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Company Secretary and Information technology

Date post: 22-Jan-2015
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Points Discussed: Why IT? e-governance Challenges for CS, e - transformation Opportunities for CS Digital Signature Certificates, Encryption & Decryption WHY IT IS IT ESSENTIAL FOR CS WHAT IT CAN DO FOR US IT Facilitate -GLOBALIZATION, Telecommunications, Advancement, Transportation Facilities, Information Technology & Knowledge Sharing, Transparency & Good Governance
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This is not a Windows XP Desktop This is a Presentation designed in Microsoft PowerPoint itself Simply a computer can be used in more than one way
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  • 1. This is not a Windows XP Desktop This is a Presentation designed in Microsoft PowerPoint itself Simply a computer can be usedin more than one way

2. 3. IT and Company Secretary 4. Information Technology&Company Secretary 5. CS @ IT 6. [email_address]

  • Why IT
  • e-governance
  • Challenges for CS
  • e - transformation
  • Opportunities for CS
  • Digital Signature Certificates
  • Encryption & Decryption

7. WHY IT IS IT ESSENTIAL FOR CSWHAT IT CAN DO FOR US 8.

          • IT Facilitate -GLOBALIZATION
  • Telecommunications Advancement

TransportationFacilities Information Technology & Knowledge Sharing Transparency& Good Governance 9. TECHNOLOGICAL ADVANCEMENT ADVANCED IT TOOLS HARDWARE'SSOFTWARE'SINTERNET 10. HI TECH GADGETS INCREASING YOUR EFFICIENCY 11. The IT Revolution Virtual Keyboard 12. ADVANCED SOFTWARES TAKING CARE OF YOUR DAY TO DAY NEEDSPEOPLE SOFT SAP SWIFT SUPPLY CHAIN BAAN JD EDWARDS CRM 13. INTERNET 14. Which enables 15. ENABLESFREE TRADE & COMMERCEFREE COMPETITIONGLOBAL QUALITY BENCHMARKSSPEED OF SERVICEINCREASED TRANSPERANCY COST EFFICIENCYKNOWLEDGE AND RESOURCE SHARINGEXTENDED MARKET BASE 16. VISION 2020 OfINDIA 17. DEVELOPED INDIA VISION 2020 DREAM OF PAST-PRESIDENT OF INDIA INDIA WILL BE A DEVELOPED NATION IN YEAR 2020. VISION OF PLANNING COMMISSION OUR VISION OF INDIA IN 2020 IS OF A NATION BUSTLING WITHENERGY , ENTREPRENEURSHIPANDINNOVATION . 18. CRITICALITY OF PROFESSIONALS & IT IN ENHANCING INDIAN COMPETITIVENESSTHREE THINGS MAKE THE DIFFERENCEPURPOSE PROCESS PEOPLE INDIA AS A DEVELOPED NATION IN 2020 THE WAY TO REALIZE THE DREAMSWHO WITH THE AID OFPROCESSESREALIZE DREAMSPROFESSIONALS ARE THEPEOPLEWITH SPECIALIZED KNOWLEDGE AND SKILLS IT IS THE TOOL THROUGH WHICH WE CAN DEVELOP THE SIMPLIFIED PROCESSES I T Professionals 19. WITHOUT IT THINGS WOULD NOT BE THAT SIMPLETHE NEED OF THE HOUR ISCOMPLETE TRANSFORMATION OF THE EXISTING PRACTICES 20. IT is Changing the Way Business is Done 21. E-Governance

  • Electronic Governance is the application of IT to the processes of Government functioning to bring about SMART Governance for better:
    • Speed/ efficiency
    • Measurement of Performance
    • Accessibility
    • Reliability (certainty)
    • Transparency
    • new ways to increase citizen participation in the democratic process.

22.

  • 500 implementation
  • agencies
  • 2 lakh sites
  • 70,000 man-years
  • of effort
  • 20 GOI Deptts
  • 35 States / UTs
  • 360 Deptts @ States

National e-Governance Projects Land Records Road Transport Police Land Regn Treasuries Comrl Taxes Agriculture GramPts Municipalities Employment Exchanges Civil Supplies Education Income Tax Passport Visa MCA21 Insurance Banking National ID Central Excise Pensions GIS e-Posts CommonService Centres Gateway e-Procure e-Office eBiz EDI e-Courts India Portal Core Policies 23. NEGP Mission Mode Projects (MMPs)

  • Integrated
  • e-BIZ
  • EDI
  • India Portal
  • Commondf
  • EG Gateway
  • E Courts
  • E-Office
  • E Procurement
  • State
  • Agriculture
  • Land Records
  • Transport
  • Treasuries
  • Commercial Taxes
  • Gram Panchayats
  • Municipalities
  • Registration
  • Police
  • Employment Exchange
  • Central
  • Income Tax
  • Central Excise
  • Passports/Visa &Immigration
  • MCA 21
  • National ID
  • Pensions
  • Industry Initiative
  • Banking
  • Insurance

24. IT for Company Secretaries 25. Challenges for Company Secretaries An IT-ENABLED Company SecretarySHIFTS FROM TRADITIONAL WORK TO STRATEGICAL WORK Notices Agenda Minutes Registers Returns Checklists Strategy Research Representation Problem Solving Management Coordination 26. IT is a Powerful Tool for Company Secretaries IT Enabled CS Does A Lot and Keeps Everyone Happy INVESTORS GOVERNMENT SOCIETY SUPPLIERS CUSTOMERS LENDERS CORPORATE PLANNING LEGAL FINANCE & ACCOUNTS HUMANRESOURCES PRODUCTION & OPERATIONS MARKETING INFORMATIONTECHNOLOGY EMPLOYEES 27. IT requirement for CS

  • MCA-21,
  • EDIFAR,
  • MIS (Management Information System)
  • Software's Like CO-SECY/ERP
  • Online Secretarial Audit
  • e-INCORPORATION
  • e-SEARCH

28. BY CLICK OF A BUTTONYOU CAN OBTAIN WORLD FULL OF INFORMATION Event Based ChecklistsFee & Tax Calculators Draft Agenda, Notices & Minutes Latest News & UpdatesCirculars & Notifications On Line Consultation & Much More . Case Laws & JudgmentsBare Acts & CommentariesVirtual office of CS Compliances Calendar 29.

  • Recording & Filing
  • Dividend
  • Audit
  • Governance
  • Library
  • Learning
  • Meetings Through Video Conferencing
  • Digital Signatures
  • IPO
  • Groups

And Much More . TRANSFORMATION OF TRADITIONAL MECHANISMS 30. Opportunities in IT

  • ONLINE CONSULTANCY
  • SYSTEM AUDITS
  • ONLINEVERIFICATION & SUBMISSION OF FORMS/RETURNS
  • ONLINE BACK OFFICE MAINTENANCE
  • LEGAL SOFTWARE'SDEVELOPMENT & MARKETING
  • MULTINATIONAL MEGA FIRMS
  • KNOWLEDGE PROCESS OUTSOURCING, (KPO)

31. KNOWLEDGE MANAGEMENT

  • WWW . SEC297 .COM
  • WWW. SEC372 . COM
  • WWW. SEC58A .COM
  • WWW. BUYBACK .COM
  • WWW. TAKEOVER .COM
  • WWW . IPOS .COM
  • WWW . TRADEMARKHELP .COM
  • WWW. USGAAP .COM

32. IT is a Powerful Tool for Company Secretaries Using IT is a Win Win Proposition

  • Conforming to the requirements
  • Dependable and reliable
  • Available when needed
  • Maintainable
  • Better working conditions
  • Increased job satisfaction
  • Improved health and safety
  • Improved morale
  • Improved stability of employment
  • Increased return on investment
  • Improved operational results
  • Increased market share
  • Increased profits
  • Stability
  • Growth
  • Partnership and mutual understanding
  • Taking Company Secretaries to the World
  • Increased confidence of people in profession
  • Enhanced reputation of fellow professionals
  • Fulfillment of legal requirements
  • Reduction in wastage of natural resources
  • Increased security

Customers Partners Profession Network Partners Employees Society 33.

  • Voice Based
  • Finance & Insurance
  • Consultancy & Research
  • Recording Queries & Complaints
  • Back Office Recordings
  • Providing Information
  • Interest Calculations & Claim Settling
  • Legal Cases & Commentaries
  • Business Solutions

BUSINESS PROCESS OUTSOURCING 34. PROVED CHANGES Past Present (Accepted Changes) Steno Dragon Software Books of Accounts Tally TaxationTax Packages & Calculators Legal Jurix Package 35. Case Study FOR MERGER & AMALGAMATION CASE LAWS AND JUDGMENTSAPPLICATION NOTICE EXPLANATORY STATEMENTSCHEME OF AMALGAMATION/MERGER PETITION VALAUATION WE REQUIRE 36. THESE ALL CAN BE AVAILABLE ONLINE BY JUST CLICK OF A BUTTON 37. AND HOW EFFICIENTLY WE UTILIZE THIS TOOL IS UP TO US ITIS A MEANS TO AN END ANDNOT AN END ITSELF 38. Day to Day Affairs IT for PCS Firms

  • Enterprise Resource Planning
  • Knowledge Management
  • Customer Relationship Management
  • Sub-contracts Management
  • Risk Management System
  • Regulatory Compliance Process
  • Online Audit Mechanism - Secretarial Audit, Financial Audit, Cost Audit, Management Audit, HR Audit and QMS Audit

39. Technology Driven Capital Market Day to Day Affairs 40. Technology Driven Capital Market Day to Day Affairs 41. Technology Driven Capital Market Day to Day Affairs 42. Technology Driven Capital Market Day to Day Affairs 43. IT is Changing Capital Market Dramatically 44. Capital Market Future IT is Unthinkable

  • 24 X 7 Online Listing Services
  • Real-time Due Diligence, Rating and Compliances
  • Global Data Banks
  • Investment Analysis Modeling Tools for Programmed/ Automated Trading
  • Seamless Integration of International Markets and all Market Participant enabling trading
    • From anywhere Small village to big cities
    • At anytime Early morning to midnight.
    • In any manner Internet, Mobile, PDA, etc

45. 30 T + 46. 15 T + 47. 5 T + 48. 3 T + 49. 2 T + 50. 1 T + 51. 15 T + Seconds Speed is the biggest Challenge the world is moving very fast 52. The IT Revolution A thought few years back. which has become a reality now!!! 53. Success in professional life. Information Technology is key to 54. IT Can Help You IT is a Powerful Tool for Company Secretaries Save lot of time 55. IT Can Help You IT is a Powerful Tool for Company Secretaries Make Better Decisions 56. IT Can Help You IT is a Powerful Tool for Company Secretaries Coordinate diverse functions effectively 57. IT Can Help You IT is a Powerful Tool for Company Secretaries Be On Time, Everytime 58. IT is a Powerful Tool for Company Secretaries Its YOU Who Have to Use IT 59. So What is required 60.

  • Change in Attitude
  • Ability to adapt to changes
  • Innovation & Creativity
  • Desire to Learn

61. IT driven project

  • MCA-21
  • (A mammoth project of Ministry of Company affairs)
  • (A public private partnership project)

62. Paper Based Operations Paper Less Environment From To Paradigm Transformation In the operations of ROC 63. Assures 64. Speed ,TransparencyandEfficiencyindelivery of the servicesbyMinistry of Company Affairs (MCA) 65. Stakeholders Interest & benefits 66.

  • Business : easy registration and compliances
  • Directors : convenience of signing and submission
  • Public : easy access to company records
  • Professionals : efficiency in services
  • Lenders : easy registration and search of charge
  • Government : proactive and effective compliance
  • MCA Employees: delivery of best services

Stakeholder interest 67. e-Incorporation e-Filings Online Registration and verification of charges Inspection of documents Timely redressal of investor grievanceMore time to MCA for qualitative analysis Benefits 68. U 45201 DL 2006 PTC 012121 U45201DL2006PTC12121 This signifies whether co. is Listed (L) or Unlisted (U) This 5 code signifies the business activity of the company This signifies the state in which Co. situates DL for DELHI This signifies year of registration of companyThis signifies status of company, Pub/ Pvt - PTC for Private This is registration no. of Company 69. DIGITAL SIGNATURE CERTIFICATE 70. Information Technology Act 2000

  • Creating Trust
  • in
  • Electronic Environment

71. Information Technology Act

  • IT Act 2000 : Basic legal framework for E-Commerce - promotes trust in electronic environment
  • IT Actcreates a conducive environment for promoting E-Commerce in the country.
    • Acceptance of electronic documents as evidence in a court of law.
    • Acceptance of electronic signatures at par with handwritten signatures.

72. Information Technology Act ...contd.

    • Acceptance of electronic documents by the government.
    • Defines digital signatures based on asymmetric public key cryptography
    • Provides for the creation of Certifying Authorities to issue public key certificates digital certificates for electronic authentication of users in electronic commerce.

73.

    • Provides for Controller under the IT Act to license the Certifying Authorities and to ensure that none of the provisions of the Act are violated.
    • Provides for dealing with offences in the cyber space in the form of hackers and other criminals trying to gain access into databases and other business sites.
    • Provides for the establishment of Cyber Appellate Tribunal to try cases under this Act for speedy adjudication of cases arising out of this Act.
    • Provides for appropriate changes in the Bankers Act and the Indian Evidence Act.

Information Technology Act ...contd. 74. 75. 76.

  • Why
  • Digital Signatures

77. Security of document requires

  • Authenticity
  • Confidentiality
  • Integrity
  • Non-repudiation

78. Solutions Offered Privacy & ConfidentialityIntegrityNon-Repudiation Authenticity Physical World Notaries, Physical Presence, Photo ID card Signatures, Barcodes, Watermarks, Sealed letter Notarized signature, Receipts &Confirmations Envelopes Electronic World Digital SignatureDigital Signature Digital Signature Encryption 79. 80. 81. Types of DSC Class 1 Class 2 Class 3 Validity of DSC 1 year 2 years 82. Issuing Authority for DSC 83. 84. DSC can be obtained

  • Personal capacity
    • Individual User
  • Representative capacity
    • Company User

85. Individual User It can be used for any purpose and in any designation DSC as Individual User Director of any company Manager of any company Authorized representative of any company CS of any company Auditor of any company 86. Company User

  • DSC can be used in single designation and
  • for a single organization only.

DSC in the name of Mr. X as a partner of ABC & Associates DSC can be used only by Mr. X on behalf of ABC & Associates e.g. 87. How to obtain your DSC 88. Follow following steps:

  • Register yourself
  • Online enrollment request
  • Physical application with annexure
  • Downloading of DSC

89. On-line registration on Certifying Authorities web-site 90.

  • Submission of Physical application

91. 92. Check your DSC 93. 94. 95. 96. 97. How to Affix DSC on e-forms 98. 99. 100. 101. 102. Where to keep your DSC 103. Always keep your DSC on USB token 104. Pen Drive Vs. USB token Pen Drive / CD USB Token It is a portable hard Disk, which isun-secureand could be used for copying and deleting any files.It is secure device, having inbuilt Cryptographic Service Provider (CSP) andCryptographic processor , used specifically to carry Digital Credentials of individuals and is primarily used for Two Factor authentication.Pen Drive areprone to Virus Attack , as it is a normal hard disk, the certificates can always be destroyed / mutilated by Viruses.A virus cannot affect USB Token , and the digital certificate stored would always be secure.The Digital Certificate has to bemanually copied and deletedfrom the browser each time you would have to sign. In USB Token when you insert the USB Token, itautomatically copies the certificate to the browser and when you remove the USB Token it automatically When you carry Digital Certificate in a PenDrive,it is like keeping blank signedCheque in your wallet. Where as in USB Token,it is simply storing un-signed cheque book in your vault. 105. Loss of your DSCand Revocation of your DSC 106. How does Digital Signature work Encryption/Decreption throughDSC 107. DSC is a combination of key pair 108. 109. 110. Secret Key Cryptography

  • Single key used to encrypt and decrypt.
  • Key must be known by both parties.
  • Assuming we live in a hostile environment (otherwise - why the need for cryptography?)
    • Private key used to digitally sign.
    • Public key used to verify.

111.

  • Private keys are used for decrypting.
  • Public keys are used for encrypting.
  • encryption
  • plaintext ciphertext
  • public key
  • decryption
  • ciphertext plaintext
  • private key

Using Keys 112. Digital Signature

  • With private key document can be digitally signed
  • signing
  • plaintext signed message
  • private key
  • verification
  • signed message plaintext
  • public key

113. ALICE BOB 114. Transmitting over an insecure channel.

  • Alice wants to send Bob a private message.
      • A public isAlices public key.
      • A private isAlicesprivate key.
      • B public isBobs public key.
      • B private isBobs private key.

115. Hello Bob, Wanna get together? Alice Bob encrypt usingB public decrypt usingB private 116. OK Alice, Your place or mine? Alice Bob decrypt usingA private encrypt usingA public 117. Bobs Dilemma

  • Nobody can read the message from Alice.
  • How does Bob know that the message was really sent from Alice?
  • Bob may be comforted to know that only Alice can read his reply.

118. Alice can sign her message!

  • Alice can create a digital signature and prove she sent the message (or someone with knowledge of her private key).
  • The signature can be a message digest encrypted with A private .

119. Signing with encryption 120. Alice Bob Sign withA private check signature usingA public encrypt usingB public decrypt usingB private Both signing with encryption 121. Implications

  • Suppose Alice denies she sent the message?
  • Bob can prove that only someone with Alices key could have produced the message.

122. Rs. Lets Take another example 123. Measures to avoid misuse of DSC 124. Exclusive Access Password ManagementAvoidance in DSC DelegationApply/affix DSC with proper careUSB Tokens in proper Lock n Key 125. Misuse of DSC may lead to 126.

  • Filing of form without the knowledge of owner
  • Change of Management of the company i.e. filing of form 32 and change of director
  • Dispute under sec.397/398
  • Section 628 cases for wrong information
  • Pre-certification of forms without the knowledge of professionals

127. Future Usages of DSC with Government 128.

  • 500 implementation
  • agencies
  • 2 lakh sites
  • 70,000 man-years
  • of effort
  • 26 GOI Deptts
  • 35 States / UTs
  • 360 Deptts @ States

Land Records Road Transport Police Land Regn Treasuries Comrl Taxes Agriculture GramPts Municipalities Employment Exchanges Civil Supplies Education Income Tax Passport Visa MCA21 Insurance Banking National ID Central Excise Pensions GIS e-Posts CommonService Centres Gateway e-Procure e-Office eBiz EDI e-Courts India Portal Core Policies 129.

  • Issuing forms and licences
  • Filing tax returns online
  • Online Government orders/treasury orders
  • Online file movement and approval system
  • Public information records
  • E-voting
  • Online money orders

130. E-transformationopenstremendous opportunitiesfor Professionals & Business Houses,But it require extensive care while its usage,as with negligence one can losehis own identity/ integritywhich may cause serious problems. 131. Thank You


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