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Practicing Company Secretary

Those who choose a career as a Company Secretary, have two paths before them –that they can either opt for work in an organization or choose to work as a consultant in a Company Secretaryship firm. This is a challenging career and different people find motivation in doing such a work in two different ways.

In India, when one opts for such a career, one needs to go through the rigorous three leveled programme offered by the one and only Institute of Company Secretaries of India. This institute offers the only valid certification in the country which is necessary to be able to work as a Company Secretary in a consultant or employee mode.

Practicing Company Secretary The course usually consists of three levels of programmes – the foundation, executive and professional programmes which one needs to pass in order to qualify for the practical managerial training that follows. Once a 15 months training is undertaken, one is awarded with the certification of being a CS. This is the time when one needs to decide the career path one wishes to take – that of a consultant or an employed salaried person of an organization.

Those who wish to be practicing company secretaries, need to apply for the Certificate of Practice which is issued by the institute. Without this, one would be unable to practice as CS independently.

Practicing company secretaries have been empowered by law to render their services in various instances. Companies which have a paid up capital of ten lakhs or more but less than five crores, do not need to engage a full time Company Secretary on their rolls but need a compliance certificate to be issued by a practicing Company Secretary. As per the Listing Agreement, practicing company secretaries are required to issue compliance certificates pertaining to corporate governance of companies which are listed on stock exchanges. They are empowered to issue certificates and attest documents which come under the Companies Act, the SEBI Act, the Exim policy and the Depositories Act. Such authorized company secretaries can offer their services for a host of other corporate matters including joint ventures, foreign collaborations, legal, secretarial or corporate governance matters, arbitration, conciliation, project financing, project planning and similar other legal and corporate areas.

Thus, there are a vast number of secretarial firms in the country in the towns and cities which offer their services to small and large companies. Their role is vital for companies to ensure that they stay on the right side of law and hence, practicing Company Secretaryship is a well established career in the country.


Which Companies Require Company Secretaries?

Company secretaries are professionals who are known as parachute professionals since they are said to “parachute” into the boardroom of corporate offices from day one in their CS careers. It might sound a little exaggerated, but it is true that a Company Secretary is someone qualified to advise the board on the legalities of their decisions and to look into all forms of governance and administrative matters.

There are many companies which require a Company Secretary. No matter what industry a company operates in, there are always legal aspects of every function that a company needs to deal with to remain on the right side of the law. And with most companies now being listed on the stock exchanges, it is imperative that a company practices good corporate governance and communicates effectively to shareholders to hold the confidence of the market. For consulting on all such functions a Company Secretary is mandatory by law in most cases.

Alternate text: In India the section 383A of the Companies Act 1956 states that, every company which has a paid up share capital of over five crores, needs to employ a Company Secretary. The companies which have lesser amount of paid up capital also need to obtain compliance certificates from practicing company secretaries.

Since the opening up of the Indian economy, there are many large corporate and companies today in India, private as well as public. These provide ample career opportunities for company secretaries. Any organization which has a board or council structures needs the services of a Company Secretary; then again, central government offices mostly require company secretaries to look into the legal functions.

Many banks, especially the nationalized ones, have finance, law, accounts departments which require the expertise of company secretaries. Thus, there are career opportunities for company secretaries in the banking sector as well.

Companies today, even if they have a paid up capital less than five crores, often opt to have a certified Company Secretary on their rolls for a variety of reasons. When a company gets listed on a stock exchange of the country, they need to issue annual statements which a Company Secretary is authorized to sign. Communication between the management and the shareholders is another important role of a Company Secretary. Such professionals can also advise different functions on their legal aspects such as production, finance, sales, manufacturing, administration and others. Contracts to be signed, certificates to be issued all need the expertise and authorization of a Company Secretary.

Thus, there is scope for company secretaries in all types of industries, from public to private.


Institute of Company Secretary of India

Every country has a regulatory body which serves as an umbrella organization for practicing company secretaries in that country. The name of this profession may differ from country to country but they have similar allocated legal and corporate functions which makes this role vital for large corporate companies.

Similarly, the institute which develops Company Secretary professionals in India is known as the Institute of Company Secretaries of India or ICSI for short. It is a professional statutory body which has been constituted under the Company Secretaries Act of 1980 which was passed by the Indian Parliament. It is the sole organization in India which is authorized to develop, train and regulate the Company Secretary professionals. Those who pass the three course professional program as well as managerial training are awarded the certificate of being a Company Secretary and they also can become members of the institute. ICSI has its headquarters in the capital city of India, Delhi and has regional offices in cities like Mumbai, Kolkata, Chennai.

Institute of Company Secretary of India The institute was formed in 1960 when the then Company Law Board started such a course which awarded the Government Diploma in Company Secretaryship. As the popularity of the course grew and the number of students increased, the Institute of Company Secretaries of India came into being in 1968 to conduct the CS examinations. In 1981 the institute was awarded the status of a statutory body under the Company Secretaries Act which allowed it to issue certificates in its name. Today it has over five thousand fellow members and over two lakh registered students who are at various levels of the three programmes.

The ICSI not only conducts the Company Secretaryship exams but also provides other facilities to students and registered members. These include practical training, regulating the workings of certified professionals in the various industries as per the code of conduct and professional ethics and so forth. The institute also promotes an environment of continuing education and professional development by bringing out research publications, monthly journals for the registered members. They also have program bulletins, tutorials for students who are appearing for the various level examinations. By interacting regularly with the government and other regulatory bodies, the institute helps its members stay updated about policy and professional changes.

Thus, ICSI is an important institute and statutory body for the promotion and updation of the profession of Company Secretary ship and is one of its kind in India.


Indian Institute of Company Secretary

For those who wish to pursue a corporate career as a Company Secretary, they need to qualify for the same by completing the professional program which is conducted by the Indian Institute of Company Secretary. This institute was constituted under the Company Secretaries Act of 1980 which was passed by the Indian Parliament. It is the only recognized institute and professional body in India which can certify professionals who pass out of the institute as Company Secretaries and regulates the profession in the country overall. This institute awards certificates which bestow on qualified individuals the designation of Company Secretary or CS. They can even become members of the institute which acts as an umbrella body for this profession.

Indian Institute of Company Secretary Company Secretary is a high profile, managerial position in companies which have a paid up capital of over five crores. Such large companies in India are instructed by law to appoint a Company Secretary who thereby have the responsibility to direct the board of the company to work in accordance to the governance and corporate laws of the country and of each state.

With the growth of the corporate sector in India, the need for Company Secretaries is on a rise. Thus, the ICSI also has expanded with its headquarters at Delhi and with regional offices at Chennai, Kolkata, Mumbai. There is also a comprehensive website of ICSI from where one can get lot of information related to the course, examination details, download application forms and a myriad of other essential information.

Formed in 1960, this institute first started this course which at that time awarded the Government Diploma in Company Secretaryship to the successful participants. As the popularity of the course grew, the Government promoted the institute under the Section 25 of the Companies Act of 1956 to award the certificate under its name. It thus became a statutory body since 1981.

As of the annual report of the ICSI of 2009-10, there were 16613 Associates and as many as 5226 Fellow Members on the rolls of the company. The institute has certified members as many as 3576 as on March 2010. The number of students for the various programs are an enormous number at any given point of time – there are as many as over two lakh students amongst which there is a greater share registered for the executive program; about one lakh students who have passed the foundation course and about 64000 students who are about to sit for the foundation exam.

Thus, ICSI is the one and only institute to go to for qualifying as a Company Secretary in India.


Career Prospects as a Company Secretary

The career prospects of a Company Secretary are immense. This is a position which is required by corporate law in most countries though the job responsibilities may differ as per each country’s legalities.

Company Secretary, by definition, is a role which is required in large companies, public or private. They are required to assist the board of directors of a company in ensuring that the workings of a company and the decisions taken in board meetings are in compliance with the legal and statutory requirements as laid down by the corporate and other laws in a country.

Career Prospects as a Company Secretary In India, the career prospects as a Company Secretary are immense since the law has made it mandatory for companies having a paid up capital of five crores or more, to have on their rolls a fulltime employed Company Secretary. For those companies who have a paid up capital of less than five crores but exceeding ten lakhs need to have compliance certificates signed by a practicing Company Secretary.

So how does a career as a Company Secretary begin? Well, it begins with one being certified to perform the functions of a Company Secretary. In India such a course can be done only under the Institute of Company Secretaries of India. This institute not only offers the certification programme, but also acts as a regulatory body for such a profession in India. It provides venue for continuing education for professional development and nurturing of company secretaries in the country. The CS course consists of three modules – the foundation programme, the executive programme and the professional programme. On successful completion of all three programmes and practical managerial training, one is awarded the title of a Company Secretary.

Career as a Company Secretary has two directions – you can either join a secretarial firm and offer your services to companies as a practicing Company Secretary, in a consultant mode; or one can join a company and take up full time employment. In large companies, especially those who have paid up share capital of over five crores, one needs to appoint full time Company Secretary in one’s rolls.

Company secretaries have several responsibilities, primarily being looking after the legal provisions of a company, ensuring the administration is being managed as per the corporate and statutory laws in a country; filing of taxes, ensuring accounts of a company as per legal provisions and so forth. One may join initially as a junior secretarial office, but such people move up the ranks quickly to senior managerial positions with experience. Given their credentials of a CS, they are endowed with the responsibility of advising the board of directors of a company as the take decisions as per the corporate laws and governance; they also act as legal representatives of the company in all legal disputes, need to oversee financial trading and contract agreements and so forth.

Thus, a Company Secretary could end up being the Chief Financial Officer or a Finance Advisor, the Chief Administrative Officer, a senior managerial person of an organization.


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