. It was going to shatter her entire career in the government service, to be more direct, her character. When Madhan, her colleague told her last evening about the vigilance complaint received by the head of office in the name of Kavya, she initially refused to believe. She also laughed out loud. But it was not a joke and something got really serious. JPA group of companies, a powerful group pan India had filed the complaint and they had mentioned of the evidence they hold against Kavya who asked for a bribe of 3 crores to process a form. The amount was too unimaginable for a form and no sensible person would have done it. Kavya was not even aware of encountering a person from JPA group. The biggest mystery was why would JPA group do this? What was the evidence? Several questions were raging her mind but she would have to wait for her Office head to give her the details of the complaint formally. She felt like millions of thorns pricking her from every side as she started imagining the events to unfold. Kavya was unable to focus on any work and was looking at the intercom every minute awaiting the most horrible call from the head. Mrs.Tracy Whitney was the head of the office and her terms with Kavya was not so good. Kavya didn’t eat anything since last evening and was feeling completely drained of energy. She wanted to have tea but the thought of meeting other collegues made her stick to the chair. 41

Had it been in her previous office where she worked for 4 years before she moved to the current region, things would have been completely different. The entire hierarchy knew her well beyond any doubt. Every staff including the head Mr.Venkatesh would have stood for her. But people in the current region were always gossip mongering and Tracy was always waiting for an opportunity to rebuke Kavya. An article in Quora came to her mind wherein the author had asked the Indian Government to do just one thing to improve Indian economy. To identify industries that can employ a lot of women and substantially invest and incentivise those industries. When more women work and earn, families will not see them as a burden and would not marry them off early. A lot of social evils like child marriage, dowry, female infanticide disappears. Educated working moms improve nation’s health and help grow better citizens. Commerce and Finance Ministry should spend 50% of the time on this just 1 project which is to increase Women Labour Force Participation Rate. That’s all. The government can then sit back and watch the magic unfold. Kavya was initially overwhelmed by the article. Seeing a lot of women at workplace would definitely make a colourful and healthy atmosphere. But, she was also worried about women like Tracy who always tried to pull down women staff in the office. What the world really needs now is strong women who can inspire other women to achieve and who can lift up the lives of other women. Kavya felt herself strong when she cleared civil services and provided hopes for many women to dream and achieve in life. But her entire achievement would go to garbage after the day. Kavya looked at the time as it struck 11.00 AM. While at other days, time would fly like anything and she would curse the lunch break to have come so soon. Today, time was moving dead slow. The greatest punishment for any person lies not in the actual punishment but in the wait time between the accusation and judgement. Kavya was literally exhausted by this terrific punishment of time. She wanted to get into Tracy’s cabin and discuss the complaint. When times are good, even our worst crimes would be laughed upon and at bad times, even our smallest mistakes would be judged like murders. It was Kavya’s worst time and she had to wait. “Nothing lasts forever. As you did not do anything wrong by heart, you need not worry Kavya. Have some tea”, Madhan’s words and the cup of tea brought back Kavya to senses who was about to faint. “Madhan, Did Tracy mam tell you about the complaint. She has not called me yet. Has anything changed?”, Kavya was curious. “Don’t you know? Tracy mam has gone for a meeting with higher officials. She will be back by 3.00 PM.Let her give the complete details of the complaint. We will then figure out things. Now don’t take too much tension.”It was easy for Madhan to give such free advice. But when situations are really tough, it is tougher to think beyond the situation. Kavya felt herself trapped into the situation and started suffocating. 42

Corruption impoverishes and kills Indian economy. But it was an accepted way of life in India. Kavya has seen most of the staff members in her current office and several offices getting bribes without any sense of guilt. Everybody in life would face a situation wherein they have to choose between values and reality. In the course of time, many knowingly or unknowingly succumb to pressure and temptation and lose their identities and choose the easiest path of reality. Once an identity of truth is lost, it is very difficult to redirect to the correct path again. We lose the ability to introspect. Those who question themselves even after reaching to higher positions are the strongest and real leaders. Kavya was also offered bribes many times. She has refused it not just because it was unlawful. But she saw bribe as something which would demean her self-respect and murder her conscience. She has always wondered how people after studying Gandhi can accept bribes and live happily. She felt like people spitting at her face when they offered bribes for doing their work. Her reactions to such offers were always straightforward which would shake up the core beliefs of the bribe giver. Most other staff members who accepted bribes always felt priviledged by the offers. The same corrupt people would look at Kavya like a criminal if the news of the vigilance case spreads. The sense of guilt without committing any crime disturbed her like anything. People’s reaction after hearing the news was unimaginable. By 3.00, Tracy would call her to the cabin and give the memo which would be followed by disciplinary proceedings and suspension is guaranteed as the complainant was JPA group. Most of the staff members would be happy to hear the news and so would be Kavya’s relatives. Kavya felt Shiva would trust her but was much worried about her daughter Anu. Kavya wanted to be the best mother of whom Anu would be proud of. But after the day, Kavya was not sure on how to face Anu. The neighbours in the apartments would also comment right in front of her. Kavya always felt that her current service was not much recognised among the public unlike other central government Group A services. If this news of vigilance case reaches media, the service would be known to people and so would Kavya’s negative image reach. The thoughts of media shaming her, people throwing stones at her came to her mind and made her cry helplessly. Kavya felt herself the world’s most coward. Her brain went blank and mind went void. She was unwilling to face anyone. She wanted to shut all doors and get locked in like a Covid-19 patient who is quarantined. It was like the loud sounding conches and war drums that began the Kurukshetra war, when the intercom near Kavya rang mercilessly. The heartbeat of Kavya increased rapidly to the rhythm of the war drum. Kavya looked at the clock which showed 3.30. Gathering her courage, when she lifted the call, Tracy’s contented voice invited Kavya to the cabin. The long-awaited moment arrived. Things would change completely from now on. Until the moment, Kavya was feeling like a victim. 43

But suddenly a ray of strength entered her soul. Gandhiji’s words on fear flashed her 44 heart. “The enemy is fear. We think it is hate; but it is really fear.” She felt braver and got ready to face reality. When Kavya walked confidently into Tracy’s cabin, even Madhan was confused by her sudden change. Bad times create the best people.When Kavya entered the cabin, Tracy was showering her sarcastic smile. Tracy: People who show off as honest tend to be the most corrupt. We have received a vigilance complaint from JPA group. You have demanded 3 crores for processing MSC-1 form. How can you be so irrational? Kavya: My conscience knows the truth and anyone who have known a little about me can easily deny the complaint. But I know I cannot expect it from you. Can you just give me the details? Tracy: This is so disrespectful. How can you even talk to me like that? Kavya: Respect and trust comes when we believe the other person is genuinely supportive. I am not here to argue with you. My problem is really serious and I want more details. Who gave the complaint? To whom did I demand? Tracy: This offensive behaviour to superiors is going to cost you more. Now let me come to the details. Mr. Ranil from KG Motors Pvt Ltd, a subsidiary of JPA group had come to you last Friday to expedite the processing of a form to get “Dormant status” to the company. You know JPA group is going to get divided due to the bitter fights among brothers. KG Motors was the sole idea of the younger brother Abhishek and he didn’t want it to be a subsidiary of the JPA group. But it was not accepted by other members in the family. So KG Motors became a part of the group companies. But, the company had remained as an “inactive company” which has not been carrying on any business and has not made any significant accounting transaction during the last two financial years. I also checked their other details and found out that they are completely eligible to be given “dormant” status. You have blindly rejected the form and demanded Rs.3 crore to process the form. How can you be so stupid to demand such things to the most powerful group in India? Kavya: Did you check the outstanding public deposits of the company? Tracy: There is nothing outstanding as such. They had settled everything due before 6 months itself. Don’t try to find out excuses, Kavya. You will be given the memo soon and wait for the disciplinary proceedings to begin. Kavya was dumbstruck on hearing the details and moved out of the cabin puzzled. It was just 5 days since she met Ranil. Kavya didn’t know that KG Motors was a company under JPA group. Ranil also did not mention it because of his own reasons. Sometimes, carelessness can become a heinous crime too. But, Kavya never gave differential treatment to any company however powerful it was. So, that wouldn’t have made much difference if the company was a part or not part of JPA group. She tried to recollect the Friday evening encounter with Ranil.

When Ranil said, “Can you approve the form filed by KG Motors? The form is pending for more than 2 weeks”, Kavya found him very polite and genuine. She immediately opened the form and checked for the eligibility of the company. Most of the criteria were met, but the company had obtained public deposits which was outstanding to the amount of Rs.3 crores. Kavya: There is outstanding amount in public deposits. Dormant status can be given only when every amount due is settled. Ranil: That cannot be possible. You cannot create such non existing things randomly. Kavya: Mr.Ranil, I have a lot of other work to do. Settle the 3 crore amount first and then let me approve the form. Ranil: 3 crores is a huge amount for a form. Why should we pay 3 crore for something which is non-existent? Kavya: This form cannot be approved without the settlement. You may leave now. Ranil left angrily and didn’t turn up again. But he had recorded the entire conversation which became the crucial evidence against Kavya. Kavya replayed the conversation again and again and found out the miscommunication that had happened. But she didn’t know how the system showed the outstanding amount as due when the settlement had happened before 6 months. These systems cannot be relied upon as they remain non- updated at times due to technical problems Kavya thought over profoundly and suddenly the idea struck her mind. Her face bloomed with a sense of happiness. Solutions to most of the problems remain outside the problem . She went to Madhan and told her idea. Madhan got excited too and was very sure that this would solve the issue completely. To know about the solution to Kavya’s problem, wait for the third edition of UDAAN. Uma Maheshwari G, 10th Batch ICLS Officer Trainee. 45

When The Pigeons came to Nest! Jamuni’s room had a balcony facing the lush green side of the campus. It was frequented by mynahs, babblers, pigeons and sometimes even the mighty Indian Kites themselves. Everyday she had to clean the balcony off from bird droppings. She liked to clean and she loved gardening also. Her balcony was filled with plants. The room opened on the other side to a long corridor, at the end of which the main gate of the college was visible. Sometimes even cats used to sneak in to her balcony through the corridor just to prey on the birds in her tiny garden. Anyway her balcony was devoid of such violence. In the morning of an early winter day, Jamuni was surprised and irritated to see an egg in a corner of her balcony. It was kept safely hidden behind the flower pots. The twigs around the egg reminded her of pigeon nests and she wasn’t wrong about the culprits. Soon the pigeons arrived back at their nest. Jamuni left the balcony scheming what to do about the egg. She had other plans in her schedule that day. So scheming was put off momentarily. To her annoyance, when she came back there was another egg in the nest! “How will I end this menace without spilling blood?” She thought. Finally, she decided to let nature decide. Next day morning she removed the pots and exposed the eggs to predators. As soon as she went inside she could hear the cawing of crows outside. Through the window she saw pigeons standing guard to their precious little eggs. Jamuni felt sorry for the parents. She went to the balcony and put the pots back in the place and carefully placed the bird nest inside a cardboard box. While peeping through the window she could see the confused pigeons finally finding their nest. One of them started the brooding process soon. 46

As this drama was unfolding on her balcony, the campus was brewing with political protests. The student politics had reached a zenith.Every nook and corner of the campus was drenched in politics. Jamuni detested student politics. To her surprise she found a strange togetherness among the students in these protests. The queer ones surprisingly got companionship with the conservative ones. Of course! There are no permanent friends or permanent enemies. Just permanent interests. She was happy to see the new breaking of barriers but was averse to see political activism getting closer to her. She kept her room free of pamphlets and nodded at fiery political speeches in order to get over with it. Secretly she wished the administration to throughout these students. Satya was Jamuni’s closest friend. He was an artist and actively participated in the protests. He had a calm persona but his art was quite staggering with a power to transform people. Through his artworks, she could feel the angst of the students in the campus, which earlier she was unable to relate to. Weeks went on and the protests grew in size. People sat at the main gate to listen to fiery speeches. Slogans reverberated in the air. Deep in her mind Jamuni felt ominous that this protest might face a sad end. The pigeons in her balcony have finally succeeded in hatching their beloved eggs. Two young squabs laid in the nest breathing heavily. They seemed so weak that their necks looked like they were broken. She felt happy to see the tiny little squabs but also felt worried that they might not live long in a balcony frequented by predators. The squabs grew up very fast. While peeking through her window she saw the pigeons nursing their young and regurgitating to feed the hungry squabs. On one side of her room the cackling of birds grew stronger each day and on the other side the sloganeering was piercing through the wall of her room. Within a few weeks the squabs turned into beautiful little pigeons. They were yet to learn the skill of flying. 47

On the other side of her room the student protests seemed to fall into deaf ears as authorities turned blind eyes to them. On a Sunday morning, Jamuni and Satya were having their usual stroll around the campus. The campus looked serene as usual but the slogans rippled across all corners. To their surprise they saw a black smoke rising in the air far away from the campus. They were curious to know what was happening so they ran towards the main gate. People were burning effigies there, but the dark smoke was farther away. Something was burning. Suddenly a huge cry started to pour out from one side of the protest. They both realized at that moment that something ominous was imminent. They tried to get out of the campus but the gate was closed for the safety of the students. “How ironic!” she thought. Jamuni took Satya to her room. They both waited for things to get settled. The noise was only getting louder. Besides the cries of people and the thwacking sound of lathis, the sound of firings were also heard. Police had started firing tear gas. In the balcony, the agitated birds started crooning and fluttering. Jamuni and Satya tried to remain calm. Soon the air in her room started smelling like onion and their eyes started itching. Anxiously looking at each other they decided to get to a safer place. As they climbed down the stairs, swathes of protesters were running towards them searching for a safe place to hide in their building. Going behind the building they ran towards the farthest gate of the campus. They could see people outside on the main road running amok. The guards at the gate told them “Can’t you see what is going on outside? It is not safe. Go somewhere inside.” The next best option for them was to climb the small fence nearby and jump out of campus. While emotionally preparing to jump across the fence, Jamuni and Satya ran towards the fence. Unfortunately, there was a large crowd already there waiting for their turn to get across the fence. The frenzy around them seemed like a flock of agitated pigeons moving around. The cries of people and the sound of beatings were getting closer. After regaining their calm, they decided to go far inside the campus. The squabs used to cower and hide at the corner when she used to come to her balcony, Jamuni remembered. 48

While they were briskly walking with other people, Jamuni could overhear conversations of those who seemed to be survivors of an onslaught. Apparently, somewhere outside the campus miscreants had clashed with the police and the police had to use force. She could see people looking out for their friends who got lost from the group while running. Some people were narrating to their friends how students were getting beaten up. After a few minutes of walk, they reached the farthest corner of the campus. It seemed calm like a beach waiting for a tsunami to arrive. On that far end, she remembered, there was a small gate which had always remained locked. She thought, maybe they can break it open and get out of the campus through that gate. Fortunately, it was already broken open by someone before them. Finally they were out of the campus! They felt like pigeons who escaped a danger by a whisker. Relieved to be out of the campus they both wanted to get as far away as possible. They had been shaken to the core. They walked towards a friend’s room far away from campus, just like pigeons used to fly away to the nearby tree when someone came to the balcony. Jamuni’s mind was occupied with what might have happened to her friends in the protest who got unlucky. All her calls to her friends returned ‘unavailable’ as the reply. While walking through the main road, police buses passed them carrying injured policemen. After pausing at her friend's place for a night she decided to return to her room the next day. The campus looked obliterated. There were not many people around. The protestors have been arrested and removed. The police seemed to be in charge of the area. Her room was only latched from outside. Clearly some of her friends, who knew where she used to keep her keys, might have sought refuge at her room during the violence. Inside her room something was clearly not right. There was blood in the tiles and something had been dragged beneath the bed. 49

Jamuni was horrified to see one of the squab lying dead under her bed. She rushed to check her balcony. The nest was empty. On seeing her a tomcat with a big belly rushed through the open door. Despair filled her mind. The squabs were gone! Her small garden looked shattered and empty. Gloom started to ooze through her. Tears fell from her eyes and all she thought was that the helpless little birds had no chance to escape from the cat. Back inside her room she checked her message inbox for replies from her friends. All her messages to her friends haven’t got a single reply! - Kevin Toms Skaria ICLS 10th Batch 50