INDIAN INSTITUTE OF INSURANCE SURVEYORS & LOSS ASSESSORS

( “Promoted by: IRDA-Govt. of India”

”)
Regd Office – 5th Floor , Parishrma Bhawan , Basheer
Bas eer Bagh, Hyderabad-
Hyderabad 500004 ( A.P )

MINUTES OF ANNUAL GENERAL BODY MEETING 2009 – 2010

KERAL ON 06th AUGUST, 2011.
HELD AT ALUVA, KERALA

The Annual General Body Meeting of Indian Institute of Insurance Surveyors and Loss
Assessors (IIISLA) was held at the YMCA Auditorium in ALUVA, Kochi, KERALA, at
2.00 PM on 06/08/2011.

253 members have marked their attendance and

d actively participated in the meeting.
Also following members were present –

1. Mr. R .K. Elango - President

2. Mr. Rakesh Kumar Soni - Vice President
3. Mr. Ashok Kumar - Secretary
4. Mr. Santosh Sarkar - Treasurer
5. Mr. S.K. Aggarwal - Council Member
6. Mr. J.P. Singh - Council Member
7. Mr. Lalit Gupta - Council Member
8. Mr. Sanjay Surpriya - Council Member
9. Mr. Sunil Vora - Council Member
10. Dr. R.A. Srinivas - Council Member

Mr. R.P. Gupta and Mr. D.C.S. Raju have sent messages that, as a mark of protest for
fo
conducting the AGM at Aluva, they are not attending the AGM while both of them were
part of Last AGM as a council Member held at Ahmedabad vide Resolution No.-05.
No.

President Mr. R.K. Elango chaired the meeting and cal called
led the meeting to order.
Mr. Sivan Pillai,
lai, Chairman, Kerala Chapter welcomed all the members who spared
their valuable time to come all the way from their native state to attend this meeting.

After welcoming the members President requested

equested the Secretary
Secr to conduct the
meeting and with
ith permission of the chair Secretary Mr. Ashok Kumar proceeded the
meeting in accordance with the agenda as under -

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AGENDA-01.- To Read,, discuss, Consider and adopt Balance sheet as on 31st
March 2010,
201 the Income, Expenditure Account ccount for year ended on
that
at date and reports of the Directors
Direc and Auditors
Aud there on :-
The Treasurer Mr. Santosh Sarkar informed the house that
Mr.R.P.Gupta the then Treasurer and present council member
is absent. He has not handed over documents
doc pertaining to
th
accounts and not attended a single meeting of 4 council. As
the Account is for year 09-10 and it could have been passed
during 2010 itself. But, the 3rd council failed to do it and
therefore now it has to be passed pass to comply with the
regulations of the ROC. All the details about the audited
statement were explained, point wise
wise. Members questioned the
“out-standing dues/Recoverable
Recoverable amount”.
amou
Mr. Thyagarajan, Chennai, raised strong objection on the false
statement of accounts and how the auditor has signed the
report without
out verifying the documents and questioned the
veracity of the report. He stated that money or Cheque was
never paid/ handed over to Mr. Elango by the H.O. Mr.
Thyagarajan further clarified that hee was the organizer of the
seminars conducted under Tamilnadu Chapter.
Chapter Delegate fee
was drawn in favour of HO, remitted and accounted at HO
only. The HO had sent cheque/s to him for the deposited
delegate fee. Thereupon detailed accounts with original Bills
Bill &
Vouchers had been submitted then n and there to HO HO. In this
scenario, he asked, where was s the question of outstanding a/c
against Mr. Elango when he was s not at all involved anywhere?
anywhere
Is the concocted blame a reward for the organizer for having
conducted a number of programs in south? He requested the
House to record his explanation and delete the false,
irrelevant, and deliberate fabricated allegation “dues
recoverable from Mr.R.K.Elango” and set aside the same in
total. Further, he requested to ratify the account after proper
verification
rification of records. His demand was supported and
accepted by all the members of the House.

Secretary Mr. Ashok Kumar informed the house that It is a

matter of record and also accepted by Mr. Iqbal Tadha in last
AGM that he shifted all documents, records
r including all
Furniture/Fixture
Fixture forcibly without making any inventory, from
Mumbai Office to Ahmedabad.

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 The Treasurer Mr. Santosh Sarkar informed the house that
the said accounts for the year 2009-10
2009 were prepared &
rd
passed by 3 Council at Hyderabad b but it was withheld
purposely by ; the then president & Treasurer ; without any
cause which is evident , as the Auditors have mentioned the
name of 3rd council office bearers in the final accounts. The
remarks on Balance sheet by Auditor - Vide Item No- 7 ; he
elaborated the books of accounts do not mention details of
cheque no’s etc. and since we do not have any records with us
hence we are unable to clarify the matter.
matter He also inform the
House that Mr. Iqbal Tadha and Mr. R.P.Gupta had taken
away all records, furniture and fittings from Mumbai office,
over night without
hout the consent of the council.
council The imprest
money kept in the office was s also taken away by Mr. Iqbal
Tadha. but the same amount is shown as outstanding against
Mr. M. J. Dhruva (Rs. 59,649/). It is a completely false
statement deliberately aimed at maligning and defaming
Mr.MJ.Dhurva and our dedicated and loyal selfless
hardworking leaders of present and previous councils.
council

RESOLUTION
“ It is resolved that the statement “outstanding due/to be
recovered” as recorded in the auditor’s
auditor report be removed and
accepted in the audited
dited accounts (by drop
dropping the outstanding
due/recovery) for the year 09-10,, as per the balance sheet
placed before the AGM based on the explanations given by the
Council members and d also agreed up on in the council’s
resolution in this regard. The house unanimously approved
and adopted the same.”

AGENDA-02.- To appoint directors in place of retiring Directors by rotation Mr.

J.L.Tiku, Mr. Iqbal Tadha, Mr. Gautam Basu and Mr.
M Shyam Sunder
Agrawal. The election was conducted by IRDA and following new
Directors were elected – Mr. Lalit Gupta, Mr. Sunil Vora, Mr.
J.P.Singh and Mr. Sanjay Surpure .

RESOLUTION
The house approved the election of Mr. Lalit Gupta, Mr. Sunil
Vora, Mr. J.P.Singh
.Singh and Mr. Sanjay Surpure and appointed
them as directors of company for a period of 3 years with
effect from 11th March, 2011.

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AGENDA-03. Provision to Conduct the AGM out side Registered office &
Approval of the AGM

The President Mr. Elango

ango informed the house that some
members have made serious objection to conducting the AGM
outside the registered office and lodged complaints with IRDA,
ROC, Ministry of Company affairs and Company Law Board.

The President Mr. Elango informed the house that few senior
members have made serious objection before IRDA, ROC,
Ministry of Company affairs and Company Law Board on issue
of Place of AGM in order to defamed the IIISLA office bearers.
So it is essential to elaborate the provision and find out the
opinion of Members. They read out the letter placed on board
by some senior Member like Mr.P.V.Rajeshwar
.Rajeshwar Rao, Mr. Anoop
Kumar,, Mr.C.K.Bhatia and others. He elaborated the company
laws and Ahmedabad AGM Resolution under which this AGM
was proposed at Aluva, Kerala.

The President Mr.. Elango requested Mr. J.L.Tiku; J.L.Tiku Ex

Treasurer to elaborate the facts before the House. Mr. J.L.Tiku
informed the facts before house about the resolution which
has been passed in last AGM at Ahmedabad Vide Note-I . He
also read out
ut the provisions of the Companies Act 1956 under
which companies registered under section 25 have been
granted relief and can hold AGM in a state other than the
state where the registered office of the company is situated if
pre determined by the Board of Directors in accordance with
directions of the company if any , Vide Note - II.

Note - I - Resolution Passed in Last AGM held at Ahmedabad

held on 07- 08- 2011. Vide AGENDA No.-5
No.

To consider and authorize the Council members to fix time,

date and place of annual general meeting and/or
extraordinary general meeting in their council meeting.

To authorize council members to fix time, date and place of

next annual general meeting and extra ordinary general
meeting, if required
quired during the period till next Annual General
Meeting.

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 Resolution of AGM held at Ahmedabad on 07 07-08-2010 -
“Resolved that The Council members be and are hereby
authorized to fix time, date and place of annual general
meeting and/or extraordinary general
eral meeting in their council
meeting.”

Note – II - The Advantage of section 25 companies under

Companies Act 1956
Under Indian law, 3 legal forms exist for Non
Non-Profit organizations
1. Trusts
2. Societies
3. Section 25 companies
Due to better laws, Section 25 companies have the most
reliable strongest organizational structure. Section 25
companies are those companies which are formed for the sole
purpose of promoting commerce, art,rt, science, religion, charity
or any other useful object and have been granted a license by
the central government recognizing them as such.
The ADVANTAGES of section-25 25 companies over other
companies registered under companies act vide advantage
No.-06 are discussed below:-
Time and Place of AGM: “ Section 25 Company has been
exempted from provisions provided under section 166(2), As
such they are free to determine the date, place and time of its
AGM according to their convenience and feasibility the onl only
condition being that time, place and date of such meeting
should have been pre determined by the Board of Directors in
accordance with directions of the company if any.”
any.

Then the President explained that this Council comprises of

well qualified and real practicing professionals and are well
aware of the Law of the Land and every action and activities
are well within the purview of Law and established practices.
In the last AGM held at Ahmadabad had already passed a
resolution, authorizing the Council to fix
f the AGM venue and
date, as and when required, as per the decision of the council.
Without knowing the real facts, some members with vested
interest are deliberately trying to sabotage the activity of the
institute for which he seeks the support of the House. H
President’s explanation was accepted by the House.

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 RESOLUTION -
The house unanimously supported, approved/rectified the
decision of council for meeting called at Aluva, Kerala and
requested the Council to take disciplinary action against them
for violation of code of conduct and tried to defame the IIISLA
before ROC, Hyderabad, Chairman IRDA, Minister of
Company affairs , Company Law Board and others.
“ The House unanimously resolved to empower the Council to
decide the venue, date and time for the
th AGM at an appropriate
place for all future AGMs as and when required and no further
resolution is needed in this regard.”

AGENDA-04 - To consider and approve appointment of Auditors, for the year

2010 – 2011 and fix their remuneration:-
The house did nott approve the reappointment of M/S. Goyal
Baid & Associate (FRN No.-121498W),
121498W), Ahmedabad, as the
auditors for the year 2010-11.
11. House accepted the proposal of
council; which was held same day morning at Aluva, Kerala ;
and approved the proposal of M/S N.C.
N.C Mittal & Co.; House
No.-13, New Delhi-110002
110002 ( ICAI No.No.- 000237N) with
remuneration not exceeding Rs. 35,000/-.
35,000/

RESOLUTION :
“ The house has appointed M/S N.C.
.C. Mittal & Co.; House No.-
13, New Delhi-110002
110002 (ICAI No. No.- 000237N) with the
remuneration of Rs. 35,000/-for
for the year 2010-2011.
201 The
appointment of auditor was passed unanimously.”
un

AGENDA-05. Special Business -

To consider and if thought fit, to pass with or without
modification(s)
fication(s) the following resolution as a Special Resolution:-
Resolution:

“Resolved that
at pursuant to the provisions of section 16 and all
other applicable provisions, if any, of the companies Act, 1956
(including any statutory ry modification and re-enactment
re
thereof for the time being in force) the memorandum of
association of the company be and is hereby altered by adding
following clauses as per ANNEXURE URE- I, ANNEXURE-II and
ANNEXURE III (forming the part of Notice)

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 The amendments proposed in AOA & MOA are considered as
read in the house, and the house agreed to approve it to fulfill
the requirements
quirements sought by the council, in the larger interest
of profession and the need to strengthen the hands of council,
in taking up the matters related to the profession.

RESOLUTION :

“ All the amendments proposed in MOA, AOA and Rules and

Regulation for members of the Institute as circulated vide
enclosed Annexure I, II and III are passed unanimously.”

AGENDA-06. Any Other Matter with the Permission of Chair:-

Chair

(I) Members raised the following matter with the permission of Chair-
Chair
• Why Inventory of IIISLA A Property & documents was not made
and provided to 3rd council ; just before shifting the Office
from Mumbai to Ahmadabad?
• Why the Charge of IIISLA was not hand over to 4th council till
now by 3rd council; despite of court order?
• By which authority Mr. Tadha dha & Mr. R.P.Gupta signed and
issued the cheques regularly after the formation of 4th council
; without having any authority to do so?
• How Mr. Tadha has projected himself as a president; when he
not only lost the election but he had completed his tenure of 3
years as council member.
• For what purpose account committee was formed? Why the
committee did not they submitted its report to the council?
• By which authority Mr. C.K.Bhatia placed the Bills/Voutchers
on the board without permission of council and before be
submitting the report of accounts committee ? How why he
obtained the Bills/Vouchers for the Year 10-11?
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• Why Membership register has not been reconciled properly ?
Lot of members; whose cheque where not cleared; have been
shown in deposited accounts.
• The large contingent to the name of staff (IIISLA) were paid
salaries, PF contributions, bonus, etc. without approval of
council . The question raised was who were these staff
members working for ?

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• Whether the Ahmedabad office expenses and/or the
employment
ployment of staff and there remuneration/expenses
incurred have the approval of the council ?
• Have the Mumbai office staffs dues as accepted by Mr. Tadha
been cleared ?
• There was imprest cash shown in the name of Mumbai has
been shifted to Ahmedabad. Where re is it and/or in which
Account ?
• How was the Advance money paid to any Chapter without
consent of Council and/or Zone ?
• All the worth less tour and expenses made by Mr. Tadha
without any result i.e either in the name of 64UM and Goa
tour with his team must
ust be recovered.
• What action was taken against those members who are
throwing mud on others. This type of activities are regularly
preferred by politician and not by professional. Our council
members should not be underestimated?
underestimated
DISCUSSION / RESOLUTION -
• The house considered and recorded serious view on action of
Mr. Iqbal Tadha & Mr. R.P.Gupta who were found regularly
signing and issuing cheques after formation of 4th council ;
without having any authority and did not hand over the
charge despite repeated requests. It’s misappropriation of
funds, documents and IIISLA property.
• Members attending the AGM felt agitated that some senior
members are playing negative role to defame IIISLA and act
against the ethics as well as code of conduct. Due to them
th our
organisation is being defamed before IRDA, Ministry of
Finance, ROC organisation and society hence they should be
either removed from Membership and take disciplinary/Legal
action against them for cheating the emotion of members by
making propaganda like Jai Ho” and flashing the wrong news
about Pipe line and New Year Gift.
• North Zone Chairman Mr.J.C.Joshi suggested that a
committee be formed to look into the misuse of documents of
accounts in detail.
• The house approved to empower chairman of disciplinary
disci
committee i.e Vice President to act as per code of conduct and
can form a sub-committee
committee to lead the team to prevent such
mistakes in future, besides suggesting what follow up action

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 needs to be taken on the lapses / mistakes / violations voiced
voic
by the members. It is resolved that all the disciplinary cases
be taken immediately strictly as per the laid down procedure,
and such cases be reported to the AGM for a review of each
case on merit.
• Members have put their faith in 4th council who is working
sincerely and can devote time for activities; without having
Financial support and moral Support of any authority.

RESOLUTION FOR REMOVAL OF MEMBERSHIP OF M Mr.

IQBAL TADHA,
ADHA, Mr. R.P.GUPTA & Mr. C.K.BHATIA

All the members were agitated and demanded immediate

removal of the problem makers Mr.Tadha,
Mr.Tadha Mr.R.P.Gupta and
Mr.C.K.Battiya for their illegal activities and unruly behaviour.

Mr. Thyagrajan of Chennai moved a proposal to remove

Mr.Iqbal Tadha from the primary membership of the Institute
in view of all his illegal activities and for sabotaging the
activities of the Institute. The council should initiate
procedures and action through the disciplinary committee to
remove him from primary membership.
membership The proposal was
seconded by Mr.P.Santosh along with a number of members
and the following resolution was unanimously passed –

“Resolved that the council is directed

direct to remove Mr. Iqbal
Tadha from the primary membership of the Institute with
immediate effect and initiate appropriate legal action against
him for all his criminal activities.. Further resolved that the
decision
cision of this AGM is binding on the council and the
disciplinary committee should ensure necessary compliance to
this resolution.

There was a mass reaction from the members presentpres in the

AGM and everyone wanted severe action to be taken against
Mr. Ramesh Pal Gupta for not handing over the charge and
accounting records of the Institute to the newly elected Office
bearers,
earers, signing of cheques as treasurer,
treasurer without having any
authority and operating
ing the bank accounts illegally.
illegally

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During discussions Mr. Thyagrajan, Chennai,
Chennai proposed to
suspend Mr. R.P.Gupta from the membership of the Institute
and then council refer the case to the disciplinary committee.
The proposal was seconded by y Mr. J.L.Tiku and the following
resolution was unanimously passed :-

“Resolved that Mr. Ramesh Paul Gupta be suspended from the

membership of the Institute with immediate effect and the
disciplinary committee should initiate further disciplinary
action.”

Many members questioned why the council has not taken

action against Mr.C.K.Bhatia for his nuisance activities aimed
at tarnishing the image of the top officials and causing
hindrance to the institute’s activities and spoiling the
prospects of the Institute. Mr. C.K. Bhatia was appointed a
member of enquiry/audit committee for the accounts of the
Institute for the financial year 2008--2009, in the AGM held in
Ahmadabad under the President ship of Mr. Iqbal Tada.
Mr. C.K.Bhatia was only members of Accounts subcommittee ;
as formed for accounts of Year 08-0909 in AGM; Ahmedabad on
07-09-2010
2010 in the chairmanship of Mr. R.P.Sharma, Mumbai;
but committee did not submit his report to the council within
the period of two months. It was further reported that Mr. C.K.
Bhatia instead of submitting the detailed report to the council
started putting the vouchers on board without any authority
with malicious intention; Not only that Mr. Bhatia has also
taken in his possession the Bill & Voucher of the Year 2009-
2
10 for which he was not authorised. All the members raised
voice and demanded to remove him from the membership.
Mr.J.C.Joshi moved a proposal to suspend Mr. C.K.Bhatia
from
rom the membership of the Institute and then council refer
his case to the disciplinary committee. The proposal was
seconded by Mr. Sanjeev Mannan and the following resolution
was unanimously passed.

“Resolved unanimously that Mr. C.K.Bhatia be and is hereby

suspended from the membership of the Institute with
immediate effect and the disciplinary committee should
initiate further disciplinary action.”

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(II) On Decision taken by 4th Council

(i) Pending issues with IRDA and Proposed Survey Fee

Fee: -
The members questioned about the course of action on
pending issues with IRDA & Proposed revision of Survey Fee.

The President informed the house that he has been visiting

IRDA, Hyderabad time and again to press to resolve the
pending issues like Department,, Categorization, In-house
Survey, Contract Survey and surveyy fee revision. He reported
that council’s continued persuasion is likely to yield good
results in short time. The House appreciated the steps taken
by the President in this regard.

The Secretary informed the house that the revised survey fee
schedule has been submitted to General Insurance Council
as well as GIPSA and that the Survey fees committee is
pursuing with General Insurance Council as well as GIPSA
regularly. He also informed that GIPSA is consulting General
Manager Technical, of all the Public Sector Insurance
Companies and are in the process of obtaining their opinion
on the revised survey Fee Schedule submitted by us. He
further reported that vary soon we shall be having meeting
with Secretary General of General Insurance
I Council as well
as General Manager GIPSA regarding the early implementation
of the revised Survey Fee Schedule.

(ii) Discussion of Mandatory Training Activities/Seminars :-

Discussions were held whether the Institute can make the

attending
nding of the training activities / seminars of the
respective Zones , Chapters and Units mandatory. During
discussions it was held that presently the Institute does not
have any such authorities under the constitution to make it
mandatory. It is only nly the IRDA which can issue such
notification to the members mentioning that attending of
Seminars and training programmes would be mandatory for
all the members of respective Zones, Chapters and Units. The
house Council members permitted the Council members/
office bearers to take up the matter urgently with IRDA for its
early implementation.

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 (iii) Discussion on status of Court Cases and further action
against Bankers :-

The President informed the House

ouse about Hyderabad court
case and the stay order given by the court restraining
Mr. Iqbal Tadhaa and Mr. R.P. Gupta to write President /
Treasurer and have also directed them to hand over the
records immediately.

The house discussed the matter and requested the President

to initiate the contempt
empt of court proceedings against both of
them since they have not so for handed over the charge and
the records. President reported that he will be doing the same
very soon.

The house also requested the office bearers to take proper

pr
action against the Bankers who, without legal authority,
authority have
frozen the accounts and also honoured cheques issued by non
existing president and treasurer.

The meeting ended with a vote of thanks to the Chair by Vice President
Mr. Rakesh Soni.

SECRETARY
( Ashok Kumar)

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